Forward-Looking Statements Statements in this presentation regarding First Marblehead’s future expectations, performance and financial projections, including with regard to projected future cash flows and the future performance of securitization trusts, as well as any other statements that are not purely historical, constitute forward looking statements for purposes of the safe harbor provisions of The Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on our plans, estimates and expectations as of May 8, 2008. The inclusion of this forward-looking information should not be regarded as a representation by us or any other person that the future results, plans, projections, estimates or expectations contemplated will actually be achieved. You are cautioned that matters subject to forward-looking statements involve known and unknown risks and uncertainties, including economic, legislative, regulatory, competitive and other factors, which may cause actual results, including the performance of the trusts and resulting cash flows, or the timing of events, to be materially different than those expressed or implied by our forward-looking statements. Important factors that could cause or contribute to such differences include: degradation of credit quality or performance of the trusts’ loan portfolios; the inability of The Education Resources Institute, Inc. (TERI), the third party guarantor of the underlying loans, which has filed a voluntary petition for reorganization under federal bankruptcy laws, to meet its guaranty obligations; the inability of Ambac Assurance Corporation, which provides credit enhancement for certain securitization trusts, to meet its obligations; variance between the actual performance of securitization trusts and the key assumptions we have used in preparing the projected cash flows; the effects of the TERI reorganization on TERI's performance of its collections functions with regard to delinquent and defaulted loans; and the other factors set forth under the caption “risk factors” in our quarterly report on Form 10-Q filed with the Securities and Exchange Commission on February 11, 2008. Important factors that could cause or contribute to differences between the actual performance of the securitization trusts and our key assumptions include economic, regulatory, competitive and other factors affecting prepayment, default and recovery rates on the underlying securitized loan portfolio, and interest rate trends, including the projected cost of funding for auction rate notes. We specifically disclaim any obligation to update any forward-looking statements as a result of developments occurring after May 8, 2008. Disclaimer The information in this presentation is intended to provide a broad overview of our securitized portfolio. Neither First Marblehead nor any other party is offering any securities by making this presentation or soliciting any action based upon the information provided. Nothing in this presentation should be relied upon as a representation by First Marblehead, or any other person, as to the future performance of any securitization trust described in this presentation or as to any securities that may be issued in the future. The information contained herein is intended to be illustrative only, and historical collateral pools may not be representative of any future collateral pool. Neither First Marblehead nor any other person is obligated to update the information contained herein. Investing in our common stock involves a high degree of risk. Prior to purchasing any shares, you should carefully consider the risks and uncertainties described in the reports we file from time to time with the Securities and Exchange Commission. Exhibit 99.3 |