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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
N 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 The Fund's Management. Structure and Operations II-46 The Fund's Investm
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
ON 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 The Fund's Management, Structure and Operations II-37 The Fund's Investme
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
TION 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 The Fund's Management, Structure and Operations II-37 The Fund's Investme
Entities connected to both the Underlying Master Fund's and The Master Partnership's Organization

New York
LOCATION
U.S. Treasury
ORGANIZATIONMillennium Partners
ORGANIZATIONthe U.S. Investment Company Act
ORGANIZATIONMillennium USA's
LOCATIONMillennium International, Ltd.
ORGANIZATIONCayman
LOCATIONTrigger Event
ORGANIZATION
Millennium
ORGANIZATIONErnst & Young LLP
ORGANIZATIONManagement of Millennium USA
ORGANIZATION
United States
LOCATIONMillennium Offshore Intermediate
ORGANIZATION
the Internal Revenue Service
ORGANIZATIONKeogh
ORGANIZATIONOrganization, Management
ORGANIZATIONIndependent Public Accountants
ORGANIZATIONMaster-Feeder Relationship
ORGANIZATIONOrganization, Management, Structure
ORGANIZATIONCapital Structure
ORGANIZATION