Financial Performance & Scoring -- © 2007 Gaskins IPO Desktop/IPOdesktop

Pre-IPO analysis, grading & scoring -- updated Jan 26

. Business Model Rating Criteria

A = high growth market, potential leader; B = more competitive market; C= 'public venture capital'

. Calculations

. IPO Price to annualized Sales Ratio -- (Price / Sales)

Numerator

Denominator

IPO market capitalization…

Annualized Sales (from recent results)

(post-IPO # of shares times mid-point of IPO price range)

. IPO Price to annualized Earnings (loss) -- (Price / Earnings)

Numerator

Denominator

IPO market cap

Annualized Earnings (loss) from the last quarter

===================

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scheduled below

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January 29 week schedule

VALUATION RATIOS

IPO Mrkt

Price /

Price /

Price /

Price /

% offered

Cap (mm)

Sales

Earnings

BookValue

TangibleBV

in IPO

Animal Health(AHII)

$271

0.5

75

3.4

-6.8

48%

animal health prod dist: C+, 7

Post-IPO shrs: 19mm

Duncan Enrgy Prtnr DEP

$402

0.5

17

0.7

1.4

65%

Formed by EPD, $12bb market cap: C+, 6

Post-IPO shrs: 20mm

Employers Hldgs (EIG)

$791

1.7

5

2.9

2.9

44%

workman's comp ins: B-, 8

Post-IPO shrs: 53mm

HFF (HF)

$589

2.8

54

70.1

266.7

39%

real estate fin services: C+, 7

Post-IPO shrs: 37mm

Molecular Insight (MIPI)

$371

n/a

-13

5.0

5.0

20%

molecular imaging & radiotherapeutics: C, 6

Post-IPO shrs: 25mm

XTENT (XTNT)

$388

n/a

-16

3.8

3.8

21%

medical devices for artery disease: C, 6

Post-IPO shrs: 23mm

===================

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scheduled below

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Analysis, grading, scoring

January 29 week

Animal Health Intern'l

AHII, C+, 6

animal health products dist

June 30 fiscal

***predecessor***

Post-IPO shrs: 19mm

Westlake TX

2004

2005

2006

Sept 05*

Sept 06*

IPO Mkt

Rev ($mm)

$503

$536

$571

$128

$146

Cap (mm)

Gross Profit %

19%

18%

20%

20%

18%

$271

Operating profit %

4%

3%

4%

3%

4%

@$25

Interest ($mm)

5.0

5.0

14.0

3.3

4.1

Interest % of revenue

1.0%

1.0%

0.9%

2.5%

2.6%

Profit (loss) ($mm)

$10.2

$7.3

$7.4

$0.7

$0.9

Profit (loss) %

2.0%

1.4%

1.3%

0.5%

0.6%

*three months ended Sept 30

VALUATION RATIOS

IPO Mrkt

Price /

Price /

Price /

Price /

% offered

Cap (mm)

Sales

Earnings

BookValue

TangibleBV

in IPO

Animal Health(AHII)

$271

0.5

75

3.4

-6.8

48%

SCORECARD

Mgt

Market

Market Do-

Proprie-

Total

1-5, 5 is high

Growth

mination

tary

rating

20 is perfect

2

1

2

1

6

Leveraged buyout on June 30, 2005

Business

. Based upon net sales, one of the largest animal health products distributors in the United States.

. Distributes more than 35,000 products sourced from more than 1,500 manufacturers.

. Currently does not manufacture any products and are dependent on manufacturers for supply of

products.

. The top 10 manufacturers supplied products that accounted for approximately 60% of our

purchases in fiscal 2006, and one manufacturer, Pfizer, Inc., or Pfizer, accounted for approximately 26% of purchases.

Customers

Principal customers are veterinarians, production animal operators and animal health product

retailers

Leveraged buy-out

. Commenced operations in 1954 as part of a family-owned drug store business.

. Following a series of business combinations, renamed Walco International, Inc. in 1972.

. On June 30, 2005, investment funds affiliated with Charlesbank Capital Partners LLC, or

Charlesbank, acquired the Company.

. In September 2006, changed our name to Animal Health International, Inc.

Three months ended September 30, 2006 compared to three months ended Sept 30, 2005

Net sales

. Net sales increased $18.0 million, or 14.1%, to $145.7 million for the three months ended

September 30, 2006, from $127.7 million for the three months ended September 30, 2005.

. This increase in net sales was primarily attributable to continued expansion into new territories,

the addition of new customers and increased sales to existing customers.

. In addition, vendor initiated price increases that occurred in June 2005 accelerated approximately

$6 million of customer purchases, which might otherwise have occurred in the quarter ended

September 30, 2005, into the quarter ended June 30, 2005.

. No similar vendor price increases occurred in June 2006. The number of field sales

representatives increased to 223 as of September 30, 2006, from 218 as of September 30, 2005,

while the number of inside sales representatives decreased to 55 as of Septe

Gross profit

. Gross profit increased by $2.3 million, or 9.2%, to $27.1 million for the three months ended

September 30, 2006, from $24.8 million for the three months ended September 30, 2005.

. Gross profit as a percentage of sales was 18.6% for the three months ended September 30, 2006,

compared to 19.4% for the three months ended September 30, 2005.

. Gross profit increased as a result of sales growth but was offset by an unfavorable shift in

product mix to more sales of lower gross margin products.

Seasonality

Seasonality has been caused by product usage, climate changes, promotions and announced price

increases.

. Historically, sales have been higher during the spring and fall months due to increased sales of

production animal health products.

. The transportation of production animals during the spring and fall months drives seasonal

product usage. The transportation of production animals occurs during various times in the

animal's life cycle.

SEC cease and desist order

"On June 28, 2006, the SEC announced the filing and simultaneous settlement of cease-and-desist

proceedings against us and our Chief Executive Officer, James Robison, relating to our purchase

of products from Virbac and the filing and simultaneous settlement of a civil action against Virbac

Corporation and certain of its officers. The SEC found that from late 1999 through the first half of

2003, Virbac improperly reported inflated revenue relating to sales to certain of its distributors,

including us. The SEC made the following additional findings: that we caused Virbac to violate

Sections 17(a)(2) and 17(a)(3) of the Securities Act of 1933, as amended, or the Securities Act,

and Section 13(a) and 13(b) of the Exchange Act, and that we caused similar violations by Virbac

employees, by participating in transactions intended to help Virbac inflate its revenues and thereby

achieve its sales and income targets. In the settled cease-and-desist proceedings (in which we and

Mr. Robison neither admitted nor denied the SEC's findings), we and Mr. Robison consented to

an SEC order to cease and desist from committing or causing any violation and any future

violation of certain antifraud provisions set forth in Section 17(a) of the Securities Act, violation

of the Exchange Act's reporting, recordkeeping and internal accounting controls provisions, and

violation of the Exchange Act's financial record falsification and internal accounting controls

circumvention prohibitions, set forth in Sections 13(a) and 13(b) of the Exchange Act and the

rules and regulations thereunder. In connection with the settlement, Mr. Robison paid a $50,000

fine to the SEC."

