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the laws of the states and jurisdictions where the offering will be made. The AlphaKeys Fund will not be registered as an investment company under the U.S. Investment Company Act of 1940, as amended (the "1940 Act"). There is no public market for the Class B Interests and no such market is expected to develop in the future.
will be payable out of the Administrative Fee. UNDERLYING FUND A performance allocation of 20% of any net profit (determined net PERFORMANCE of the Underlying Fund Management Fee as described herein) (the ALLOCATION "Underlying Fund Performance Allocation") will be charged annually, as further described in and subject to ad
the laws of the states and jurisdictions where the offering will be made. The AlphaKeys Fund will not be registered as an investment company under the U.S. Investment Company Act of 1940, as amended (the "1940 Act"). There is no public market for the Interests and no such market is expected to develop in the future. The Inte
will not be charged a Placement Fee. UNDERLYING FUND A performance allocation of 20% of any net profit (determined PERFORMANCE ALLOCATION net of the Underlying Fund Management Fee as described herein) (the "Underlying Fund Performance Allocation") will be charged annually, as further described in and subject to additional t
the laws of the states and jurisdictions where the offering will be made. The AlphaKeys Fund will not be registered as an investment company under the U.S. Investment Company Act of 1940, as amended (the "1940 Act"). There is no public market for the Interests and no such market is expected to develop in the future. The Inte
will not be charged a Placement Fee. UNDERLYING FUND A performance allocation of 2O% of any net profit (determined PERFORMANCE ALLOCATION net of the Underlying Fund Management Fee as described herein) (the "Underlying Fund Performance Allocation") will be charged annually, as further described in and subject to additional t
Entities connected to both the U.S. Investment Company Act and the Underlying Fund Management Fee

United States
LOCATION
Ghislaine Maxwell
PERSON
Cayman Islands
LOCATION
the Internal Revenue Service
ORGANIZATIONCayman
LOCATION
the Cayman Islands
LOCATIONthe District of Columbia
LOCATIONKeogh
ORGANIZATION
Paul Volcker
PERSON
New York
LOCATIONnon-U.S. Investors
ORGANIZATIONErnst & Young LLP
ORGANIZATIONClasses of Interests
ORGANIZATION
U.S. Treasury
ORGANIZATIONMillennium International, Ltd.
ORGANIZATIONMillennium USA's
LOCATIONMillennium Partners
ORGANIZATION
Millennium
ORGANIZATIONthe New York Stock Exchange
ORGANIZATIONThe Master Partnership's Organization
ORGANIZATION