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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

FORM 10-K

x  Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the fiscal year ended: December 31, 2010

or

o  Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Commission file number: 0-23240

BLACKROCK GLOBAL HORIZONS I L.P.

(Exact name of registrant as specified in its charter)

c/o BlackRock Investment Management LLC

55 East 52nd Street

New York, New York 10022

(Address of principal executive offices)

Registrant’s telephone number, including area code:  (609) 282-6996

Securities registered pursuant to Section 12(b) of the Act:  None

Securities registered pursuant to Section 12(g) of the Act:  Limited Partnership Units

Indicate by check mark whether registrant is a well-known seasoned issuer as defined by Rule 405 of the Securities Act.   Yes o No x

Indicate by check mark whether registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act.   Yes o No x

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.   Yes x No o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).   Yes o No o

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.   x

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer.  See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. Check one:

Indicate by check mark whether registrant is a shell company (as defined by Rule 12b-2 of the Exchange Act).   Yes o No x

The limited partnership units of the registrant are not publicly traded. Accordingly, there is no aggregate market value for the registrant’s outstanding equity that is readily determinable.

As of February 1, 2011, limited partnership units with an aggregate value of $384,040,661 were outstanding.

Documents Incorporated by Reference

The registrant’s 2010 Annual Report and Report of Independent Registered Public Accounting Firm, and the annual report to security holders for the fiscal year ended December 31, 2010 is incorporated by reference into Part II, Item 8 and Part IV hereof and filed as an Exhibit herewith.  Copies of the annual report are available free of charge by contacting Michael Pungello at 609-282-6996.

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BLACKROCK GLOBAL HORIZONS I L.P.

ANNUAL REPORT FOR 2010 ON FORM 10-K

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PART I

Item 1:        Business

(a)                                  General Development of Business:

BlackRock Global Horizons I L.P. (the “Partnership”) was organized under the Delaware Revised Uniform Limited Partnership Act on May 11, 1993 and began trading operations on January 4, 1994.   The Partnership trades in the international futures, options on futures and forward markets with the objective of achieving, through speculative trading, substantial capital appreciation over time.  The Partnership’s assets are allocated and reallocated by the General Partner (defined below) to accounts managed by independent professional advisors (each a “Trading Advisor”) on behalf of the Partnership (or a subsidiary of the Partnership) or to one or more commodity pools (each a “Portfolio Fund”) operated and managed by Trading Advisors that are registered as “commodity pool operators” under the Commodity Exchange Act.

BlackRock Investment Management, LLC (the “General Partner” or “BRIM”), a wholly owned subsidiary of BlackRock, Inc. (“BlackRock”), is the general partner of the Partnership.

When the Partnership is offering its units of limited partnership interest (“Units”), it receives and processes subscriptions on a continuous basis throughout each month.  Investors whose subscriptions are accepted during a month are admitted to the Partnership as limited partners (each a “Limited Partner”) as of the beginning of the immediately following month, acquiring Units at the net asset value (“Net Asset Value”) per Unit as of the date of admission.  Investors’ customer securities accounts are generally debited in the amount of their subscriptions on a single monthly settlement date within approximately ten calendar days the issuance of the Units.

As of December 31, 2010, the capitalization of the Partnership was $375,395,713, and the Net Asset Value per Series F (the initial Series of Units), originally $100 as of January 4, 1994, had risen to $264.28.

Through December 31, 2010, the highest month-end Net Asset Value of Series F Units was $284.04 (January 31, 2009) and the lowest was $97.36 (February 28, 1994).

The Fund’s Series A Units and Series I Units of limited partnership interest are generally available as of the beginning of each calendar month.  Series F Units and Series G Units are no longer offered.

The General Partner has formed a number of wholly owned subsidiaries to hold Partnership assets allocated to each particular Trading Advisor. Each of these subsidiaries has, in turn, entered into an advisory agreement with a particular Trading Advisor. The purpose of these subsidiaries is to segregate the assets of the Partnership allocated to any one Trading Advisor from the other assets of the Partnership in order to seek to limit liability for trading losses by any one Trading Advisor to the assets allocated to the Partnership’s subsidiary corresponding to such Trading Advisor. Transactions between subsidiaries, to the extent they occur, are eliminated upon consolidation.

(b)                                 Financial Information about Segments:

The Partnership’s business constitutes only one segment for financial reporting purposes, i.e., a speculative “commodity pool”. The Partnership does not engage in sales of goods or services.  See Item 15 — “Exhibits and Consolidated Financial Statement Schedules”.

