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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
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
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
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
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
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 the Underlying Master Fund's and Organization, Management, Structure
Millennium Partners
ORGANIZATIONErnst & Young LLP
ORGANIZATIONThe Master Partnership's Organization
ORGANIZATION
New York
LOCATIONthe U.S. Investment Company Act
ORGANIZATIONSchulte Roth & Zabel LLP
ORGANIZATION
Millennium
ORGANIZATIONManagement of Millennium USA
ORGANIZATIONMillennium International, Ltd.
ORGANIZATIONOrganization, Management
ORGANIZATIONMillennium USA's
LOCATIONCayman
LOCATIONTrigger Event
ORGANIZATION
U.S. Treasury
ORGANIZATIONOrganization, Management, Structure and Operations
ORGANIZATIONClasses of Interests
ORGANIZATIONAnti-Money Laundering
ORGANIZATIONNO OFFERING LITERATURE OR ADVERTISING
ORGANIZATIONThis Confidential Memorandum
ORGANIZATIONRopes & Gray LLP's
ORGANIZATION