Our strategy to purchase, renovate and lease rental properties is based upon a number of factors we analyze when evaluating new properties to acquire:

• Population and demographic trends in the neighborhood and individual community.
• Price per unit vs. rental rate and net operating income.
• Employment opportunities and accessibility to transit.
• Proximity to shopping centres, schools, health care facilities, major highways and The Strip.

Phoenix Capital Fund - US is structured as a Mutual Fund Trust, meaning investors money is pooled to mitigate risks and increase returns. Properties are not being vended into Phoenix Capital Fund - US at inflated values; they are purchased directly by Phoenix LLP Nevada.

Exit Strategy

The fund's investment term is anticipated to be five years.

The primary exit strategy to maximize the return is to sell individual units on the open market using a number of different sales channels.

An alternative exit strategy is to sell the complete portfolio or portions of the portfolio to an investment group like an institutional investor.

To support these exit strategies, management would consider the placement of non-recourse financing on the portfolio to a maximum loan to value ratio of 60%. This option would be available to managment once we have acheived a stabilized income stream and would return a significant portion of the initial capital investment.

The Structure

Phoenix Capital Fund - US ("PCF - US") has engaged legal, tax and accounting specialists in Canada and the US to structure the offering of the Mutual Fund Trust units in a tax-efficient manner.

Phoenix Capital US LP (Canada) #1 ("Phoenix LP Canada") and Phoenix Capital Partners Ltd. ("PCPL") have been formed pursuant to the securities laws of the Province of Alberta and are registered in British Columbia and Ontario.

Phoenix LV Partners No. 2 LLP ("Phoenix LLP Nevada") and Phoenix LV Realty Partners LLC ("PLV") have been formed pursuant to the laws of the State of Nevada. PLV is the Managing Partner of Phoenix LLP Nevada.

Once an opportunity is identified, Phoenix LLP Nevada will acquire and hold the properties.

The Mutual Fund Trust will be a qualified investment under he Income Tax Act (Canada) and be eligible for registered funds.