(c)                                  Narrative Description of Business:

General

The Partnership trades in the international futures, options on futures and forward markets with the objective of achieving substantial capital appreciation over time.

The Partnership’s assets are allocated and reallocated by BRIM either to accounts managed by Trading Advisors on behalf of the Partnership (or a subsidiary of the Partnership) or to one or more Portfolio Funds operated and traded by such Trading Advisors who apply proprietary trading strategies in numerous markets. The General Partner may, in its discretion, form one or more subsidiaries (for example, as one or more limited liability companies) to hold

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Partnership assets allocated to a particular Trading Advisor.  The purpose of these subsidiaries is to seek to segregate the assets of the Partnership allocated to any one Trading Advisor from the other assets of the Partnership in order to seek to limit liability for trading losses by any one Trading Advisor to the assets allocated to the Partnership’s subsidiary corresponding to such Trading Advisor. The Partnership may also continue to hold assets at the “parent company” level, which may not be identifiable to one or more subsidiaries.

The General Partner monitors the performance of several hundred Trading Advisors.  Both quantitative and qualitative criteria are factors in the General Partner’s selection process, including the following:  type of trading program; risk control; duration and speed of recovery from drawdowns; experience; organizational infrastructure; and low correlation in the past with traditional investments such as stocks and bonds.  Trading Advisors’ past records are evaluated comparatively with a view to combining Trading Advisors whose respective trading results have historically demonstrated not only a low degree of correlation with stocks and bonds but also with the other Trading Advisors selected.  In addition to qualitative factors concerning the Trading Advisors, statistical analysis is used to develop Trading Advisor combinations which the General Partner identifies as having reward/risk profiles consistent with the General Partner’s objectives.  By identifying Trading Advisor combinations in this way, the General Partner hopes to maintain profit potential while also reducing the risk of major equity declines.

In selecting Trading Advisors for the Partnership, the General Partner emphasizes retaining multiple Trading Advisors, trading in multiple markets and implementing multiple strategies.  The General Partner also evaluates the overall market diversification and emphasis that different possible Trading Advisor combinations would give the Partnership.  Discretionary and systematic as well as fundamental and technical Trading Advisors may be retained from time to time.  The General Partner may allocate Partnership assets to Trading Advisors specializing in particular market sectors and to Trading Advisors which trade broadly diversified portfolios.  By diversifying strategies as well as markets, the General Partner can create Trading Advisor combinations for the Partnership that should have good profit potential across a wide range of different market cycles. Although the General Partner maintains diversification in the Partnership’s portfolio, the General Partner emphasizes those strategies that the General Partner believes are more likely to be profitable than others based on the General Partner’s evaluation of likely near-term market conditions. The General Partner is not bound by any strict diversification guidelines; certain of the Trading Advisors selected by the General Partner may be allocated substantially larger portions of the Partnership’s assets than other Trading Advisors.

Set forth below is a chart which provides the Partnership’s current Trading Advisors, the portion of the Partnership’s assets that each controlled as of December 1, 2010, the general trading focus of each such advisor, an indication as to whether each advisor’s program is discretionary or systematic, as well as the commodity pool operator and investment adviser registration status (with the Commodity Futures Trading Commission (the “CFTC”) and Securities and Exchange Commission (the “SEC”), respectively).

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*The cash is held at clearing brokers and with PFPC Trust Company, the Fund’s custodian.

BRIM may, from time to time, direct certain individual Trading Advisors to manage their respective Partnership accounts as if they were managing more equity than the actual capital allocated to them.

One of the objectives of the Partnership is to provide diversification for a limited portion of the risk segment of the Limited Partners’ portfolios.  Commodity pool performance has historically demonstrated a low degree of performance correlation with traditional stock and bond holdings.  Past performance is not indicative of future results.

The advisory agreements between the Partnership (or a subsidiary of the Partnership), the General Partner and each Trading Advisor govern the relationships with the Trading Advisors.  The principal terms of this form of advisory agreement include the management fees (the “Management Fees”), performance-based allocations (the “Profit Shares”), indemnification provisions and the term of the advisory agreement.  Set forth below are descriptions of each of these terms.  Other than the differences in fees, as described in the ranges provided below, the other key term that differs among the agreements with the Trading Advisors is the minimum account maintenance level.  The minimum account maintenance level for each Trading Advisor is described below.

Management Fees. Generally, Management Fees approximate between 0% and 2.5% (annualized) of the net asset value of the Partnership’s account managed by a Trading Advisor.

