Sterling Shoes Announces Intention to Convert to a Corporation

VANCOUVER, BRITISH COLUMBIA, Apr 22 (MARKET WIRE) --
Sterling Shoes Income Fund (TSX: SSI.UN)(TSX: SSI.DB) -

This news release contains "forward looking information and
statements" within the meaning of applicable securities laws. A
summary of the forward looking information and statements are set out
later in this news release.

Sterling Shoes Income Fund announced today that it will be asking its
unitholders to approve the conversion of the Fund to a corporation at its
annual and special meeting of unitholders to be held on June 24, 2010.

The conversion is to take place as a "plan of arrangement" and
is expected to be effective July 1, 2010. Under the arrangement,
unitholders of the Fund are to receive common shares of a newly formed
corporation, "Sterling Shoes Inc.", on a one-for-one basis.
Unitholders resident in Canada will generally receive their shares of
Sterling Shoes Inc. on a tax deferred basis. SSI Investments Inc., the
current holder of a 20% interest in Sterling Shoes Limited Partnership,
the Fund's operating unit, will also exchange its exchangeable units for
common shares of Sterling Shoes Inc., also on a one-for-one and tax
deferred basis and its remaining units in the partnership for the debt
owing to SS Holdings Trust by SSI Investments Inc. When the conversion is
effective, SSI Investments Inc. will hold 20%, and the existing
unitholders will hold 80%, of the issued common shares of Sterling Shoes
Inc. The business of Sterling Shoes will continue to be conducted by
Sterling Shoes Limited Partnership, all of the interests in which will be
owned, directly or indirectly, by Sterling Shoes Inc.

The Fund also announced that the Trustees determined to continue the
previously announced suspension of distributions by the Fund for the
balance of 2010. The future dividend policy of Sterling Shoes Inc. will
be determined by its directors at a later time depending upon the
earnings and financial requirements of Sterling Shoes Inc. at that time.

The existing convertible debentures of the Fund will become debentures of
Sterling Shoes Inc. The debentures will continue to be convertible, but
into common shares of Sterling Shoes Inc. at the same price at which the
debentures are now convertible into units of the Fund: namely, $21.15 per
common share, subject to adjustment as provided for in the trust
indenture governing the convertible debentures.

It is expected that the current trustees of the Fund will become the
directors of Sterling Shoes Inc., and the current officers and management
of Sterling Shoes Limited Partnership will become officers and management
of Sterling Shoes Inc.

The conversion to a corporation is a result of the changes to the
taxation of income funds which become effective January 1, 2011, and
which makes the income fund form of business enterprise less
advantageous. The Fund is planning that the effective date of the
conversion is to be July 1, 2010.

Richard Mahler, Chair of the Board of Trustees of the Fund said: "We
are undertaking this conversion to a corporation at this time to simplify
our business structure. The income fund structure is a less desirable
form of business enterprise for Sterling Shoes at the present time as the
Fund has suspended distributions and the proposed corporate structure
will result in lower income taxes being paid on the taxable income of
Sterling Shoes in 2010."

The conversion will require the approval of at least 2/3rds of the votes
by the holders of units and special voting units, all of which are owned
by SSI Investments Inc., present and in person or by proxy voting as a
class at the meeting, and court and regulatory approval. Further details
of the proposed conversion will be set out in an information circular of
the Fund, expected to be sent to unitholders in mid May, 2010.

CAUTIONARY STATEMENT REGARDING FORWARD LOOKING INFORMATION

Certain statements contained in this news release including statements
that contain words such as "could", "should",
"can", "anticipate", "estimate",
"propose", "plan", "expect"
"believe", "will", "may" and similar
expressions and statements relating to matters that are not historical
facts constitute "forward-looking information" within the
meaning of applicable Canadian securities legislation (collectively,
"forward_looking information and statements").

In particular, this news release contains forward-looking information and
statements relating to the expectations of the Fund regarding the
proposed conversion including, but not limited to: timing, completion,
receipt of necessary approvals and anticipated benefits of the conversion.

These forward-looking information and statements are based on certain
assumptions and analysis made by the Fund in light of its experience and
its perception of historical trends, current conditions and expected
future developments as well as other factors it believes are appropriate
in the circumstances. However, whether actual results, performance or
achievements will conform to the Fund's expectations and predictions is
subject to a number of known and unknown risks and uncertainties which
could cause actual results to differ materially from the Fund's
expectations. Such risks and uncertainties include, but are not limited
tc the failure to receive approval of the conversion from the
unitholders, the court or other regulatory authorities or to realize the
anticipated benefits of the conversion.

Consequently, all of the forward-looking information and statements made
in this news release are qualified by these cautionary statements and
there can be no assurance that the actual results or developments
anticipated by the Fund will be realized or, even if substantially
realized, that they will have the expected consequences to, or effects
on, the Fund or its business or operations. Readers are therefore
cautioned not to place undue reliance on such forward-looking information
and statements. Except as may be required by law, the Fund assumes no
obligation to update publicly any such forward-looking information and
statements, whether as a result of new information, future events or
otherwise.

ABOUT STERLING SHOES

Sterling Shoes Income Fund is a leading Vancouver-based footwear retailer
offering a broad selection of private label and brand name shoes and
accessories in five Canadian provinces through its six separate retail
banners: Sterling, Joneve, Shoe Warehouse, Freedman Shoes and Gia. Since
1987, Sterling Shoes has grown from five shopping mall locations to 161
stores (as at April 22, 2010 located in high-traffic, high-visibility
locations within enclosed shopping malls, on high streets and in strip
malls. The Fund currently employs over 1,300 employees. The Fund's units
are listed on the Toronto Stock Exchange under the symbol SSI.UN. The
Fund's convertible debentures are listed on the Toronto Stock Exchange
under the symbol SSI.DB.

Contacts:
Sterling Shoes Income Fund
Daniel Gumprich
Chief Financial Officer
(604) 270 6114
(604) 278 7751 (FAX)
www.SterlingShoesIncomeFund.com

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