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ption of Additional Classes PART Two: INFORMATION RELATING TO MILLENNIUM PARTNERS, L.P. Sununary of Part Two of the Confidential Memorandum II-1 The Fund's Investment Program and Strategy II-8 The Master Partnership's Organization 11-9 Certain Risk Factors Relating to an Investment in the Fund II-11
artnership (or its underlying strategies) indirectly through Millennium Offshore Intermediate, L.P., a Cayman Islands exempted limited partnership (the "Intermediate Partnership"), which, in turn, invests all or substantially all of its capital in the Master Partnership. Each of Millennium USA and Millennium International w
ent Public Accountants 1-80 PART Two: INFORMATION RELATING TO MILLENNIUM PARTNERS, L.P. Summary of Part Two of the Confidential Memorandum II-1 The Fund's Investment Program and Strategy 11-8 The Master Partnership's Organization II-9 Certain Risk Factors Relating to an Investment in the Fund II-11
from outside investors and primarily invests its capital in Millennium Offshore Intermediate, L.P., a Cayman Islands exempted limited partnership (the "Intermediate Partnership"), which, in turn, invests all or substantially all of its capital in the Master Partnership. Each of Millennium USA, the Intermediate Partnership a
ndent Public Accountants 1-80 PART Two: INFORMATION RELATING TO MILLENNIUM PARTNERS, M. Summary of Part Two of the Confidential Memorandum II-1 The Fund's Investment Program and Strategy 11-8 The Master Partnership's Organization II-9 Certain Risk Factors Relating to an Investment in the Fund II-11
ts from outside investors and primarily invests its capital in Millennium Offshore Intermediate, •., a Cayman Islands exempted limited partnership (the "Intermediate Partnership"), which, in turn, invests all or substantially all of its capital in the Master Partnership. Each of Millennium USA, the Intermediate Partnership a
Entities connected to both The Fund's and the "Intermediate Partnership

United States
LOCATIONthe U.S. Investment Company Act
ORGANIZATIONCayman
LOCATIONthe Underlying Fund Interests
ORGANIZATIONthe Underlying Fund Manager's
ORGANIZATIONTreatment as Partnership
ORGANIZATIONImportance of Obtaining Professional Advice
ORGANIZATIONthe UBSFS Advisory Program
ORGANIZATIONTHE ALPHAKEYS FUND IN LIGHT
ORGANIZATIONIndependent Auditors and Legal Counsel
ORGANIZATIONRopes & Gray LLP's
ORGANIZATIONNO OFFERING LITERATURE OR ADVERTISING
ORGANIZATIONManagement of Millennium USA
ORGANIZATIONThe Master Partnership's Organization
ORGANIZATIONOrganization, Management, Structure and Operations
ORGANIZATIONOrganization, Management
ORGANIZATIONMillennium Offshore Intermediate
ORGANIZATIONDifferent Returns Among Investors
ORGANIZATIONthe Master Partnership or Portfolio Managers
ORGANIZATIONIsrael A. Englander
PERSON