X0303 4 2011-04-07 1 0001062613 FAIRPOINT COMMUNICATIONS INC FRP 0001279913 MARATHON ASSET MANAGEMENT LP ONE BRYANT PARK, 38TH FLOOR NEW YORK NY 10036 0 0 1 0 Common Stock, par value $0.01 per share 2011-04-07 4 S 0 100000 16.85 D 1424883 I See footnotes The shares of common stock, par value $0.01 per share, of FairPoint Communications, Inc. (the "Shares") reported herein are held by one or more funds and accounts (the "Funds and Accounts") advised by Marathon Asset Management, L.P. (the "Reporting Person"). The Reporting Person, in its capacity as the investment manager of the Funds and Accounts, has sole power to vote and direct the disposition of all Shares held by the Funds and Accounts. Thus, for the purposes of Reg. Section 240.13d-3, the Reporting Person may be deemed to beneficially own the 1,424,883 Shares reported herein. The Reporting Person's interest in such securities is limited to the extent of its pecuniary interest in the Funds and Accounts, if any. This report shall not be deemed an admission that the Reporting Person, each Fund and Account or any other person is the beneficial owner of the securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. By: /s/ Louis Hanover, Authorized Person of Marathon Asset Management GP, L.L.C., general partner of Marathon Asset Management, L.P. 2011-04-11