DISCLAIMERS

The summary description of Maglan Distressed Fund LP (the “Onshore Fund”) and Maglan Distressed Offshore Fund Ltd. (the “Offshore Fund,” and together with the Onshore Fund, the “Funds”) included herein, and any other materials provided to you, are intended only for discussion purposes and are not intended as an offer or solicitation of an offer with respect to the purchase or sale of any security and should not be relied upon by you in evaluating the merits of investing in any securities. These materials are not intended for distribution to, or use by, any person or entity in any jurisdiction or country where such distribution or use is contrary to local law or regulation.

The Offshore Fund will be offered to qualified U.S. tax-exempt investors and non-U.S. investors. Taxable U.S. investors will be invited to invest in the Onshore Fund (each referred to herein as the “Fund”). The Funds expect to conduct substantially all of their investment and trading activity through Maglan Distressed Master Fund LP, a Cayman Islands limited partnership (the "Master Fund"), although from time to time the Onshore Fund and Maglan Distressed Intermediate Fund, LP, a Cayman Islands limited partnership (the “Intermediate Fund”) may make direct investments. The Offshore Fund will make its investment in the Master Fund through the Intermediate Fund. The Funds will be newly formed entities and have no operating history.

This summary, and the information included in the term sheet, are not intended to be complete, and material aspects of the descriptions contained herein may change at any time. If you express an interest in investing in the Fund, you will be provided with the confidential private placement memorandum (the “Memorandum”) and subscription agreement (collectively, the "Fund Documents"). You must review the Memorandum and risk factors disclosed in the Fund Documents prior to making a decision to invest. You should rely only on the information contained in the Fund Documents in making your decision to invest. To the extent, therefore, there is any inconsistency between this document and the Fund Documents, the Fund Documents govern in all respects. The information herein is not intended to provide, and should not be relied upon for, accounting, legal or tax advice or investment recommendations. You should consult your tax, legal, accounting or other advisors about the matters discussed herein. The Funds will not register as investment companies under the U.S. Investment Company Act of 1940, as amended (the "Company Act").

An investment in the Fund will be suitable only for certain sophisticated investors who have no need for immediate liquidity in their investment. Such an investment will provide limited liquidity because interests in the Fund will not be freely transferable and may be withdrawn infrequently and only under certain limited circumstances. There will be no public or secondary market for interests in the Fund, and it is not expected that a public or secondary market will develop.

Investing in financial markets involves a substantial degree of risk. There can be no assurance that the investment objectives described herein will be achieved. Investment losses may occur, and investors could lose some or all of their investment. Nothing herein is intended to imply that an investment in the Fund or the Fund's investment strategies may be considered "conservative," "safe," "risk free" or "risk averse." No regulatory authority has passed upon or endorsed this summary or the merits of an investment in the Fund.

The examples of investments included in this summary are not representative of actual past recommendations. These examples have been provided for discussion purposes only and are no guarantee of future results or that such investment opportunities will become available to the Fund.

Distribution of this information to any person other than the person to whom this information was originally delivered and to such person's advisors is unauthorized and any reproduction of these materials, in whole or in part, or the disclosure of any of the contents, without the prior consent of Maglan Capital LP (“Maglan Capital” or the “Investment Manager”) in each such instance is prohibited. Notwithstanding anything to the contrary herein, each recipient of this summary (and each employee, representative or agent of such recipient) may disclose to any and all persons, without limitation of any kind, the tax treatment and tax structure of (i) the Fund and (ii) any of its transactions, and all materials of any kind (including opinions or other tax analyses) relating to such tax treatment and tax structure.

This document is confidential and intended solely for the addressee and may not be published or distributed without the express written consent of Maglan Capital. This document is not intended for public use or distribution.

The information contained in this document, including with respect to portfolio construction, risk management parameters and strategy-type information, is current only as of the date listed herein, supersedes any prior disclosures and is subject to change without notice.

The Fund could experience volatile performance from time to time depending on prevailing market conditions. Past performance is not indicative of future results and future results could materially vary. Moreover, fees payable by the fund could offset profits. Accordingly, an investment in the Fund is speculative and involves a high degree of risk and could result in the loss of all or a substantial portion of the amount invested. Neither Maglan Capital, nor its principals, officers, employees or associated funds or entities hereby makes any representation to any person or entity as to the suitability for any purpose of an investment.

Figures provided herein are rounded as applicable.

Securities or investment ideas listed are not presented in order to suggest or show profitability of any or all transactions. There should be no assumption that any specific portfolio securities identified and described herein were or will be profitable. Maglan Capital may, at any time, re-evaluate its holdings in any such positions.

Copyright © 2011 Maglan Capital LP. All rights reserved.