Letter from the Conservator

Dear Investors,

Please let me take a moment to first thank you for your patience and understanding regarding the sale of the portfolio. I assure you, I take my job as Conservator of these policies very seriously. I apologize for the delay in notifying you of the approval of the sale however; it was my thinking that it was most important to notify you of things, which have happened, rather than things that might happen. In this regard, it was necessary to wait until the Court issued all of its rulings; the contracts were drafted and approved by the Court, and signed by all parties before this letter and notification were sent. With approximately 4,600 investors and a cost of several thousand dollars for each mailing, it is important that we make sure that all mailings are complete and accurate.

As updates become available, they will be posted on the Home portion of our website. So, please check back periodically for any new developments.

Background: Sale of Portfolio

On December 23, 2002, the Oklahoma County District Court approved the sale of the ABC portfolio to Infinity Capital Services, Inc. (“Infinity”). However, the bid approved by the Court was not the Infinity bid attached to the motion previously forwarded to you. Following the filing of the motion there were offers received from other bidders, and both Infinity and Life Alliance, LLC submitted modified offers as well, all to the benefit of the ABC investors. Following the Court’s approval of the Conservator’s Motion to Sell Conservatorship Assets, the Conservator began negotiating and drafting the actual purchase contracts. Once the purchase contracts were drafted and approved by Infinity, they were submitted to the Court for approval. On March 12, 2003, the Court approved the purchase contracts and directed the Conservator to execute the contracts.

A synopsis of the purchase contract approved by the Court is as follows:

Total purchase price: $59,000,000 (based on total policies in portfolio being $140,000,000 or within 5% of such)
Infinity will be responsible for payment of all future premium and administrative expenses.
Infinity has escrowed with the Conservator one year’s premiums and administrative fees, to protect you in the event that Infinity ceases to continue to fund the policies in the future.
The purchase price will be paid to the Investor’s Fund as follows:
- 75% of all maturities proceeds on policies that have a face amount of $1,000,000 or greater will be paid to the Investor’s Fund.
- In the first year, Infinity may purchase up to $35,000,000 in face value of policies that have life expectancies of five years or less, for 35% of the face value. (If the full $35,000.000 is purchase, $12,000,000 will be paid into the Investor’s Fund).
- 60% of maturities on all remaining policies will be paid to the Investor’s Fund until the total $59,000,000 has been paid.
- Following payment of the full purchase price, any remaining policies will be transferred to Infinity with no further amounts disbursed to the Investor’s Fund.

Additional Details

The Conservator will continue to hold ownership to all policies through maturity or transfer as outlined above. You will receive a pro-rata share of the total proceeds based on your initial investment. As maturities occur funds to be distributed to investor’s will be put and held in an Investor’s Fund until the next scheduled disbursement. Proceeds will be distributed from the Investor’s Fund to the investors approximately every six months. Yes, this sale does represent a loss of part of your original investment, but please keep in mind that we had an independent actuarial firm review this portfolio and they stated that their “experience analysis indicates that 12% of the policies in the portfolio will continue inforce to the end of 20 years.”

We fully understand that you may have additional questions regarding the receipt of your first check, however, we do not yet have an exact date for the initial mailing. We expect it to be September at the earliest. Please try to keep in mind that we are serving approximately 4,600 investors and it is impossible to take phone calls from each and everyone of you. You can hear general information from our message line 24 hours a day at 405-418-0092. Please visit these sources before calling the Maitland office or the Oklahoma City office:

With Best Regards,

Tom Moran

Conservator for Certain Assets of Accelerated Benefits Corporation