OFFERING CIRCULAR Clear Lake CLO, Ltd. Clear Lake CLO, Corp. U.S. $343,000,000 Class A-1 Floating Rate Senior Notes Due 2020 U.S. $21,500,000 Class A-2 Floating Rate Senior Notes Due 2020 U.S. $27,000,000 Class B Floating Rate Deferrable Senior Subordinate Notes Due 2020 U.S. $20,000,000 Class C Floating Rate Deferrable Senior Subordinate Notes Due 2020 U.S. S15,500,000 Class D Floating Rate Deferrable Subordinate Notes Due 2020 U.S. $36,750,000 Income Notes Due 2020 The Class A-1 Notes, Class A-2 Notes, Class II Notes, Class C Notes and Class D Notes (collectively, the "Senior Notes") and the Income Notes (together, the "Notes" or the "Securities") are being issued by Clear Lake CLO. Ltd.. an exempted company incorporated with limited liability as a special purpose vehicle under the laws of the Cayman Islands (the "Issuer"). The Notes will constitute limited recourse debt obligations of the Issuer. The Class A-1 Notes, Class A-2 Notes, Class B Notes and Class C Notes will be co -issued on a non-recourse basis by Clear Lake CLO, Corp.. a newly formal Delaware corporation and a special purpose vehicle (the "Co-Issuer," and together with the Issuer, the "Co -Issuers"). Payments on the Notes will be made in accordance with the Indenture quarterly on the 20 day of March, June, September and December of each year. beginning on and including June 20.2007 (or if any such day is not a Business Day, the fun Business Day thereafter). The Notes are scheduled to mature on the Payment Date in December 2020. The assets of the Issuer that will be pledged to secure the Notes will consist solely of (i) Collateral Obligations and Eligible Investments acquired with the net proceeds from the issuance of the Notes and from time to time thereafter with other amounts received by the Issuer in itsoixt of the Collateral. (ii) funds on deposit in certain accounts established under the Indenture. (iii) the rights of the Issuer under the Indenture, the Collateral Management