Profit Shares.  Profit Shares generally are between 15% and 30% of the net capital appreciation in the Partnership’s account managed by a Trading Advisor for the applicable period, generally quarterly or annually, and are calculated on a cumulative high water mark basis, including realized and unrealized gains and losses from futures trading.  Each Trading Advisor must earn back any losses previously experienced by the Trading Advisor prior to any new Profit Shares being paid.  However, Profit Shares once paid to a Trading Advisor are not subject to being repaid to the Partnership from the Trading Advisor as a result of subsequent realized or unrealized losses.

Indemnification.  The advisory agreements generally provide that the Partnership (or a subsidiary of the Partnership) will indemnify the relevant Trading Advisor, its affiliates and their respective directors, officers, shareholders, employees and controlling persons for conduct undertaken as a trading advisor or otherwise relating to any action or omission of such persons (or alleged action or omission) in connection with the advisory agreements; provided that such action or omission (or alleged action or omission) does not constitute negligence (or gross negligence in some cases), misconduct or breach of the advisory agreements and was done in good faith and in a manner reasonably believed to be in, or not opposed to, the best interests of the Partnership.  The advisory agreements generally provide that the foregoing indemnified parties shall not be liable to the Partnership for actions or omissions within the scope of the standards set forth in the foregoing indemnities.

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Term.  The advisory agreements will be automatically renewed for successive year periods, on the same terms, unless terminated by either the relevant Trading Advisor or the Partnership (or a subsidiary of the Partnership).  Each Trading Advisor may terminate the advisory agreement if the equity in the Partnership’s account drops below a specified minimum amount as of the close of business on any day, among other reasons.  The General Partner may terminate the advisory agreements as of any month-end.

Minimum Investment Maintenance Levels.  The minimum investment maintenance levels with each Trading Advisor are as follows: Abraham Capital Management: $1,000,000; Boronia Capital Pty Ltd.: $1,000,000; Blackwater Capital Management LLC: $1,000,000; Cantab Capital Partners LLP: $15,000,000; Crabel Capital Management LLC: $1,000,000; Mapleridge Capital Corporation: $1,000,000; NuWave Investment Management, LLC: $5,000,000; Ortus Capital Management Ltd.: $20,000,000; Quantitative Investment Management-Global Program: none; Winton Capital Management Limited: $1,000,000.  A failure to maintain the minimum investment level does not result in an automatic termination of the agreement with the Trading Advisor, rather it permits the Trading Advisor to terminate the advisory agreement.

The relationship with PIA Capital Management L.P. was terminated on May 28, 2010. No other Trading Advisor relationships were terminated during the 2010 Fiscal Year.

Use of Proceeds and Interest

Subscription Proceeds.

BRIM pays from its own funds the selling commissions relating to the sale of the Units, except that  investors in Series I Units may be subject to an upfront selling commission of up to 1% of their subscription (but are not subject to Redemption Charges) Accordingly, 100% of the proceeds of Unit sales are received in cash by the Partnership and available for use in its speculative trading either directly through accounts managed by Trading Advisors on behalf of the Partnership (or a subsidiary of the Partnership) or to one or more Portfolio Funds operated and traded by such Trading Advisors.  In such trading, assets are used as security for and to pay for trading losses, as well as any expenses and redemptions.  The primary use of the proceeds of the sale of the Units is to permit the Trading Advisors to trade on a speculative basis in a wide range of different futures, forwards and options on futures markets.  While being used for this purpose, the Partnership’s assets are also generally available to earn interest, as more fully described below.  The most recent continuous offering of Units began effective February 1, 2004.

Market Sectors.

The Partnership and Portfolio Funds which may be allocated Partnership assets trade in a diversified group of markets under the direction of multiple independent Trading Advisors.  These Trading Advisors can, and do, from time to time, materially alter the allocation of their overall trading commitments among different market sectors.  There is no restriction on the commodity interests, that may be traded by any Trading Advisor or the frequency with which a Trading Advisor may alter its market sector allocations.

Market Types.

The Partnership and Portfolio Funds which may be allocated Partnership assets trade on a variety of United States and foreign futures exchanges. Substantially all of the Partnership’s off-exchange trading takes place in the highly liquid, institutional spot and forward foreign exchange markets (the “FX Markets”) where there are no direct execution costs.  Instead, the participant banks and dealers in the FX Markets take a “spread” between the prices at which they are prepared to buy and sell a particular currency, and such spreads are built into the pricing of the spot or forward contracts traded with the Partnership.  In its exchange of futures for physical (“EFP”) trading, the Partnership acquires cash currency positions through banks and dealers.  The Partnership pays a spread when it exchanges these positions for futures.  This spread reflects, in part, the different settlement dates of the cash and the futures contracts, as well as prevailing interest rates, but also includes a pricing spread in favor of the banks and dealers, which may include a Merrill Lynch & Co., Inc. (“Merrill Lynch”) entity.