Competition

. Primary competitors, excluding manufacturers, include the following and other national,

regional, local and specialty distributors: Butler Animal Health Supply, LLC, IVESCO, LLC

(Iowa Veterinary Supply), Lextron, Inc., MWI Veterinary Supply, Inc., Professional Veterinary

Products, Ltd., and Webster Veterinary Supply, a division of Patterson Companies, Inc.

. Distribution of animal health products is often characterized as "ethical" and "over-the-counter,"

commonly referred to as OTC, channels of product movement. Ethical distribution is defined as

those sales of goods to licensed veterinarians for use in their professional practice.

Use of $91mm in IPO proceeds from sale of 9.1mm shares

(2.7mm shares intended to be offered by leveraged buyout sponsor, Charlesbank Capital Partners)

o $40.0 million will be used to repay amounts owed under $40.0 million second lien term loan;

o $45.0 million will be used to repay amounts owed under $45.0 million second lien term loan;

o balance for working capital and general corporate purposes, including potential acquisitions.

===================

Duncan Energy Partners

DEP, C+. 6

Formed by EPD, $12bb market cap

Post-IPO shrs: 20mm

Houston, TX

2003

2004

2005

Sept 9 mos

IPO Mkt

Rev ($mm)

$668

$749

<predecessor

$947

$733

Cap (mm)

Operating cost %

91%

92%

proforma=>

96%

95%

$402

Partnership profit ($mm)

$53

$58

$20

$23

@$20

Profit (loss) %

7.9%

7.8%

2.1%

3.1%

VALUATION RATIOS

IPO Mrkt

Price /

Price /

Price /

Price /

% offered

Cap (mm)

Sales

Earnings

BookValue

TangibleBV

in IPO

Duncan Enrgy Prtnr DEP

$402

0.5

17

0.7

1.4

65%

SCORECARD

Mgt

Market

Market Do-

Proprie-

Total

1-5, 5 is high

Growth

mination

tary

rating

20 is perfect

2

1

2

1

6

Partnership unit offering

Business

. Delaware limited partnership formed by Enterprise Products Partners in September 2006 to own,

operate and acquire a diversified portfolio of midstream energy assets.

. Engaged in the business of gathering, transporting, marketing and storing natural gas and

transporting and storing natural gas liquids, or NGLs, and petrochemicals.

. DEP assets were previously owned by Enterprise Products Partners (NYSE:EDP, $12bb market

cap)and are part of its integrated midstream energy asset network, or "value chain," which

includes natural gas gathering, processing, transportation and storage; NGL fractionation (or

separation), transportation, storage and import and export terminaling; crude oil transportation;

and offshore production platform services.

EPD ownership

. After this offering, DEP will own 66% of the equity interests in the subsidiaries that hold DEP's

operating assets

. Affiliates of Enterprise Products Partners will continue to own the remaining 34%, after

receiving $410mm in cash (see use of proceeds below) for transferred assets, at historical cost

Four business segments:

o NGL & Petrochemical Storage Services.

The NGL & Petrochemical Storage Services segment consists of 33 salt dome caverns located in

Mont Belvieu, Texas, with an underground storage capacity of approximately 100 MMBbls, and

certain related assets. These assets receive, store and deliver NGLs and petrochemical products for

industrial customers located along the upper Texas Gulf Coast, which has the largest concentration

of petrochemical plants and refineries in the United States.

o Natural Gas Pipelines & Services

The Natural Gas Pipelines & Services segment consists of the Acadian Gas system, which is an

onshore natural gas pipeline system that gathers, transports, stores and markets natural gas in

Louisiana. The Acadian Gas system links natural gas supplies from onshore and offshore Gulf of

Mexico developments (including offshore pipelines, continental shelf and deepwater production)

with local gas distribution companies, electric generation plants and industrial customers,

including those in the Baton Rouge-New Orleans-Mississippi River corridor. In the aggregate, the

Acadian Gas system includes over 1,000 miles of high-pressure transmission lines and lateral and

gathering lines with an aggregate throughput capacity of approximately one Bcf/d and a leased

storage facility with approximately three Bcf of storage capacity.

o Petrochemical Pipeline Services

The Petrochemical Pipeline Services segment consists of two petrochemical pipeline systems with

an aggregate of 284 miles of pipeline. The Lou-Tex Propylene pipeline system consists of a 263

mile pipeline used to transport chemical-grade propylene between Sorrento, Louisiana and Mont

Belvieu, Texas. The Sabine Propylene pipeline system consists of a 21-mile pipeline used to

transport polymer-grade propylene from Port Arthur, Texas to a pipeline interconnect in Cameron

Parish, Louisiana on a transport-or-pay basis.

o NGL Pipeline Services

The NGL Pipeline Services segment consists of a 290-mile pipeline system used to transport

NGLs from two Enterprise Products Partners' facilities located in South Texas to Mont Belvieu,

Texas and related interconnections. We acquired a 223-mile segment of the system in August

2006, and we are in the process of acquiring and constructing other segments of the pipeline. The

system became operational and began transporting NGLs in January 2007 after undergoing

modifications, extensions and interconnections. Additional expansions are scheduled to be

completed during the remainder of 2007.

Use of $243mm in IPO proceeds

o distribute $212 million to Enterprise Products OLP as a portion of the cash consideration and

reimbursement for capital expenditures relating to the assets contributed

o provide $28.2 million to fund capital expenditures to complete planned expansions to the South

Texas NGL pipeline system and brine production and above-ground storage projects at Mont

Belvieu subsequent to the closing of this offering; and

o pay $2.9 million of other estimated net expenses associated with this offering and related

formation transactions

And will borrow $200mm more

. In addition, will borrow $200 million under a new $300 million credit agreement

. And will distribute $198.9 million of these borrowings to Enterprise Products OLP in partial

consideration for the assets contributed to upon the closing of this offering.

