1. Do I understand correctly that first I must make reservation in order to buy shares (units) in the Partnership?

Yes, that is correct. As soon as possible please make your reservation for the number of units you wish to buy. Upon full subscription you will be furnished e-mail notice to purchase your reserved units.

2. Your Agreement mentions that each unit will cost $25,000. Is there a minimum number of units that I am required to reserve for purchase?

Prospective partners may reserve any desired number of units for purchase.

3. How are all decisions affecting the Partnership to be made?

The Partnership Agreement provides that all decisions affecting the Partnership are to be made by the partners by majority vote or unanimous vote in some instances.

4. Am I reading the Agreement correctly that no additional capital will be needed from the partners to maintain these horses? No monthly or annual fee?

So long as StablesOnline.com Inc., is the Management Agent, there will be no assessments for additional capital during the Term. Further, in the event the Partners, by vote of majority in interest, elect to continue the Partnership, no Partner may have his/her interest forfeited or diminished as a consequence of such continuation nor shall any partner's interest be subject to calls for additional capital unless ALL Partners shall agree.

5. Do I need to be licensed with the Jockey Club to be an owner?

It will not be necessary for you to personally become licensed. Partner by execution of this Agreement authorizes the Management Agent to license and race all horses owned by the Partnership generally in the name of StablesOnline Racing Stable.

6. Are my non-partnership assets exposed in order to satisfy liabilities of the partnership if any should occur?

Liability is generally assigned to the person who causes injury to another by an act of negligence or omission. In the horse business, the responsibility for injury begins the moment one takes control of a horse. The person (who may or may not be the owner) in charge of the horse is expected to know how to control that horse.

Further, it is important to understand the Partnership is a Delaware special form of general partnership known as a limited liability partnership. The limited liability partnership is attractive to the investor Partner who wants the benefits of the partnership form but without the personal liability for the professional misconduct of other partners and employees.

However, to fully protect the operation's assets, a liability policy is recommended. In compliance with the Partnership Objectives, it is intended that the Management Agent provide, when applicable: proper coverage for the Partnership, proper coverage for the Horses and proper coverage for people or property in connection with the Partnership or Horses from Old Colony Insurance Service Inc., Lexington, Kentucky "specializing in insurance for horsemen". A good insurance policy transfers the risk of a major loss of horses or other property to an insurance company. Then, the business owner is not responsible for the financial loss.

7. Are there any special racetrack accomodations on race days if a Partner is available to watch his/her horse race at the track? Any stable area access available to visit the horses?

To the extent possible, the Management Agent will endeavor to obtain for each partner all special privileges afforded to owners at a particular racetrack upon their request via e-mail.

8. One thing I did not see in the Partnership Memorandum, who actually is looking at these horses physically prior to purchase?

It is intended that the Management Agent will provide a prominent professional team of agents and veterinarians who shall be involved in the selection and purchasing process of each yearling guided by the consultation and representation of John Fulton, John Fulton Bloodstock and/or Mike Ryan, Mike Ryan Bloodstock, Lexington, Kentucky.

9. Who are the race trainers going to be?

The Partnership will retain the services of an appropriate leading trainer for horses determined to be best suited for racing in California, Florida, Kentucky or New York as well as in those cases where it is determined to train and/or race a Partnership horse in other parts of the United States and/or Australia, Dubai, Europe and Japan such as Steven H. Asmussen, Bob Baffert, Neil Drysdale, Scott A. Lake, Richard Mandella, William I. Mott, Kiaran P. McLaughlin and/or Todd Pletcher, to mention several.

10. Who is the Management Agent?

The initial Management Agent is StablesOnline.com Inc., its principal is Gray Writer who continues to be involved for over thirty-five years nationally and internationally in virtually every aspect of the Thoroughbred industry and involved for over forty years in business partnerships. The initial bloodstock agent, representative, consultant and assistant on behalf of the Management Agent is John Fulton, John Fulton Bloodstock. John has been involved for over thirty-five years in the racing industry as a trainer, owner, breeder and bloodstock agent. John has trained and purchased Grade I winners and is a representative at all major domestic and international sales.

11. What is the full significance of the word (SAMPLE) at the top of the Subscription Agreement?

(SAMPLE) is to signify that what follows is a representative piece that shows the construction of the whole. Further, the Horses acquired by the Partnership will be described in the material following the Subscription Agreement and incorporated in or into that piece.

12. After I purchase units, what documents must I send to insure my position as a Partner?

You send no documents! Upon StablesOnline.com Inc., receipt of your capital contributions you are immediately considered a subscribing partner and co-owner in the Partnership, confirmed to you via e-mail. However for your records, simply keep your completed and executed Subscription Agreement documents with your reservation and purchase transaction receipts in your folder.

13. As a Partner invested in the Partnership exactly when do I receive a cash distribution from the profits of the Partnership?

On a semi-annual basis each Partner will receive his/her share of the Partnership's net profits.

14. Explicitly what is the connection between the Partnership and the Securities and Exchange Commission (SEC) and its regulatory mission and gudelines?

Every "security" is required to be registered with the SEC and each state in which an investor resides unless that security qualifies for an exemption from registration. In compliance with state and federal regulations the Partnership is excepted (excluded), because a racing right is considered co-ownership, "not a security".

15. Can you reasonably tell me why I would want to be involved in a StablesOnline.com Thoroughbred racing partnership?

StablesOnline.com tells its prospective investor there are several essential reasons to take part in StablesOnline.com 2011 Racing Partners Partnership 1) Thoroughbred investments involve risk and the Partnership format inherently spreads that risk amongst its investors 2) The investors pooling together their assets will be able to participate at a higher level of quality than an individual may be able to afford for his/her own account 3) The Partnership management then has the capabilities of assessing markets for value, selecting outstanding quality assets for the Partnership and engaging the services of top agents, farms, trainers and veterinarians for the Partnership and its horses 4) You'll have a lot of fun, and if you want a full-throttle thrill ride this is it!

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