Portfolio Fund currency trades and EFP trading are subject to similar considerations.

As in the case of its market sector allocations, the Partnership’s commitments to different types of markets — U.S. and non-U.S., regulated and nonregulated — differ substantially from time to time, as well as over time.

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Custody of Assets.

Substantially all of the Partnership’s assets deposited as margin in support of commodity futures positions are currently held in cash and customer segregated accounts at Merrill Lynch, Pierce, Fenner & Smith Incorporated (“MLPF&S”), NewEdge USA LLC (“NUSA”), J.P. Morgan Futures Inc. (“JPMFI”), UBS AG (“UBS”), State Street Bank and Trust Company (“SSBT”) or PFPC Trust Company (“PTC”). In the event that the Partnership invests in a Portfolio Fund, the Trading Advisor of such Portfolio Fund will select the Portfolio Fund’s custodians and clearing brokers. Partnership assets not deployed in support of futures or over-the-counter positions are on deposit with PTC.

Interest Paid on the Partnership’s U.S. Dollar and Non-U.S. Dollar Assets.

On assets held in U.S. dollars, MLPF&S credits the Partnership with interest at the prevailing 91-day U.S. Treasury bill rate.   On assets held in U.S. dollars, NUSA credits the Partnership with interest at 98% of the prevailing 91-day U.S. Treasury bill rate.  On assets held in U.S. dollars, JPMFI credits the Partnership with interest at the prevailing federal funds rate minus 12 basis points, when applicable.  On assets held in U.S. dollars, UBS credits the Partnership with interest at the prevailing federal funds rate. The Partnership is credited with interest on any of its assets and net gains actually held by MLPF&S or NUSA in non-U.S. dollar currencies at a prevailing local rate received by MLPF&S or NUSA.  MLPF&S or NUSA may derive certain economic benefit, in excess of the interest which MLPF&S or NUSA pays to the Partnership, from possession of such assets.

MLPF&S charges the Partnership MLPF&S’s cost of financing realized and unrealized losses on the Partnership’s non-U.S. dollar denominated positions. Such amounts generally are netted against interest income due to the immateriality of such amounts.

Assets held at PTC earn interest at money market interest rates. Due to the current interest rate environment, the Partnership’s cash investments, which could include a significant investment in a BlackRock-affiliated money market fund, are earning a lower rate of return in recent periods  than the return that they had been earning in past periods.  For that reason, income from these cash investments for the most recent year is substantially lower than for the previous year.

Charges

The following table summarizes the charges incurred by the Partnership during 2010, 2009 and 2008.

The foregoing table does not reflect the bid-ask spreads paid by the Partnership on its forward trading, or the benefits which may be derived from the deposit of certain of the Partnership’s U.S. dollar available assets maintained at MLPF&S, NUSA, JPMFI, UBS and SSBT.

The Partnership’s average month-end Net Assets during 2010, 2009 and 2008 equaled $333,087,003, $243,952,259, and $185,041,398 respectively.

During 2010, 2009 and 2008, the Partnership earned $492,166, $906,015 and $3,051,305, respectively, in interest income, or approximately 0.15%,  0.37% and 1.65%, respectively, of the Partnership’s average month-end Net Assets.

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Description of Current Charges

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Regulation

The Partnership, BRIM, MLPF&S, NUSA, JPMFI, UBS, and SSBT are each subject to regulation by, and registered with, the CFTC and each is a member of the National Futures Association (“NFA”) or otherwise eligible for exemption from registration with the CFTC and membership of the NFA. Certain of the Trading Advisors also are subject to registration by, and are registered with, the CFTC and are members of the NFA.  Other than in respect of its periodic reporting requirements under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) the Partnership itself is generally not subject to regulation by the SEC.  However, BRIM itself is registered as an “investment adviser” under the Investment Advisers Act of 1940, as amended. In the event BRIM’s registration with the CFTC or membership in the NFA were terminated, or suspended, BRIM would be unable to continue to manage the business of the Partnership, and termination of the Partnership could result.  The CFTC and certain commodity exchanges have established limits on the maximum net long or net short position which any person may hold or control in particular commodities.  Most exchanges also limit the changes in futures contract prices that may occur during a single trading day.  These limits may restrict the ability of the Trading Advisors to establish or liquidate positions on behalf of the Partnership (or a subsidiary of the Partnerhsip).  Currently currency forward contracts are not subject to regulation by any United States Government Agency, but under the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Reform Act”), certain currency forward contracts may be subject to regulation in the future.

