X0202 3 2007-05-08 0 0001337009 Good Harbor Partners Acquisition Corp GHBAA 0001132413 MILLENCO, L.L.C. 666 FIFTH AVENUE, 8TH FLOOR NEW YORK NY 10103-0899 0 0 1 0 0001273087 MILLENNIUM MANAGEMENT, L.L.C. 666 FIFTH AVENUE, 8TH FLOOR NEW YORK NY 10103-0899 0 0 0 1 May be deemed as group member. 0001017456 ENGLANDER ISRAEL A C/O MILLENNIUM MANAGEMENT, L.L.C. 666 FIFTH AVENUE, 8TH FLOOR NEW YORK NY 10103-0899 0 0 0 1 May be deemed as group member. Common Stock, par value $0.0001 per share ("Common Stock") 165200 D As of the date of this filing, each Reporting Person may be deemed to be the beneficial owner of the following: (i) 120,200 shares of Common Stock owned by Millenco, L.L.C., a Delaware limited liability company ("Millenco") (formerly known as Millenco, L.P.) which shares are a constituent part of the Company's Series A units ("Series A Units") of which Millenco holds 60,100; and (ii) 45,000 shares of Common Stock owned by Millenco. Each Series A Unit consists of (a) two shares of Common Stock and (b) ten Class Z warrants ("Class Z Warrants"). Each Class Z Warrant entitles the holder to purchase one share of the Company's Common Stock at a price of $5.00 per share. Each Class Z Warrant will become exercisable on the later of the Company's completion of a business combination and March 8, 2007 and will expire on March 7, 2013, or earlier upon redemption. As of the date of this filing, the Company has not announced the completion of a business combination. In addition to the Class Z Warrants exercisable into 601,000 shares of Common Stock, which are a constituent part of the Company's Series A Units, Millenco owns Class Z Warrants exercisable into 175,000 shares of Common Stock which also are not currently exercisable. Millenco also owns Class W warrants ("Class W Warrants") exercisable into 3,388,958 shares of Common Stock. Each Class W Warrant entitles the holder to purchase one share of the Company's Common Stock at a price of $5.00 per share. Each Class W Warrant will become exercisable on the later of the Company's completion of a business combination and March 8, 2007 and will expire on March 7, 2011, or earlier upon redemption. These Class W Warrants also are not currently exercisable. Millennium Management, L.L.C., a Delaware limited liability company ("Millennium Management"), is the manager of Millenco, and consequently may be deemed to have voting control and investment discretion over securities owned by Millenco. Israel A. Englander ("Mr. Englander") is the managing member of Millennium Management. As a result, Mr. Englander may be deemed to be the beneficial owner of any shares deemed to be beneficially owned by Millennium Management. The foregoing should not be construed in and of itself as an admission by Millennium Management or Mr. Englander as to beneficial ownership of the shares owned by Millenco. * MILLENCO, L.L.C. * Mark Meskin, Chief Executive Officer 2007-05-17