NOTICE OF ANNUAL MEETING

        The 2003 Annual Meeting of Stockholders of Fog Cutter Capital Group Inc., a Maryland corporation, will be held on May 28, 2003 at 10:00 a.m. Eastern Time at Orrick, Herrington & Sutcliffe LLP, 666 Fifth Avenue, New York, NY 10103 for the following purposes:

        1.    to elect seven directors to the Board of Directors of the Company to serve until the 2004 Annual Meeting of Stockholders or until their successors are elected and qualified;

        2.    to ratify the appointment of Ernst & Young LLP as independent accountants of the Company for the fiscal year ending December 31, 2003; and

        3.    to transact such other business as may properly come before the Annual Meeting and any and all adjournments thereof.

        The Board of Directors has fixed the close of business on April 17, 2003 as the record date for the determination of stockholders entitled to notice of and to vote at the Annual Meeting and any and all adjournments.

        It is important that your shares be represented at the Annual Meeting regardless of the size of your holdings. Whether or not you expect to attend the Annual Meeting, please complete, date and sign the enclosed proxy and return it in the envelope provided for that purpose, which does not require postage if mailed in the United States. The proxy is revocable at any time prior to its use.

By Order of the Board of Directors,

/s/ R. Scott Stevenson

R. Scott Stevenson
Chief Financial Officer

FOG CUTTER CAPITAL GROUP INC. • P.O. Box 2665 • Portland, OR 97208-2665
1410 SW Jefferson Street, Portland, OR 97201-2548 • Phone 503-721-6500 • Email: info@fccgi.com • Traded on the NASDAQ as: FCCG

FOG CUTTER CAPITAL GROUP INC.
1410 SW JEFFERSON STREET
PORTLAND, OR 97201-2548

ANNUAL MEETING OF STOCKHOLDERS
MAY 28, 2003