(i) through (xii) — not applicable.

(xiii) The Partnership has no employees.

(d)                                 Financial Information about Geographic Areas

The Partnership does not engage in material operations in foreign countries, nor is a material portion of the Partnership’s revenue derived from customers in foreign countries.  However, the Partnership does allocate capital to Trading Advisors outside the United States and also trades, from the United States, on a number of foreign commodity exchanges.  The Partnership does not engage in the sales of goods or services.

Item 1A:             Risk Factors

Investors May Lose All or Substantially All of Their Investment

Investors must be prepared to lose all or substantially all of their investment.  The Partnership has no “principal protection” feature assuring the return of subscribers’ initial investment as of a specified future date.  To the extent that the Partnership allocates assets to Portfolio Funds (rather than an account of the Partnership or a subsidiary of the Partnership), the risks described below will apply equally to any such Portfolio Fund, unless otherwise provided below.

No guarantee or representation is made that the Partnership, any of the investment strategies utilized by the Trading Advisors or the Portfolio Funds (if any) will achieve their respective investment objectives.  The Partnership’s capital will be allocated primarily to Trading Advisors and, in general, neither the Partnership nor the

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General Partner will direct or influence the management of the Partnership’s capital by these Trading Advisors.  The Trading Advisors’ investments may include instruments which may unexpectedly become illiquid, and may also utilize highly speculative investment techniques including investing in domestic and international futures and forward markets, high leverage, swaps and notional principal contracts, currency forward trading, options on currency futures or on forward contracts.  Accordingly, an investment in the Partnership is speculative and involves considerations and risk factors which prospective investors should consider before subscribing.  The following is not intended to be a complete description or an exhaustive list of portfolio investments or risks.  An investment in the Partnership should form only a part of a complete investment program, and an investor must be able to bear the loss of its entire investment.  In addition, prospective investors should consult their own tax advisors regarding the potential tax consequences of the Partnership’s activities and investments.

Past Performance Not Necessarily Indicative of Future Results

Past performance is not necessarily indicative of future results.  Neither the Trading Advisors’ nor the Partnership’s past performance may be representative of how they or it, respectively, may trade in the future.  Prior to 2004, the Partnership generally retained 3-5 Trading Advisors, whereas currently the Partnership generally intends to retain 7-15 Trading Advisors and may retain more in the future. Consequently, even if past performance were indicative of future results, the performance of the Partnership prior to 2004 is not necessarily representative of the more broadly diversified strategy that the Partnership currently employs.

Volatile Markets; Highly Leveraged Trading

Futures and forwards are inherently leveraged instruments.  A futures or forward position may be opened by an initial deposit of only a fraction of the “notional” value of the position with a clearing broker (in the case of a futures contract) or a dealer (in the case of a forward).  When only a small fraction of the value of the position is deposited to open the position, a similarly small change in the market value of the position can diminish or completely offset that deposit, requiring the deposit of additional capital with the clearing broker or dealer, and causing losses that are a multiple of the change in the market value of the position.  For instance, if a futures position requiring the purchase and sale of $100,000 worth of a commodity has a 10% initial “risk margin” deposit requirement, a futures position is opened by depositing the minimum required $10,000 initial margin deposit, and the value of the position declines 10% (or $10,000), the clearing broker carrying the position will pay the $10,000 deposited to the clearinghouse as a mark-to-market payment, and the account will be required to close the position or deposit an additional $9,000 to bring the initial margin deposit back to 10% of the value of the now $90,000 position.  In that scenario, the 10% market move caused losses of 100% of the $10,000 deposited to open the position.  The risks of leveraged trading may be exacerbated due to the nature of the instruments underlying futures and forwards.  The values of such instruments tend to be volatile and materially affected by unpredictable factors such as weather and governmental intervention.  The combination of volatility in the value of the underlying commodities and the leverage inherent in futures and forwards creates a high degree of risk.

Substantial Charges

The Partnership is subject to substantial charges, including a distribution fee of 3% and a sponsor’s fee 1.25%  charged to Series A, F and G.  Series I does not pay a distribution fee, but does pay a sponsor’s fee of 1.00%.  The Partnership also pays Management Fees (on the order of 0%-2.5%) paid to the Trading Advisors, and brokerage commissions.  The Partnership’s performance must be in excess of such charges for the Partnership not to experience losses.

