Resolution Asset Management Company, L.P. ("RAM"), a part of Cantor Fitzgerald's family of companies ("Cantor"), has been formed to execute a strategy of teaming with healthy banks ("Bank Partner(s)") for the purpose of acquiring whole banks, with loss-sharing, directly from the FDIC. The long-standing preferred method of the FDIC to address a failing bank is to sell the entire institution; this is even more the case in the current environment of large numbers of failing banks*. The RAM model is designed to provide non-dilutive capital and real estate expertise allowing banks with little or no real estate experience and/or those lacking capital to execute an acquisition on its own, the ability to participate in FDIC assisted transactions.

Utilizing RAM's deep real estate and trading experience and that of its parent, Cantor Fitzgerald in resolving sub-performing and non-performing loans through the repositioning, restructuring and active management of real estate assets will enable the Bank Partner's senior management to continue its focus on the operations of the bank while RAM focuses solely on the assets.

In 2009 there were 140 bank failures with estimates of an additional 475-900 bank failures; the FDIC's problem bank watchlist exceeds 700 banks**. This situation has created an environment that is, and will continue to be, ripe with opportunities for well positioned groups such as RAM and our Bank Partners to achieve their strategic plans.

BANK PARTNER ADVANTAGES

The benefits of the RAM opportunity include:

1. RAM structure is intended to provide majority of incremental capital required for participating banks to make an acquisition in the current environment
1. Capital otherwise unavailable for many smaller banks
2. Non-dilutive capital raising
2. RAM structure in many cases is usually accretive to the Bank Partner's earnings
3. RAM real estate capabilities are designed to provide Bank Partners with the ability to resolve loan and REO assets and in many cases, the acquisition can be accretive to Bank Partner net worth
4. Provides less expensive alternative to expand customer base and geographic footprint instead of continued organic growth
5. RAM's capital facilitates new acquisitions
6. Provides growth without having an impact on senior management time and resources
7. Cantor provides RAM with access to one of the strongest distribution networks in the financial services industry which is intended to deliver higher realization on asset sales

Overall this structure improves prospects for increasing a Bank Partners' profitability and share price valuation.

CANTOR FITZGERALD OVERVIEW

Cantor is a recognized leader in the specialized areas of equity and capital markets, offering a broad array of products and services to more than 5,000 institutional clients around the world with a presence in every major financial center. Cantor enjoys over a 60 year track-record of business and fiduciary experience that has evolved from early days of bond brokerage to being at the forefront of financial and technological innovation, consistently fueling the growth of original ideas, pioneering new markets and providing superior service to clients and partners. As one of the few remaining private partnerships in the finance sector, Cantor has the distinct ability to focus on long-term value creation and solid relationship building through various ventures. Cantor has one of the deepest distribution networks that can leverage off of over 3,800 employees worldwide for better market visibility and pricing power.

*Commercial Real Estate Alert(01/29/2010)
** as of 12/31/2009