===================

Employers Holdings

EIG, B-, 8

workman's compensation insurance

Post-IPO shrs: 53mm

Reno, NV

2003

2004

2005

Sept 05*

Sept 06**

IPO Mkt

Rev ($mm)

$331

$457

$497

$371

$359

Cap (mm)

Profit (loss) ($mm)

$96.0

$96.0

$138.0

$63.0

$116.0

$791

Profit (loss) %

29%

21%

28%

17%

32%

@$15

Combined exp & loss ratio

78%

85%

75%

88%

64%

*nine months ended Sept 30

VALUATION RATIOS

IPO Mrkt

Price /

Price /

Price /

Price /

% offered

Cap (mm)

Sales

Earnings

BookValue

TangibleBV

in IPO

Employers Hldgs (EIG)

$791

1.7

5

2.9

2.9

44%

SCORECARD

Mgt

Market

Market Do-

Proprie-

Total

1-5, 5 is high

Growth

mination

tary

rating

20 is perfect

3

2

2

1

8

Conversion from a mutual company to a stock company

Note:

. P/E ratio based on annualizing Sept quarter results, however…

. Expense-loss ratio for the Sept quarter very low by historical standards

. Prices expected to drop, see 'net premiums earned' below

prices expected to drop

Dividend policy

. $0.06 per share of common stock per quarter beginning in the second quarter of 2007.

. 1.6% annualized rate of $.24 per year

Business

. Specialty provider of workers' compensation insurance focused on select small businesses

engaged in low to medium hazard industries.

. Historically targeted employers located in several western states, primarily California and

Nevada. We believe that the market we serve has, to date, been characterized by fewer

competitors, more attractive pricing and strong persistency, or repeat business, when compared to

the U.S. workers' compensation insurance industry in general.

. During 2005, based on net premiums written, was the largest, seventh largest and seventeenth

largest non-governmental writer of workers' compensation insurance in Nevada, California and

the United States, respectively, as reported by A.M. Best Company, or A.M. Best.

. Total assets of $3.2 billion at September 30, 2006.

Net Premiums Earned

. Nnet premiums earned have historically been generated primarily in California and Nevada.

. In California, EIG reduced rates by 60% since September 2003 through January 1, 2007,

principally because of competitive conditions caused by regulatory changes designed to reduce

loss costs in that market.

. Expects that will need to further reduce rates in California in the foreseeable future.

. Rates in Nevada have been stable and revenue growth is expected to be sourced from business in

growing sectors in the Nevada economy, such as construction.

. The bundling of products with those of principal strategic distribution partners, ADP and

Wellpoint, has contributed to the growth of revenues because of its attractiveness to customers.

The product bundling provides customers with both convenience and some level of premium

savings to the employer for both independent lines of coverage, which EIG believes increases the

persistency of the business.

Geographic areas

. In 2005, generated 77.7% and 18.3% of direct premiums written in California and Nevada,

respectively.

. Also writes business in seven other states (Arizona, Colorado, Idaho, Illinois, Montana, Texas

and Utah) and is licensed to write business in six additional states (Florida, Maryland, New

Mexico, New York, Oregon and Pennsylvania).

Marketing & sales

. Markets and sells insurance products through independent local and regional agents and brokers,

and through our strategic distribution partners,

. Including principal partners, ADP, Inc., or ADP, and Blue Cross of California, an operating

subsidiary of Wellpoint, Inc., or Wellpoint.

. In 2005, policies underwritten directly or through independent agents accounted for 70.6%, of

gross premiums written,

. While those underwritten through strategic relationships generated $126.9 million, or 27.7%

Competition

. Includes other specialty workers' compensation carriers, state agencies, multi-line insurance

companies, professional employer organizations, third-party administrators, self-insurance funds

and state insurance pools.

. In Nevada, the three largest competitors are American International Group, Inc., Builders

Insurance Company Inc. and Liberty Mutual Insurance Company.

. In California, the three largest competitors are the California State Compensation Insurance

Fund, American International Group, Inc. and Zenith National Insurance Company.

Use of $322mm in IPO proceeds

o $10.5 million is estimated to be required for the cost of the non-recurring fees and

o $6.1 million is estimated to be required for the cost of the non-recurring fees and expenses

directly related to this offering;

o $10.5 million is estimated to be necessary to provide consideration to members eligible solely for

cash; and

o $294.6 million is estimated to be used to make elective cash payments to those eligible members

that elect to receive this form of consideration in the conversion.

===================

HFF (HF)

HF, C+, 7

financial services for real estate

Post-IPO shrs: 37mm

Pittsburgh, PA

2006

Sept 06*

IPO Mkt

Rev ($mm)

proforma, see

$206

$156

Cap (mm)

Cost of Revt %

'reorginzation transaction'

58%

57%

$589

Profit (loss) ($mm)

below

$11.0

$8.2

@$16

Profit (loss) %

5%

5%

*nine months ended Sept 30

VALUATION RATIOS

IPO Mrkt

Price /

Price /

Price /

Price /

% offered

Cap (mm)

Sales

Earnings

BookValue

TangibleBV

in IPO

HFF

$589

2.8

54

70.1

266.7

39%

SCORECARD

Mgt

Market

Market Do-

Proprie-

Total

1-5, 5 is high

Growth

mination

tary

rating

20 is perfect

2

2

2

1

7

Business

. A leading provider of commercial real estate and capital markets services to the U.S. commercial

real estate industry based on transaction volume

. And is one of the largest private full-service commercial real estate financial intermediaries in the

country

. Operates out of 18 offices nationwide with more than 130 transaction professionals and

270 support associates. In 2005

. Advised on $32 billion of completed commercial real estate transactions, more than a 40%

increase compared to the approximately $22 billion of completed transactions advised on in 2004.

Integrated national capital markets platform

allows HF to effectively act as a "one-stop shop" for clients, providing a broad array of capital

markets services including:

o Debt placement;

o Investment sales;

o Structured finance;

o Private equity, investment banking and advisory services;

o Note sale and note sales advisory services; and

o Commercial loan servicing.

Revenues

. Over 95% of revenues are capital market service revenues.

. These capital market service revenues are in the form of fees collected from clients, usually

negotiated on a transaction-by-transaction basis, which includes origination fees, investment sales

fees earned for brokering sales of commercial real estate, loan servicing fees and note sale and

note sales advisory and other production fees

Competition

. The top competitors HF faces on national, regional and local levels include, but are not limited

to, CB Richard Ellis Group, CBRE Capital Markets (formerly L.J. Melody & Company),

Cushman & Wakefield, Eastdil Secured, Trammell Crow, Jones Lang LaSalle, Northmarq Capital

(Marquette) and CapMark (formerly GMAC).

. There are numerous other local and regional competitors in each of the local markets where we

are located as well as the markets we do business in.

Reorganization Transactions

. HFF, Inc. was formed in November 2006 for purposes of this offering. HFF, Inc. has not

engaged in any business or other activities except in connection with its formation and the

Reorganization Transactions.

. If HF had effected the Reorganization Transactions on January 1, 2006, this assumed tax rate for

2006 would have been approximately 46%.