The incentive compensation paid to the Trading Advisors is based on the individual performance of each Trading Advisor, not the overall performance of the Partnership.  Historically, the Partnership has paid incentive compensation to certain Trading Advisors during periods when the performance of the Partnership as a whole was breakeven or unprofitable.

Importance of General Market Conditions

Overall market or economic conditions — which neither the General Partner nor any Trading Advisor can predict or control — have a material effect on performance.  Furthermore, such overall conditions can adversely affect the performance of numerous Trading Advisors at or about the same time, despite their implementing different and independent strategies.  During periods of market stress, when the potential diversification benefits of an investment in the Partnership may be the most important in terms of protecting an overall portfolio against major losses, a number of

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Trading Advisors may incur losses at or about the same time.  Consequently, the multi-Trading Advisor structure of the Partnership does not assure that its performance will not be adversely affected by current and future market or economic conditions.

Market Disruptions; Governmental Intervention; the Reform Act

The global financial markets have in the past few years gone through pervasive and fundamental disruptions that have led to extensive and unprecedented governmental intervention. Such intervention has in certain cases been implemented on an “emergency” basis, suddenly and substantially eliminating market participants’ ability to continue to implement certain strategies or manage the risk of their outstanding positions. In addition — as one would expect given the complexities of the financial markets and the limited time frame within which governments have felt compelled to take action — these interventions have typically been unclear in scope and application, resulting in confusion and uncertainty which in itself has been materially detrimental to the efficient functioning of the markets as well as previously successful investment strategies.

The Partnership may incur major losses in the event of disrupted markets and other extraordinary events in which historical pricing relationships become materially distorted. The risk of loss from pricing distortions is compounded by the fact that in disrupted markets many positions become illiquid, making it difficult or impossible to close out positions against which the markets are moving. The financing available to the Partnership from its banks, dealers and other counterparties is typically reduced in disrupted markets. Such a reduction may result in substantial losses to the Partnership. Market disruptions may from time to time cause dramatic losses for the Partnership, and such events can result in otherwise historically low-risk strategies performing with unprecedented volatility and risk.

In response to the recent financial crises, the Obama Administration and the U.S. Congress proposed sweeping reform of the U.S. financial regulatory system. After over a year of debate, the Reform Act became law in July 2010. The Reform Act seeks to regulate markets, market participants and financial instruments that previously have been unregulated and substantially alters the regulation of many other markets, market participants and financial instruments. Because many provisions of the Reform Act require rulemaking by the applicable regulators before becoming fully effective and the Reform Act mandates multiple agency reports and studies (which could result in additional legislative or regulatory action), it is difficult to predict the impact of the Reform Act on the Partnership, the Trading Advisors, and the markets in which they trade and invest. The Reform Act could result in certain investment strategies in which the Partnership engages or may have otherwise engaged becoming non-viable or non-economic to implement. The Reform Act and regulations adopted pursuant to the Reform Act could have a material adverse impact on the profit potential of the Partnership.

Speculative Position Limits

The CFTC and certain exchanges have established speculative position limits on the maximum net long or short futures and options positions which any person or group of persons acting in concert may hold or control in particular futures contracts. The CFTC has adopted a rule generally requiring each domestic US exchange to set speculative position limits, subject to CFTC approval, for all futures contracts and options on futures contracts traded on such exchanges which are not already subject to speculative position limits established by the CFTC or such exchange. The CFTC has jurisdiction to establish speculative position limits with respect to all futures contracts and options on futures contracts traded on exchanges located in the United States, and any such exchange may impose additional limits on positions on that exchange. Generally, no speculative position limits are in effect with respect to the trading of forward contracts or trading on non-US exchanges.

