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the Fund operates. Absence of Investment Company Act protection The Fund is not required to, and will not, register as an investment company under the U.S. Investment Company Act of 1940, as amended (the "Investment Company Act"), and, accordingly, the provisions of the Investment Company Act (which, among other things, req
ial Limited Partner in respect of such Partner over (ii) the Advances of such Partner; and (iv) Thereafter, 87.5% to such Partner and 12.5% to the Special Limited Partner. "Carried Interest" means the amounts distributed to the Special Limited Partner pursuant to clauses (iii) and (iv) above. Distributions
the Fund operates. Absence of Investment Company Act protection The Fund is not required to, and will not, register as an investment company under the U.S. Investment Company Act of 1940, as amended (the "Investment Company Act"), and, accordingly, the provisions of the Investment Company Act (which, among other things, req
ial Limited Partner in respect of such Partner over (ii) the Advances of such Partner; and (iv) Thereafter, 87.5% to such Partner and 12.5% to the Special Limited Partner. "Carried Interest" means the amounts distributed to the Special Limited Partner pursuant to clauses (iii) and (iv) above. Distributions
the Fund operates. Absence of Investment Company Act protection The Fund is not required to, and will not, register as an investment company under the U.S. Investment Company Act of 1940, as amended (the "Investment Company Act"), and, accordingly, the provisions of the Investment Company Act (which, among other things, req
ial Limited Partner in respect of such Partner over (ii) the Advances of such Partner; and (iv) Thereafter, 87.5% to such Partner and 12.5% to the Special Limited Partner. "Carried Interest" means the amounts distributed to the Special Limited Partner pursuant to clauses (iii) and (iv) above. Distributions
the Fund operates. Absence of Investment Company Act protection The Fund is not required to, and will not, register as an investment company under the U.S. Investment Company Act of 1940, as amended (the "Investment Company Act"), and, accordingly, the provisions of the Investment Company Act (which, among other things, req
ial Limited Partner in respect of such Partner over (ii) the Advances of such Partner; and (iv) Thereafter, 87.5% to such Partner and 12.5% to the Special Limited Partner. "Carried Interest" means the amounts distributed to the Special Limited Partner pursuant to clauses (iii) and (iv) above. Distributions
the Fund operates. Absence of Investment Company Act protection The Fund is not required to, and will not, register as an investment company under the U.S. Investment Company Act of 1940, as amended (the "Investment Company Act"), and, accordingly, the provisions of the Investment Company Act (which, among other things, req
ial Limited Partner in respect of such Partner over (ii) the Advances of such Partner; and (iv) Thereafter, 87.5% to such Partner and 12.5% to the Special Limited Partner. "Carried Interest" means the amounts distributed to the Special Limited Partner pursuant to clauses (iii) and (iv) above. Distributions
wn individual circumstances and the laws applicable to them. Each of the Master Partnership and the Feeder Funds is exempt from registration under the U.S. Investment Company Act of 1940, as amended (the "Investment Company Act"), pursuant to Section 3(cX7) thereof. The General Partner is registered as an investment adviser
ed Interests tentatively credited to each Limited Partner's capital accounts (excluding, in Millennium Management's discretion, capital accounts of Special Limited Partners4) for the year will be reallocated to the capital accounts of Millennium Management as its "Incentive Allocation." The Net Capital Appreci
wn individual circumstances and the laws applicable to them. Each of the Master Partnership and the Feeder Funds is exempt from registration under the U.S. Investment Company Act of 1940, as amended (the "Investment Company Act"), pursuant to Section 3(cX7) of that act, and they therefore are not subject to registration the
llennium USA tentatively credited to each Limited Partner's capital accounts (excluding, in Millennium Management's discretion, capital accounts of Special Limited Partners4 but including the amount of any Early Withdrawal Charge withheld for the benefit of such Limited Partners) for the year will be reallocate
wn individual circumstances and the laws applicable to them. Each of the Master Partnership and the Feeder Funds is exempt from registration under the U.S. Investment Company Act of 1940, as amended (the "Investment Company Act"), pursuant to Section 3(cX7) of that act, and they therefore are not subject to registration the
llennium USA tentatively credited to each Limited Partner's capital accounts (excluding, in Millennium Management's discretion, capital accounts of Special Limited Partners4 but including the amount of any Early Withdrawal Charge withheld for the benefit of such Limited Partners) for the year will be reallocate
Entities connected to both the U.S. Investment Company Act and Special Limited

Cayman Islands
LOCATIONCarried Interest
ORGANIZATION
European Union
ORGANIZATION
Puerto Rico
LOCATION
United States
LOCATION
Ghislaine Maxwell
PERSON
United Kingdom
LOCATION
the European Council
ORGANIZATIONthe State of New York
LOCATIONAbsence of Investment Company Act
ORGANIZATION
the Internal Revenue Service
ORGANIZATION
the Office of Foreign Assets Control
ORGANIZATION
the Cayman Islands
LOCATIONReliance
ORGANIZATION
Finland
LOCATIONCayman
LOCATION
Denmark
LOCATIONKeogh
ORGANIZATION
New York State
LOCATIONRaymond James & Associates, Inc.
ORGANIZATION