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e objective of the AlphaKeys Fund is to invest in the Underlying Fund. The Underlying Fund's principal trading objective (through its investment in Millennium Partners, L.P. (the "Underlying Muter Fund")) is to achieve above-average appreciation by opportunistically trading and investing in a wide variety of secu
nderlying Fund, which is subject to the withdrawal terms of the Underlying Fund and may be delayed or suspended altogether. See "Millennium USA's Organization, Management, Structure, and Operations" in Part One of the Underlying Fund Memorandum. The Administrator may determine to satisfy a withdrawal request in full, without a
ully in the Third Amended and Restated Limited Partnership Agreement, as amended or supplemented from time to time (the "Partnership Agreement") of Millennium Partners, L.P. (the "Master Partnership") and elsewhere in this Confidential Memorandum. This summary should be read in conjunction with, and is qualified i
ennium USA may be employed in direct investments made by Millennium USA. (See "Millennium USA's Investment Program and Strategy.") Millennium USA's Organization, Management, Structure, and Operations Organization Millennium USA is a Delaware limited partnership formed in November 1997. Millennium USA's principal office is locate
e objective of the AlphaKeys Fund is to invest in the Underlying Fund. The Underlying Fund's principal trading objective (through its investment in Millennium Partners, L.P. (the "Underlying Master Fund")) is to achieve above-average appreciation by opportunistically trading and investing in a wide variety of sec
Interests of Millennium USA 1-24 Millennium USA's Investment Program and Strategy 1-26 Use of Proceeds by Millennium USA I-26 Millennium USA's Organization, Management, Structure, and Operations 1-26 Management of Millennium USA I-33 The Administrator I-33 Fees and Expenses Relating to Millennium USA 1-35 Allocation of
e objective of the AlphaKeys Fund is to invest in the Underlying Fund. The Underlying Fund's principal trading objective (through its investment in Millennium Partners, M. (the "Underlying Master Fund")) is to achieve above-average appreciation by opportunistically trading and investing in a wide variety of secur
Interests of Millennium USA 1-24 Millennium USA's Investment Program and Strategy 1-26 Use of Proceeds by Millennium USA I-26 Millennium USA's Organization, Management, Structure, and Operations 1-26 Management of Millennium USA I-33 The Administrator I-33 Fees and Expenses Relating to Millennium USA 1-35 Allocation of
Entities connected to both Millennium Partners and Organization, Management, Structure
Ernst & Young LLP
ORGANIZATIONMillennium USA's
LOCATIONthe U.S. Investment Company Act
ORGANIZATION
Millennium
ORGANIZATIONMillennium International, Ltd.
ORGANIZATIONCayman
LOCATIONTrigger Event
ORGANIZATION
U.S. Treasury
ORGANIZATION
New York
LOCATIONThe Master Partnership's Organization
ORGANIZATIONManagement of Millennium USA
ORGANIZATIONMillennium Offshore Intermediate
ORGANIZATION
United States
LOCATIONSchulte Roth & Zabel LLP
ORGANIZATIONOrganization, Management
ORGANIZATIONIndependent Public Accountants
ORGANIZATIONCapital Structure
ORGANIZATION
the Internal Revenue Service
ORGANIZATIONKeogh
ORGANIZATIONMaster-Feeder Relationship
ORGANIZATION