Pursuant to the Reform Act and regulatory rulemakings, in the future all trading accounts owned or managed by each of the Trading Advisors acting on behalf of the Partnership (or a subsidiary of the Partnership), its respective principals and affiliates, may be required to be aggregated for speculative position limit purposes depending upon the outcome of the rulemaking under the Reform Act. Because futures position limits allow a commodity trading advisor and its principals to control only a limited number of contracts in any one commodity, the Trading Advisors and their principals are potentially subject to a conflict among the interests of all accounts the Partnership and its principals control which are competing for shares of that limited number of contracts. Although the relevant Trading Advisor may be able to achieve the same performance results with OTC substitutes for futures contracts, the OTC market may be subject to differing prices, lesser liquidity and greater counterparty credit risks than the regulated US commodities exchanges. The relevant Trading Advisor may in the future reduce the size of the positions which would otherwise be taken or not trade in certain markets on behalf of the Partnership (or a subsidiary of the Partnership) in order to avoid exceeding such limits. Modification of such trades that would otherwise be made by the relevant Trading Advisor, if required, could adversely affect the Partnership’s operations

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and profitability. Such modification, if required, could require the Partnership to liquidate certain positions more rapidly than might otherwise be desirable, and could adversely affect the performance of the Partnership. A violation of speculative position limits by the Partnership could lead to regulatory action materially adverse to the Partnership’s prospects for profitability. Additionally, the CFTC could lower any applicable position limits, apply such limits to additional futures or commodity index contracts or restrict potentially relevant position limits exemptions.

The Reform Act significantly expands the CFTC’s authority to impose position limits with respect to futures contracts, options on futures contracts, swaps that are economically equivalent to futures or options on futures, swaps that are traded on a regulated exchange and certain swaps that perform a significant price discovery function. Although the CFTC had previously proposed a new rule to implement speculative position limits for futures and options contracts in certain energy commodities, it withdrew its proposed rule.

In January 2011, the CFTC issued a notice of proposed rulemaking (the “Proposed Limits Rule”) which outlines position limits for 28 so-called “exempt” (e.g. metal and energy contracts)  and agricultural commodity derivatives, futures and option contracts and their economically equivalent swaps.  The Proposed Limits Rule also narrows the definition of a bona fide hedging transaction for the purpose of obtaining an exemption from position limits, sets forth more stringent account aggregation standards and establishes visibility reporting requirements for exempt contracts (i.e. non-agricultural contracts).

Depending on the outcome of the rulemaking and any future CFTC regulatory actions, the rules may be amended in a manner that is either detrimental or favorable to the Partnership. For example, if the amended rules are detrimental to the Partnership, the Partnership’s ability to invest in additional commodity futures contracts may be limited to the extent these activities would cause the Partnership to exceed the applicable speculative position limits.

In addition, it is possible that the CFTC may propose additional new rules that would consider futures contracts underlying OTC transactions in calculating position limits. Any such changes could alter, perhaps to a material extent, the nature of an investment in the Partnership and the ability of the Partnership to continue to implement its investment approach.

No Diversification Benefits if the Partnership is Not Profitable

If the Partnership does not trade successfully — after deduction of all fees and charges — it cannot serve as an effective diversification for a traditional portfolio.

No Assurance of Non-Correlation; Limited Value of Non-Correlation Even if Achieved

Not only is the past performance of the Partnership not necessarily indicative of its future results (due to the speculative character of managed futures), but also there can be no assurance, however the Partnership may perform, that the Partnership’s results will be non-correlated with (i.e., unrelated to) the general stock and bond markets.  If the Partnership’s performance is not non-correlated to these markets, the Partnership cannot help diversify an overall portfolio.

Even if the Partnership’s performance is generally both profitable and non-correlated to the general stock and bond markets, it is highly likely that there will be significant periods during which the Partnership’s results are similar to those of an investor’s stock and bond holdings, thereby reducing or eliminating the Partnership’s diversification benefits.  During unfavorable economic cycles, an investment in the Partnership may increase rather than mitigate a portfolio’s aggregate losses.

Combining Independent Trading Strategies

Combining independent trading strategies could involve substantial opportunity costs, as one Trading Advisor’s profits are frequently offset by another Trading Advisor’s losses.  Different Trading Advisors often take

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opposite positions for the Partnership, eliminating the profit potential of the combined positions, while at the same time incurring transaction costs and paying advisory fees.

Market, Strategy and Management Risk

Market, strategy and management risk are the three broad categories of risk to which the Partnership will be subject.  There are certain general market conditions in which any given investment strategy is unlikely to be profitable.  Neither the Trading Advisors nor the General Partner has any ability to control or predict such market conditions.  From time to time, the economic viability of an entire strategy may deteriorate, due to an excessive concentration of managers in the same investment approach or general economic events that disrupt the source of profits which the strategy seeks to exploit (for example, by disrupting historical pricing relationships).  Short of such unusual problems as fraud or self-dealing by Trading Advisors, there are the more common problems of bad judgment or strategies changing over time.