. Upon the consummation of this offering, HFF, Inc. will contribute the net proceeds raised in this

offering to HoldCo LLC, its wholly-owned subsidiary. In consideration for the net proceeds from

this offering and one share of Class B common stock, HFF Holdings will sell all of the shares of

Holliday GP, which is the sole general partner of each of the Operating Partnerships, and

approximately 39% of the partnership units in each of the Operating Partnerships (including

partnership units in the Operating Partnerships held by Holliday GP), or approximately 45% of the

partnership units in each of the Operating Partnerships (including partnership units in the

Operating Partnerships held by Holliday GP) if the underwriters exercise in full their option to

purchase additional shares, to HoldCo LLC.

. HFF Holdings will use approximately $56.3 million of the sale proceeds to repay all outstanding

borrowings under HFF LP's credit agreement. Accordingly, we will not retain any of the proceeds

from this offering.

. In addition to cash, HFF Holdings will also receive an exchange right that will permit HFF

Holdings to exchange interests in the Operating Partnerships for shares of Class A common stock

(the "Exchange Right") and rights under a tax receivable agreement between HFF, Inc. and HFF

Holdings (the "TRA").

Use of $209mm in IPO proceeds

. To purchase from HFF Holdings all of the shares of Holliday GP and partnership units

representing 39% of each of the Operating Partnerships, or partnership units representing 45% of

each of the Operating Partnerships if the underwriters exercise in full their option to purchase

additional shares.

. HFF Holdings will use $56.3 million of the sale proceeds to repay all outstanding borrowings

under HFF LP's credit agreement.

. Accordingly, HF will not retain any of the proceeds from this offering.

===================

Molecular Insight Pharm

MIPI, C, 6

molecular imaging & radiotherapeutics

Post-IPO shrs: 25mm

Cambridge, MA

2004

2005

2006

Sept 05*

Sept 06*

IPO Mkt

Grant, R&D Rev ($mm)

$1

$1

$1

$1

$0

Cap (mm)

Profit (loss) ($mm)

($4.0)

($9.6)

($22.0)

($14.0)

($22.0)

$371

*nine months ended Sept 30

@$15

VALUATION RATIOS

IPO Mrkt

Price /

Price /

Price /

Price /

% offered

Cap (mm)

Sales

Earnings

BookValue

TangibleBV

in IPO

Molecular Insight (MIPI)

$371

n/a

-13

5.0

5.0

20%

SCORECARD

Mgt

Market

Market Do-

Proprie-

Total

1-5, 5 is high

Growth

mination

tary

rating

20 is perfect

2

2

0

2

6

Business

. Development stage biopharmaceutical company that commenced operations in 1997.

. Specializes in the emerging field of molecular medicine, applying advancements in the

identification and targeting of disease at the molecular level to advance patient healthcare by

addressing significant unmet needs.

. Focuss on discovering, developing and commercializing innovative and targeted

radiotherapeutics and molecular imaging pharmaceuticals with initial applications in the areas of

oncology and cardiology. We have devoted substantially all of our efforts towards the research

and development of our product candidates

Expectations

. Expects to incur significant operating losses for the next several years.

. Research and development expenses relating to clinical and pre-clinical product candidates will

continue to increase.

. In particular, expects to incur increased development costs in connection with ngoing and

expected clinical trials for Azedra, Onalta and Zemiva.

Intellectual property

. As of September 30, 2006, MIPI had seven issued U.S. patents and 10 issued foreign patents

which are counterparts to the U.S. filings.

. Also had eight pending U.S. patent applications, and 33 pending foreign patent applications that

have been nationalized in various countries.

. Additionally, MIPI has obtained licenses from third parties for the patent rights to U.S. and

foreign patents and patent applications to make, use, sell and import certain proprietary

technologies and compounds. Patent rights for in-licensed technologies are not included in the

above totals

Competition

. If Azedra or Onalta are approved, their competition will be the current standard of care and

companies that are engaged in the development and commercialization of targeted

radiotherapeutics for treatment of cancer.

. If Zemiva is approved, its competition in the emergency department setting will be the current

standard of care in the assessment of chest pain patients who present to emergency departments.

This standard involves several diagnostic products and procedures, in some cases involving the

use of perfusion imaging agents, which in the aggregate may require several hours or days of

hospitalization to reach an ultimate diagnosis.

. Perfusion imaging agents such as Cardiolite (from Bristol-Myers Squibb Imaging), Myoview

(from Amersham, a subsidiary of General Electric Company) and thallium, are considered unable

to reliably detect cardiac ischemia more than two hours after the cessation of chest pains, thereby

making them of limited value in the emergency department setting. Sales of perfusion agents in

the acute setting account for, to MIPI's knowledge, less than 5% of the overall sales for these

agents.

. Perfusion agents would be, however, Zemiva's main competition in the non-acute market if

regulatory approval is obtained.

. MIPI estimates that worldwide sales of Cardiolite, Myoview and thallium were approximately

$1.0 billion in 2004. Currently, these perfusion agents are used almost exclusively in nonacute

settings in connection with stress testing where the patient's stress is induced (either by exercise or

a pharmacological stress agent) as they are generally required to be used within two hours after the

cessation of chest pain.

Use of $67mm in IPO proceeds

o expand the clinical development of lead targeted radiotherapeutic candidates for cancer

(approximately $21.0 million);

o continue the development and prepare for the commercialization of Zemiva, lead molecular

imaging pharmaceutical candidate (approximately $23.0 million);

o fund investment in manufacturing capacity for Zemiva and Azedra in collaboration with

anticipated commercial manufacturing partner(s) (approximately $4.0 million);

o in-license technology or invest in businesses, products or technologies that are complementary

(approximately $5.0 million);

o advance pre-clinical development of new product candidates (approximately $5.0

o expand research and development programs (approximately $5.0 million); and

o fund other working capital and general corporate activities (approximately $4.0 million)

===================

XTENT

XTNT, C, 6

medical devices for artery disease

Post-IPO shrs: 23mm

Menlo Park, CA

2004

2005

2006

Sept 05*

Sept 06**

IPO Mkt

Profit (loss) ($mm)

($4.0)

($9.0)

($14.0)

($10.0)

($18.0)

Cap (mm)

$388

@$17

VALUATION RATIOS

IPO Mrkt

Price /

Price /

Price /

Price /

% offered

Cap (mm)

Sales

Earnings

BookValue

TangibleBV

in IPO

XTENT (XTNT)

$388

n/a

-16

3.8

3.8

21%

SCORECARD

Mgt

Market

Market Do-

Proprie-

Total

1-5, 5 is high

Growth

mination

tary

rating

20 is perfect

2

2

0

2

6

Business

Development stage medical device company focused on developing and commercializing an

innovative customizable drug eluting stent systems for the treatment of coronary artery disease, or

CAD.

