Public Offering

Issuer: Golden Pond Healthcare, Inc.

Offering size: $125,000,000

Securities offered: 15,625,000 units
(1 share common stock and 1 warrant)

Price per unit: $8.00
Ticker symbol (Amex): GPH (stock),
GPH.U (unit), GPH.WS (warrants)
Over-allotment option: 15%

Sponsor investment: $4.0 million direct purchase of units and warrants (3.2% of total offering size)

Use of proceeds: Acquire one or more operating businesses in the healthcare industry

Amount held in trust: 98.5%, or approximately $7.88 per unit

Bookrunning manager: Deutsche Bank Securities

Co-manager: Lazard Capital Markets

Target pricing: week of October [ ], 2007

Link to S-1 Filing