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Value Catalyst Fund Limited (T (VCF)

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Monday 11 September, 2006

Value Catalyst Fund Limited (T

Statement re Prodesse Investment Limited

The Value Catalyst Fund Limited ("VCF")

Prodesse Investment Limited ("Prodesse") Extraordinary General Meeting

VCF  announces  the  following statement received from its  investment  manager,
Laxey  Partners  Limited ("Laxey Partners"), relating to the requisition  of  an
extraordinary general meeting of shareholders of Prodesse (VCF is an investor in

"Further  to the requisition notice of Laxey Partners of the 7 August  2006,  we
would  like to outline our thoughts as to why Laxey Partners has taken the steps
to  propose  a  substantial  change  to the board  of  Prodesse,  ahead  of  the
forthcoming meeting on 12 October 2006.

Prodesse  has performed poorly. The strategy and results of Prodesse  have  been
less than satisfactory. The objective of the company has been to achieve a yield
on  net assets 3.5%-5.0% greater than the yield on the ten year US Treasury,  by
investing  in Mortgage-Backed Securities. Since inception the total  return  has
been  minus  19%, to the end of August 2006, while the REIT Mortgage  Index  was
down  only  3%.  This  also includes the rise in price  of  Prodesse  after  our
requisition  notice.  The numbers before that made the comparison  substantially

We  believe that all shareholders should be given the opportunity to receive all
their  money back at Net Asset Value as quickly as is practically possible.  If,
in  addition,  there  is a possibility to seek shares in an alternative  vehicle
then  we would be happy to include that as an additional option, but we  do  not
see the need for a vehicle such as Prodesse in the London market place.

Laxey Partners has nominated three people from the Laxey Partners group and  one
independent  person, who has many years experience in closed end funds,  in  its
notice  to  Prodesse.  None  of  the Laxey Partners  representatives  nor  Laxey
Partners,  itself, will receive any compensation for the work that needs  to  be
done  or  for  the  position  of being a director. We  would  also  welcome  the
suggestion  of  additional  directors if  any  other  shareholders  wish  to  be
represented on the Prodesse board.

We also noted with interest Prodesse's purchase of shares on the 10 August 2006,
three days after the requisition notice was sent to the company and before  they
made  a  public announcement on the 15 August 2006 that such a notice  had  been