Clinical trials

. Conducting clinical trials to evaluate our Custom NX 36 and Custom NX 60 stent and stent

delivery systems.

. In May 2006, the eight month clinical data from CUSTOM I clinical trial was presented at the

2006 Paris Course on Revascularization conference and in October 2006, six month clinical data

from our CUSTOM II clinical trial for 40 patients was presented at the 2006 Transcatheter

Cardiovascular Therapeutics conference.

. XTNT believes the data from these clinical trials provided preliminary evidence of safety and

efficacy and supports further development of the in-situ customization approach.

. XTNT completed enrollment of CUSTOM II and initiated CUSTOM III clinical trials, which are

designed to further evaluate the safety and efficacy of in-situ customization with XTNT's stents,

particularly in long lesions and multiple lesions.

. Assuming the results from these trials are favorable, XTNT believes that data from CUSTOM I,

II and III clinical trials will be sufficient to support submission to the designated Notified Body in

the European Union for CE Mark.

. XTNT expects to submit an application for CE Mark in late 2007.

. XTNT will need premarket approval, or PMA, from the U.S. Food and Drug Administration, or

FDA, before it can market products in the United States, which XTNT expects will require data

from large clinical trials of up to 2,500 patients. To initiate these clinical trials, XTNT must first

obtain clearance of an investigational device exemption, or IDE, from the FDA.

. XTNT anticipates applying for hte IDE in the first half of 2007 based on the results from

CUSTOM I, II and III clinical trials.

Competition

Coronary and peripheral stent competitors include

. Abbott Laboratories, Boston Scientific, Cook, Johnson & Johnson and Medtronic.

. Smaller or early-stage companies may also prove to be significant competitors, particularly

through collaborative arrangements with large and established companies.

Corononary Restenosis

. Boston Scientific has developed a paclitaxel eluting stent, the Taxus Express2 stent, which is

marketed in the United States, Europe and other international markets. The Taxus Liberte, its next

generation Taxus stent, is marketed in Europe and other international markets.

. Johnson & Johnson has developed a stent coated with rapamycin, the Cypher stent, which is

marketed in the United States, Europe and other international markets. The Taxus Express2 stent

and the Cypher stent are currently the only FDA approved drug eluting stents in the United States.

. Conor Medsystems, which recently announced its plans to be acquired by Johnson & Johnson,

has developed a paclitaxel eluting stent, CoStar, which Conor has stated does not leave any

permanent residual polymers at the target site. Conor markets the CoStar in Europe and other

international markets.

. Biosensors has developed a paclitaxel eluting stent, Axxion, which is marketed in Europe and

other international markets and is also developing another drug eluting stent that uses the drug

coating XTNT plans to use on its products.

. Sorin Group has developed a tacrolimus eluting stent, Janus, which is marketed in Europe.

Medtronic has developed a zotarolimus eluting stent, Endeavor, which is marketed in Europe and

other international markets.

. Abbott Laboratories has CE Mark for Xience, an everolimus eluting stent, which XTNT believes

will be commercialized in the near-term.

. Additionally, many of the companies referenced above, and other potential competitors including

Microport, are in the process of developing new drug eluting stents.

. Competitors with stents used in PAD applications include Abbott Laboratories, C.R. Bard,

Boston Scientific, Cook Group, Edwards Lifesciences, ev3, Johnson & Johnson, Medtronic and

W.L. Gore & Associates.

Use of $72mm in IPO proceeds

o $30.0 million for clinical trials;

o $20.0 million for research and development activities; and

o $20.0 million for building our commercial infrastructure, including sales and marketing and

manufacturing capacity expansion.

===================

============================================

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In your browser use 'Edit/Find' to search for companies

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scheduled below

============================================

January 22 week

Analysis, grading, scoring

AeroVironment (AVAV)

$263

1.7

21

1.2

2.0

42%

small unmanned aircraft systems: B, 9

Post-IPO shrs: 19mm

Converted Orgnc COIN-u

$20

n/a

n/a

2.8

2.5

56%

development stage company: C, 4

Post-IPO shrs: 80mm

Meruelo Maddux (MMPI)

$1,045

44.0

-119

1.6

2.1

50%

real estate developer: C, 5

Post-IPO shrs: 80mm

Oculus Innovative ICKS

$150

48.8

-13

4.1

4.1

27%

wound healing products: C, 6

Post-IPO shrs: 11.5mm

============================================

SEARCH BY COMPANY

In your browser use 'Edit/Find' to search for companies

or ticker for analysis

scheduled below

============================================

Analysis, grading, scoring

January 22 week

===================

January 22 week

AeroVironment

AVAV, B, 9

small unmanned aircraft systems

April 30 fiscal year

Post-IPO shrs: 19mm

Monrovia, CA

2004

2005

2006

Sept 05*

Sept 06**

IPO Mkt

Rev ($mm)

$48

$105

$139

$73

$77

Cap (mm)

Gross Profit %

31%

44%

41%

39%

39%

$273

Profit (loss) ($mm)

$2.2

$14.6

$11.2

$7.3

$6.3

@$15

Profit (loss) %

5%

14%

8%

10%

8%

*six months ended Sept 30, 2005

**six months ended Sept 30, 2006

VALUATION RATIOS

IPO Mrkt

Price /

Price /

Price /

Price /

% offered

Cap (mm)

Sales

Earnings

BookValue

TangibleBV

in IPO

AeroVironment (AVAV)

$273

1.8

22

2.7

2.6

37%

SCORECARD

Mgt

Market

Market Do-

Proprie-

Total

1-5, 5 is high

Growth

mination

tary

rating

20 is perfect

3

2

2

2

9

Backlog

As of October 28, 2006, AVAR had funded U.S. government contract backlog of $64.0 million

and estimated unfunded U.S. government contract backlog of $491.5 million.

Business

> Small Unmanned Aircraft Systems, 82% of September 30 six month revenue

. Designs and sells small UAS to be man-portable, launchable by one person and operated through

a hand-held control unit.

. AVAV's small UAS are electrically powered, configured to carry electro-optical or infrared

sensors, provide real-time situational awareness and intelligence, fly quietly at speeds reaching 50

miles per hour and travel up to 20 miles from their launch location on a modular, replaceable

battery pack. These characteristics make them well suited for reconnaissance, surveillance, target

acquisition and battle damage assessment operations.

. AVAV believes that its small UAS capabilities, combined with a high level of service, logistical

support and training, have enabled AVAV to win both competitively bid U.S. military small UAS

programs of record as of October 28, 2006.

