...at this point in the game considering the market place and how difficult to raise funds...it shows that either there are those that like giving money away or there are those that are given a scoop of mako reality...

...do consider investing in Falcon as a “qualified investment”

ELIGIBILITY FOR INVESTMENT

In the opinion of Aird & Berlis LLP, counsel to Falcon and Wildeboer Dellelce LLP, counsel to the Agent, based on the provisions of the Income Tax Act (Canada) (the “Tax Act”), and the regulations thereunder:

(a)

the Debentures, if issued on the date hereof, would be “qualified investments” under the Tax Act and the regulations thereunder for trusts governed by registered retirement savings plans, registered retirement income funds, registered education savings plans, registered disability savings plans, tax-free savings account (a “TFSA”) and deferred profit sharing plans (other than deferred profit sharing plans for which the employer is the Company or a corporation with which the Company does not deal at arm’s length), subject to the specific provisions of any particular plan; and

(b)

the Unit Shares, if issued on the date hereof, would be “qualified investments” under the Tax Act and the regulations thereunder for trusts governed by registered retirement savings plans, registered retirement income funds, deferred profit sharing plans, registered education savings plans, registered disability savings plans and a TFSA, subject to the specific provisions of any particular plan.