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cording of 1-12 CONFIDENTIAL UBSTERRAMAR00003943 EFTA00239275 FOR EXISTING INVESTOR USE ONLY Taxation: ERISA and Other Tax Exempt Entities: Anti-Money Laundering Considerations: DOC ID- 29147063.5 transactions and the reconciliation of cash, positions and transactions between Millennium USA's and the Maste
all years of the Underlying Fund and the Underlying Master Fund unless revoked with the consent of the IRS. As a result of the Underlying Fund's and the Underlying Master Fund's mark-to-market election, the AlphaKeys Fund will generally be required to recognize ordinary gain or loss on all of the securities held by the Unde
lations promulgated thereunder) to equal or exceed 25% of the net asset value of any class of the Offered Interests. (See "ERISA Considerations.") Anti-Money Laundering As part of Millennium USA's and the Administrator's Considerations: responsibility for the prevention of money laundering, Millennium USA and its
ing obligations in non-U.S. jurisdictions, including withholding taxes on dividends, interest and proceeds. In particular, the Underlying Fund's and the Underlying Master Fund's non- U.S. investments may cause some of the income or gains of the AlphaKeys Fund to be subject to withholding or other taxes of non-U.S. jurisdicti
lations promulgated thereunder) to equal or exceed 25% of the net asset value of any class of the Offered Interests. (See "ERISA Considerations.") Anti-Money Laundering As part of Millennium USA's and the Administrator's Considerations: responsibility for the prevention of money laundering, Millennium USA and its
ing obligations in non-U.S. jurisdictions, including withholding taxes on dividends, interest and proceeds. In particular, the Underlying Fund's and the Underlying Master Fund's non- U.S. investments may cause some of the income or gains of the AlphaKeys Fund to be subject to withholding or other taxes of non-U.S. jurisdicti
Entities connected to both Anti-Money Laundering and the Underlying Master Fund's

United States
LOCATIONthe District of Columbia
LOCATION
U.S. Treasury
ORGANIZATIONCayman
LOCATION
the Internal Revenue Service
ORGANIZATION
New York
LOCATIONthe U.S. Investment Company Act
ORGANIZATION
Millennium
ORGANIZATIONthe Federal Reserve System
ORGANIZATIONthe Master Partnership or Portfolio Managers
ORGANIZATIONNon-U.S. Investments
ORGANIZATIONDifferent Returns Among Investors
ORGANIZATION
FDIC
ORGANIZATION
Paul Volcker
PERSONErnst & Young LLP
ORGANIZATIONthe "Intermediate Partnership
ORGANIZATIONClasses of Interests
ORGANIZATIONSchulte Roth & Zabel LLP
ORGANIZATIONIsrael A. Englander
PERSONMillennium Offshore Intermediate
ORGANIZATION