. AVAR helped to pioneer and is now a leader in the markets for small UAS and fast charge

systems

> AVAV & the US government

. Sales to the U.S. government, either as a prime contractor or subcontractor, represented 82% of

revenue for the fiscal year ended April 30, 2006.

. The U.S. Department of Defense, or DoD, the principal U.S. government customer, accounted

for 77% of revenue for the fiscal year ended April 30, 2006.

> PosiCharge 12% of September 30 six month revenue

. Designed to improve productivity and safety for operators of electric industrial vehicles, such as

forklifts and airport ground support equipment, by improving battery and fleet management.

. In multi-shift fleet operations, traditional charging systems require users to exchange vehicle

batteries throughout the day because these batteries discharge their energy through vehicle usage

and there is insufficient vehicle downtime to recharge them during a shift.

. To date, PosiCharge fast charge systems have been purchased and installed by a diverse group of

customers that includes Ford Motor Company, SYSCO Corporation, Southwest Airlines and

IKEA. As of October 28, 2006, PosiCharge fast charge systems serviced over 5,000 electric

industrial vehicles.

. AVAV estimates that 1.0 million electric industrial vehicles currently operate in North America,

including over 100,000 new vehicles that AVAV estimates were shipped in 2005.

> Energy Technology Center, 6% of September 30 six month revenue

Provides contract development and engineering services, power processing systems and license

fees.

Revenue comparisons

Six Months Ended October 28, 2006 Compared to Six Months Ended October 29, 2005

Revenue for the six months ended October 28, 2006 was $76.7 million, as compared to $73.3

million for the six months ended October 29, 2005, representing an increase of $3.4 million, or 5%

> UAS

. Revenue increased $5.0 million to $62.9 million for the six months ended October 28, 2006,

largely due to the continued growth of the logistics operation.

. Revenue from the logistics operation increased $7.1 million, while UAS product sales decreased

$4.0 million. The decrease in UAS product sales was largely due to product shipments being

deferred into the latter part of this fiscal year pending customer testing and evaluation, which has

been completed.

> PosiCharge

Fast charge systems revenue decreased by $2.2 million to $9.5 million for the six months ended

October 28, 2006, primarily due to lower installations of PosiCharge with automotive customers.

> Energy Technology Center

Revenue increased by $0.7 million to $4.4 million in the six months ended October 28, 2006,

primarily due to higher sales of power processing test equipment.

Looking ahead

AVAR believes that both the small unmanned aircraft systems, or UAS, and fast charge markets

are in the early stages of development and have significant growth potential.

. Additionally, AVAR believes that some of the innovative potential products in its research and

development pipeline will emerge as new growth platforms in the future, creating market

opportunities

Technology Research & Development

> R&D spending

. For the fiscal years ended April 30, 2004, 2005 and 2006, internal research and development

spending amounted to 4%, 9% and 12%, respectively, of revenue, and

. Customer-funded research and development spending amounted to an additional 36%, 10% and

8%, respectively, of revenue.

> Awards

Oak Ridge National Laboratory's Small Business Innovator award in 2002, a "Cool Companies"

award from Fortune Magazine in 2004, the World Technology Award for Energy in 2004,

DARPA's Sustained Excellence by a Performer award in 2005 and Automotive News's PACE

award in 2006.

> Innovations

. World's first effective human-powered and manned solar-powered airplanes;

. The first modern consumer electric car (the EV1 prototype for General Motors);

. The world's highest flying airplane in level flight, Helios, a solar-powered UAS that reached over 96,000 feet in 2001;

and, more recently,

. The world's first liquid hydrogen-powered UAS.

The Smithsonian Institution has selected six vehicles developed by AVAV and its Founder for its

permanent collection.

Intellectual property

. As of October 28, 2006, had 57 issued patents, 46 in-process patents and 40 patents pending

disclosure.

. In many cases, AVAV opts to protect intellectual property through trade secrets as opposed to

publication in order to preserve the confidentiality of such intellectual property.

Competition

Small Unmanned Aircraft Systems

. Current principal small UAS competitors include Advanced Ceramics Research, Inc., Applied

Research Associates, Inc., Elbit Systems Ltd., L-3 Communications Holdings Inc. and Lockheed

Martin Corporation.

. AVAV does not view large UAS (unmanned aircraft systems) such as Northrop Grumman

Corporation's Global Hawk, General Atomics, Inc.'s Predator, The Boeing Company's ScanEagle

and AAI Corporation's Shadow as direct competitors because they perform different missions and

are not hand launched and controlled, although AVAV cannot be certain that these platforms will

not become direct competitors in the future.

PosiCharge

. The primary direct competitors to PosiCharge are other fast charge suppliers, including Aker

Wade Power Technologies LLC, Minit-Charger, a subsidiary of Edison International, and PowerDesigners, LLC.

. Some of the major industrial battery suppliers have begun to align themselves with fast charge

suppliers, creating a potentially more significant source of competition.

. In addition, PosiCharge competes against the traditional method of battery changing.

. Competitors in this area include suppliers of battery changing equipment and infrastructure,

designers of battery changing rooms, battery manufacturers and dealers who may experience

reduced sales volume because PosiCharge eliminates the need for extra batteries.

Selling shareholders

Individuals -- venture capital and buy-out funds are not shareholders in AVAV

Use of $62.3mm in IPO proceeds from sale of 4.5mm shares

(shareholders intend to sell 2.2mm shares)

Fund working capital and other general corporate purposes, including to finance research and

development of products, sales and marketing activities, opportunistic acquisitions and other

capital expenditures

===================

Converted Organics

COIN-u, C, 4

development stage company

Post-IPO shrs: 80mm

Boston, MA

development stage

IPO Mkt

Rev ($mm)

startup

Cap

Profit (loss) ($mm)

$20

Profit (loss) %

@$5.5

VALUATION RATIOS

IPO Mrkt

Price /

Price /

Price /

Price /

% offered

Cap (mm)

Sales

Earnings

BookValue

TangibleBV

in IPO

Converted Orgnc COINu

$20

n/a

n/a

2.8

2.5

56%

SCORECARD

Mgt

Market

Market Do-

Proprie-

Total

1-5, 5 is high

Growth

mination

tary

rating

20 is perfect

1

1

1

1

4

Units

Each unit consists of one share of common stock, one redeemable Class A warrant, and one non-

redeemable Class B warrant

Business

. A development stage company seeking to use organic food waste as raw material to manufacture

all-natural soil amendment products combining both nutritional and disease suppression

characteristics.

. Plans to sell and distribute products in the agribusiness, turf management, and retail markets.

. Proposed process, which has been demonstrated in a pilot manufacturing facility, uses heat and

bacteria to transform food waste into a natural fertilizer.

