Mr. Frank Kordy reports

GUNPOWDER CAPITAL CORP., LENDS $39,000.00 USD TO TRUXMART INC.

Gunpowder Capital Corp. has entered into a secured promissory note between itself and Franchise Holdings International Inc. and its fully owned subsidiary, Truxmart Inc., for the amount of $39,000 (U.S.).

The purpose of the loan is for inventory financing. The loan bears interest at a rate of 18 per cent per year and is due in 24 months. Gunpowder has previously disclosed that it is working with Franchise Holdings International to list its common shares on to the Canadian Securities Exchange. In that regard, Gunpowder plans on being in a position to submit the listing application for Franchise Holdings International within the next seven business days.

For entering into the secured promissory note with Truxmart, Gunpowder Capital will also immediately receive 50,000 shares of common stock of Franchise Holdings International. The shares issued are subject to a 180-day hold period pursuant to applicable securities legislation.

Mr. Haber stated, "This additional loan to Truxmart Inc., further demonstrates our commitment to work with our go public clients and help them to grow and increase shareholder value."

We seek Safe Harbor.