GLDUS138 Ian Slome restructuring of a debt obligation acquired by the Access Fund at a discount amounts to a "significant modification" that should be treated as a taxable event even if the Access Fund did not so treat the restructuring on its U.S. federal income tax return. Furthermore, the Access Fund may be deemed to invest in derivatives with complex or uncertain U.S. federal income tax consequences to Limited Partners. In addition, the Access Fund may invest in any entity treated as partnership for U.S. federal income tax purposes, and the Access Fund's U.S. federal income tax consequences will depend on the nature of the investments and activities of such entity. Furthermore, for taxable years beginning after December 31, 2017, and before January I, 2026, non- corporate taxpayers generally will be allowed a deduction in an amount equal to 20% of the domestic "qualified business income" they received through a partnership. Qualified business income generally does not include investment income or income from services businesses, including investment management businesses, and therefore the 20% deduction is unlikely to be available in respect of income allocable to a Limited Partner from its investment in the Access Fund. Finally, U.S. Tax-Exempt Investors (as defined herein) should be aware that certain investments of the Access Fund may cause them to have material amounts of UBTI, which is subject to federal income taxation and may be subject to state and local taxation as well. See discussion below under 'Tax-Exempt Investors." Prospective investors should consult their own tax advisors regarding the application of these rules to their investment in the Access Fund. Work-Outs. It is possible that a company in which the Access Fund invests will face financial difficulty, requiring the holder to work-out or otherwise restructure its investment in the company. It is not possible to predict the terms of any such restructuring and accordingly a