Disclaimer & Forward Looking Statements

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Participation as a partner involves a high degree of risk. You should only consider participating in the partnership if you are able to bear the financial risks described in this memorandum. See “RISK FACTORS” for a detailed description of some of the risks of participating in the partnership.

Neither this memorandum nor any other information describing the units has been filed with, submitted, approved or reviewed by the United States Securities and Exchange Commission (the “SEC”), or any state securities commission or similar regulatory agency. Neither the SEC nor any states securities commission or similar regulatory agency has passed upon, approved, disapproved or commented on the risks, merits or any other aspect of the partnership, the units, this memorandum or its contents. Any representation to the contrary is a criminal offense.

You are prohibited from reproducing or distributing this memorandum, in whole or in part, to anyone other than your legal, tax or financial advisors, without our prior written consent. By accepting delivery of this memorandum, you (and your advisors, if applicable) agree to keep its contents confidential and to return it and all enclosed documents to us in the event you decide not to participate in the partnership.

The information contained in this memorandum is from sources we believe reliable. Information provided in this memorandum is believed to be accurate and complete as of the date set forth on the cover. Neither the delivery of this memorandum nor any participation in the units creates any implication that the information is correct as of a date subsequent to the date on the cover. No one other than Lexstar’s representatives has been authorized to give any information in connection with the interests described in this memorandum, and if given or made, representations from persons other than representatives of Lexstar should not be relied upon. No one has been authorized to make any representations other than those persons named in this memorandum.

This memorandum is intended to provide you with information that we believe is pertinent in making an informed decision regarding your possible investment in the partnership. We realize that you may require additional information prior to purchasing units in the partnership. We encourage you to ask questions regarding both the partnership and us as the managing general partner. Direct your requests for additional information to Lexstar. Any additional information regarding the partnership and/or Lexstar should only be relied upon if furnished in written form and signed by one of our officers.

You should not construe the contents of this memorandum or any subsequent communications from Lexstar or any of our affiliates as legal or tax advice. You are strongly encouraged to seek independent legal and tax advice regarding your particular situation and, more specifically, the tax and legal ramifications of your participation in the partnership. We make no representations as to the effect of participating in the partnership by purchasing units on your particular federal, state, or local income tax situation.

Any communications regarding participation in the partnership will only be made through personal negotiations between prospective partners and our representatives to help ensure, among other things, that the partnership’s suitability standards are adhered to and that prospective partners have an opportunity to seek additional information about the partnership and ask specific questions regarding both the partnership and Lexstar.

We have prepared this memorandum for the benefit of potential participants who meet certain, specific suitability standards. You will be required to complete a subscription agreement and make certain representations in order to participate in the partnership. All decisions regarding participation will be made by us. See “TERMS OF THE OFFERING – Investor Suitability.”

Along with our advisors and affiliates, we have prepared certain statements, estimates and projections that are included in or accompany this memorandum for the limited purpose of evaluating the partnership’s proposed business plan, in which we may illustrate, under certain limited assumptions, the results of the partnership’s projected operations. Although these projections may be presented with numerical specificity, they are based on assumptions that are subject to significant business, economic, political, regulatory and competitive uncertainties and contingencies, all of which are difficult to predict and many of which are beyond the control of Lexstar and its affiliates and advisors. These assumptions are based on future business decisions that are subject to change. Therefore, we cannot assure you that the projections or their underlying assumptions will be realized. As a result, actual results of operations are very likely to be materially different from those shown. UNDER NO CIRCUMSTANCES SHOULD THE INCLUSION OF THE PROJECTIONS BE REGARDED AS A REPRESENTATION, WARRANTY OR PREDICTION BY ALEXANDER OR ANY OTHER PERSON WITH RESPECT TO THE ACCURACY THEREOF OR THE ACCURACY OF THE UNDERLYING ASSUMPTIONS, OR THAT THE PARTNERSHIP WILL ACHIEVE OR IS LIKELY TO ACHIEVE ANY PARTICULAR RESULTS. THERE CAN BE NO ASSURANCE THAT THE PARTNERSHIP’S ACTUAL FUTURE RESULTS WILL NOT VARY MATERIALLY FROM THE PROJECTIONS. We caution you not to place undue reliance on projections. Our accountants have not compiled or examined these projections and, accordingly, they do not express an opinion or any other form of assurance on them.

I AGREE

All information is provided for informational purposes only and considered "as is," -- not intended for trading purposes or advice -- lexstarenergy.com or any representatives are not liable for any informational errors, incompleteness, or delays, or information contained herein. This is not an offer to sell or a solicitation of any offer to buy any securities. To obtain further information, you must complete our questionnaire and meet the suitability standards required by law.