New Jersey Economic Dev Authority

. A substantial portion of the net proceeds of this offering, together with the net proceeds of an

$17.5 million bond issue of the New Jersey Economic Development Authority that is to close

simultaneously with the closing of this offering,

. Will be used to develop and construct an organic waste conversion facility in Woodbridge, New

Jersey.

. COIN expects this facility to be operational approximately 12 to 15 months from the date of the

closing of this offering and the bond issue.

Bridge Securities

In June 2006, COIN completed a $1.515 million bridge loan from lenders to help working capital

needs.

Use of IPO proceeds

Purchase capital equipment and pay engineering and design fees for the construction of the first

processing line; to repay bridge and shareholder loans; to pay expenses and deferred

compensation; to pay fees to the technology licensor; and for working capital purposes.

===================

Meruelo Maddux Prop

MMPI, C, 5

real estate developer

Post-IPO shrs: 80mm

Los Angeles, CA

proforma

2005

Sept 9 mos

IPO Mkt

Rev ($mm)

$19

$18

300

Profit (loss) ($mm)

($3)

($7)

$1,045

Profit (loss) %

-13%

-37%

@$13

VALUATION RATIOS

IPO Mrkt

Price /

Price /

Price /

Price /

% offered

Cap (mm)

Sales

Earnings

BookValue

TangibleBV

in IPO

Meruelo Maddux (MMPI)

$1,045

44.0

-119

1.6

2.1

50%

SCORECARD

Mgt

Market

Market Do-

Proprie-

Total

1-5, 5 is high

Growth

mination

tary

rating

20 is perfect

2

1

1

1

5

Business

. Los Angeles real estate developer

. Most projects are located in or around the downtown area of Los Angeles, and all projects are in

Southern California.

. Downtown Los Angeles is commonly defined as an area of approximately 350 city blocks, or

approximately 2,500 acres, ringed by the U.S. Highway 101/ Santa Ana Freeway on the north, the

Los Angeles River on the east, U.S. Interstate 10/Santa Monica Freeway to the south and the State

Highway 110/Pasadena Freeway to the west. Downtown Los Angeles has attracted more than

$11.8 billion in new construction investment from 2000 through the second quarter of 2006,

according to the Los Angeles Downtown Center Business Improvement District.

. With approximately 80 acres of land in downtown Los Angeles owned or controlled through

executory purchase and sale agreements or options to purchase, MMPI believes it is the largest

non-government landowner in downtown Los Angeles.

. By comparison, a 27-block area in the financial district of downtown Los Angeles, often referred

to as Bunker Hill, that contains the bulk of downtown's class A high-rise office buildings and

major hotels and retail properties is situated on approximately 143 acres.

Use of $481mm in IPO proceeds

MMPI expects the operating partnership will use the net proceeds as follows:

o $190.2 million to pay off approximately $187.6 million in principal amount of 47 separate

mortgage debt instruments secured by certain of the projects MMPI will acquire in the formation

transactions and approximately $2.6 million in related accrued interest and penalties

o $176.8 million to pay off $150.0 million in principal amount of debt of MMPI's predecessor

business under the revolving credit facility with CalPERS and approximately $26.8 million in

related current and accrued deferred interest

o $4.6 million to pay off principal and accrued interest on a note due February 15, 2007 and bears

interest at Prime + 1.25% (9.5% at September 30, 2006) annually held by Mr. Meruelo who

advanced funds to MMPI's predecessor business for development activities;

o $2.8 million to fund the cash portion of the contribution value of the entities owning MMPI's

projects, which cash is approximately equal to the taxes the contributors and their owners will owe

as a result of the formation transactions and the cash payment itself and which cash will reduce

the number of shares of common stock the contributors will otherwise receive in the formation

transactions;

o $64.5 million to fund the cash portion of the purchase price for interests in 12 of the projects

subject to pending purchase and sale contracts MMPI will indirectly assume

==================

Oculus Innovative Sci

OCLS, C, 6

wound healing products

Post-IPO shrs: 11.5mm

Petaluma, CA

2003

2004

2005

Sept 05*

Sept 06**

IPO Mkt

Rev ($mm)

$0.9

$1.4

$2.6

$1.1

$2.3

Cap (mm)

Gross Profit %

-200%

-186%

-88%

-73%

38%

$150

Profit (loss) ($mm)

($7.3)

($16.5)

($23.0)

($9.7)

($8.7)

@$13

Profit (loss) %

-811%

-1179%

-885%

-882%

-378%

*nine months ended Sept 30, 2005

**nine months ended Sept 30, 2006

VALUATION RATIOS

IPO Mrkt

Price /

Price /

Price /

Price /

% offered

Cap (mm)

Sales

Earnings

BookValue

TangibleBV

in IPO

Oculus Innovative OCLS

$150

48.8

-13

4.1

4.1

27%

SCORECARD

Mgt

Market

Market Do-

Proprie-

Total

1-5, 5 is high

Growth

mination

tary

rating

20 is perfect

2

2

1

1

6

Business

. Family of products intended to help prevent and treat infections in chronic and acute wounds.

Infection is a serious potential complication in both chronic and acute wounds, and controlling

infection is a critical step in wound healing.

. Platform technology, called Microcyn, is a non-toxic, electrically charged, or super-oxidized,

water-based solution that is designed to treat a wide range of organisms that cause disease, or

pathogens, including viruses, fungi, spores and antibiotic resistant strains of bacteria, such as

Methicillin-resistant Staphylococcus aureus, or MRSA, and Vancomycin-resistant Enterococcus,

or VRE, in wounds.

Microcyn

. Does not have the necessary regulatory approvals to market Microcyn in the United States as a

drug. However, in clinical testing and studies, our products were effective against a wide range of

pathogens and were found to be non-toxic, easy to use and complementary to most existing

treatment methods in wound care.

. ICKS's experience and clinical data indicate that the use of Microcyn may shorten hospital stays,

lower aggregate patient care costs and, in certain cases, reduce the need for system-wide or,

systemic antibiotics. Microcyn also has potential applications in several other large markets,

including respiratory, dermatology, dental and veterinary markets.

Microcyn advantages

. ICKS believes Microcyn provides significant advantages over current methods of care in the

treatment of a wide range of chronic and acute wounds throughout all stages of treatment.

. ICKS believes that Microcyn is the first topical product that is effective against a broad range of

bacteria and other infectious microbes, including antibiotic resistant strains, such as MRSA and

VRE, without causing toxic side effects on, or irritation of, healthy tissue.

. Unlike most antibiotics, ICKS believes Microcyn does not target specific strains of bacteria, a

practice which has been shown to promote the development of resistant bacteria. In addition,

products are shelf stable, require no special preparation, and are easy to use.

Competition

. Topical anti-infectives, such as Betadine, silver sulfadiazine, hydrogen peroxide, Dakin's

solution and hypochlorous acid, and topical antibiotics, such as Neosporine and Bacitracin.

Currently, no single anti-infective product dominates the chronic or acute wound markets because

many of the products have serious limitations or tend to inhibit the wound healing process.

. ICKS products can also replace the use of sterile saline for debriding and moistening a dressing

as well as for use as a complementary product with many advanced wound care technologies, such

as the VAC from Kinetic Concepts Inc., skin substitute products from Smith & Nephew, Integra

Life Sciences, Life Cell, Organogenesis and Ortec International, and ultrasound from Celleration. .

ICKS believes that Microcyn can enhance the effectiveness of many of these advanced wound

care technologies. Because Microcyn is competitive with some of the large wound care

companies' products and complementary to others, ICKS may compete with such companies in

some product lines and complement other product lines.

Use of $34mm in IPO proceeds

o $12.6 million to expand sales and marketing capabilities, including the expansion of the direct

sales force in Europe and the United States;

o $13.0 million to fund clinical trials and related research;

o repayment of $4mm bridge loan

o the remaining proceeds for general corporate purposes, including working capital

===================

===================

January 15 week

MV Oil Trust

MVO, C, 5

oil/natural gas

historical results

Post-IPO shrs: 37mm

Wichita, KS

2003

2004

2005

Sept 9 mos

IPO Mkt

Rev ($mm)

$28

$31

$36

$35

300

Excess of revenues over direct operating expenses

$230

VALUATION RATIOS

IPO Mrkt

Price /

Price /

Price /

Price /

% offered

Cap (mm)

Sales

Earnings

BookValue

TangibleBV

in IPO

MV Oil Trust (MVO)

$230

n/a

n/a

-2.0

n/a

65%

SCORECARD

Mgt

Market

Market Do-

Proprie-

Total

1-5, 5 is high

Growth

mination

tary

rating

20 is perfect

2

1

1

1

5

Quarterly cash distributions

. Actual cash distributions to the trust unitholders will depend upon the quantity of oil, natural gas

and natural gas liquids produced from the underlying properties, the prices received for oil, natural

gas and natural gas liquid production and other factors.

. Because payments to the trust will be generated by depleting assets and the trust has a finite life

with the production from the underlying properties diminishing over time, a portion of each

distribution will represent a return of the original investment.

. Oil, natural gas and natural gas liquid production from proved reserves attributable to the

underlying properties is expected to decline over the term of the trust.

Formation & Business

. MV Oil Trust was formed in August 2006, by MV Partners, LLC

. Immediately prior to the closing of this offering, MV Partners will convey a term net profits

interest to the trust that represents the right to receive 80% of the net proceeds (calculated as

described below) from all of MV Partners' interests in oil and natural gas properties as of the date

of the conveyance of the net profits interest to the trust

Reserves

. As of June 30, 2006, the underlying properties produced predominantly oil from approximately

985 wells, and the projected reserve life of the underlying properties was in excess of 50 years

. Based on the reserve report, the net profits interest would entitle the trust to receive net proceeds

from the sale of production of 11.5 MMBoe of proved reserves during the term of the trust,

calculated as 80% of the proved reserves attributable to the underlying properties expected to be

produced during the term of the trust.

. Of these reserves, approximately 85% were classified as proved developed producing reserves as

of June 30, 2006. Production from the underlying properties for the year ended December 31,

2005, was approximately 98% oil and approximately 2% natural gas and natural gas liquids

Swap contracts

. For the years 2006, 2007 and 2008, MV Partners has entered into swap contracts and costless

dollars at prices ranging from $56 to $68 per barrel of oil that hedge approximately 82% to 86% of

expected production from the proved developed producing reserves attributable to the underlying

properties in the reserve report.

. For the years 2009 and 2010, MV Partners has entered into swap contracts at prices ranging from

$63 to $71 per barrel of oil that hedge approximately 80% of expected production from the proved

developed producing reserves attributable to underlying properties in the reserve report.

. These hedge contracts should reduce the commodity price-related risks inherent in holding

interests in oil, a commodity that has historically been characterized by significant price volatility,

during the term of the hedge contracts.

Use of proceeds

. MV Partners will use the net proceeds from this offering to repay existing indebtedness, and

. To repurchase a portion of the outstanding equity interests of VAP-I,

. To make a cash distribution to the members of MV Partners

. Or any combination of the foregoing

Analysis, grading, scoring

January 8 week

Legacy Reserves LP

LCGY, C, 5

oil/gas limited partnership

Post-IPO units: 24.5mm

Midland, TX

proforma

2005

Sept 9 mos

IPO Mkt

Rev ($mm)

$52

$57

300

Pre-tax profit ($mm) continuing operations

$6

$7

$478

Profit (loss) %

11%

12%

@$19.5

VALUATION RATIOS

IPO Mrkt

Price /

Price /

Price /

Price /

% offered

Cap (mm)

Sales

Earnings

BookValue

TangibleBV

in IPO

Legacy Reserves (LCGY)

$478

6.3

52

3.2

n/a

24%

SCORECARD

Mgt

Market

Market Do-

Proprie-

Total

1-5, 5 is high

Growth

mination

tary

rating

20 is perfect

1

2

1

1

5

Not a firm offering -- partnership units

. The units to which this prospectus relates may be offered and sold from time to time directly

from the selling unitholders or alternatively through underwriters or broker-dealers or agents.

. This prospectus relates to up to 4,209,954 units, which may be offered for sale by the selling

unitholders named in this prospectus

. The selling unitholders acquired the units offered by this prospectus in a private equity offering

on March 15, 2006.

Confusing filing

. " Units outstanding prior to and after this offering: 18,451,934 units.

. "On November 13, 2006 we filed an additional registration statement to register the offer and

sale of up to 6,900,000 newly issued units in an underwritten initial public offering.

. "As a result, prior to and after this offering there may be 24,451,934 units outstanding

(25,351,934 if the underwriters' option to purchase additional units in connection with the initial

public offering is exercised in full)"

Cash distribution policy

. Quarterly cash distributions of $0.41 per unit or

. $1.64 per unit on an annualized basis,

. 8.4% annual rate at price range midpoint of $19.50

Formation

. Formed in October 2005.

. Upon completion of a private equity offering and as a result of related formation transactions on

March 15, 2006,

. LGCY acquired oil and natural gas properties and business operations from the Founding

Investors and three charitable foundations.

Business

. An independent oil and natural gas limited partnership, headquartered in Midland, Texas

. Focused on the acquisition and exploitation of oil and natural gas properties primarily located in

the Permian Basin of West Texas and southeast New Mexico.

Use of Proceeds

100% to selling shareholders

===================