Systematic Strategies

The Partnership’s assets are allocated to Trading Advisors that rely on technical, systematic strategies.  The widespread use of technical trading systems frequently results in numerous managers attempting to execute similar trades at or about the same time, altering trading patterns and affecting market liquidity.  Furthermore, the profit potential of trend-following systems may be diminished by the changing character of the markets, which may make historical price data (on which technical programs are based) only marginally relevant to future market patterns.

Discretionary Strategies

Certain of the Partnership’s Trading Advisors are discretionary rather than systematic traders.  Discretionary trading managers may be prone to emotionalism and a lack of discipline in their trading.  Relying on subjective trading judgment may produce less consistent results than those obtained by more systematic approaches.

Dependence on Trends

The best trading method or strategy, whether based on technical and/or fundamental analysis, will not be profitable if there are no price moves or trends of the kind that the strategy seeks to identify and follow.  In the past, there have been periods without discernible trends and, presumably, such periods will continue to occur in the future.  Any factor which would lessen the prospect of major trends occurring in the future may reduce the prospect that a Trading Advisor, whether employing a technical and/or fundamental trading strategy, will be profitable in the future.  Any factor which would make it more difficult to execute trades at desired prices in accordance with the Trading Advisor’s trading strategy (such as a significant lessening of liquidity in a particular market) would also be detrimental to profitability.

Increased Assets Under Management

The General Partner has observed a tendency for the rates of return achieved by managed futures advisors to decline as assets under management increase.  Many of the Trading Advisors are at or near their all-time high in assets under management, and do not typically impose a hard limit on assets under management.  However, certain managers may place soft capacity limits on the amount of assets in certain of their trading programs, and others may determine not to accept investments from new investors.

Reliance on the General Partner and Trading Advisors

The success of the Partnership is dependent on the expertise of the General Partner.  The General Partner is not required to devote its full time to the business of the Partnership, and there is no guarantee that any investment professional or other employee of the General Partner will allocate a substantial portion of his or her time to the Partnership.  The loss of one or more individuals involved with the General Partner could have a material adverse effect on the performance or the continued operation of the Partnership.  The same considerations apply to the Trading Advisors and their professionals or other employees.  In addition, if the General Partner is removed, resigns or otherwise no longer serves as the General Partner of the Partnership, a large number of Trading Advisors may become unavailable to the Partnership, which may have an adverse impact on the Partnership’s investment performance.

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Portfolio managers are assigned to the Partnership and other clients of the General Partner (“Other Clients”) by the BlackRock Alternative Advisors (“BAA”) Investment Oversight Committee (the “Investment Committee”) from among BAA investment professionals.  Allocations among the Trading Advisors decisions are the responsibility of the assigned portfolio manager, subject to the overall oversight of the Investment Committee.  As such, even when the Partnership and Other Clients share the same or similar investment objectives, their individual portfolios may differ, in part based on the judgments of different portfolio managers, and for other reasons.

No Assurance of Trading Advisors’ Continued Services; Competition for Trading Advisors

There is no assurance that any Trading Advisor will be willing or able to continue to provide advisory services to the Partnership.  There is severe competition for the services of qualified Trading Advisors, and the Partnership may not be able to retain satisfactory replacement or additional Trading Advisors on acceptable terms.  Trading Advisors generally have limited capacity and therefore, the General Partner attempts to equitably allocate such capacity among the different products advised by the General Partner.  In certain circumstances, however, the Partnership may be unable to employ a specific Trading Advisor, even if such Trading Advisor may be beneficial to the Partnership, due to such capacity constraints.  The identification of attractive investment opportunities is difficult and involves a high degree of uncertainty.  It is possible that competition for appropriate investment opportunities may increase, thus reducing the number of opportunities available and adversely affecting the Partnership’s ability to make certain investments or the terms upon which investments can be made.  In addition, it is possible that the Partnership may have exposure to the same investment through more than one Trading Advisors.  Furthermore, the applicable Trading Advisors could take opposing positions with respect to such investments and thus the Partnership’s exposure to such underlying investment could move against each other.

Use of Multiple Trading Advisors

No assurance can be given that the collective performance of the Trading Advisors will result in profitable returns or avoid losses for the Partnership as a whole.  Positive performance achieved by one or more Trading Advisors may be neutralized by negative performance experienced by other Trading Advisors.

Emerging Trading Advisors

The Partnership may allocate capital to Trading Advisors or invest in Portfolio Funds that are managed by Trading Advisors that have managed accounts or portfolio funds for a relatively short period of time (“Emerging Trading Advisors”).  The previous experience of Emerging Trading Advisors is typically in trading proprietary accounts of financial institutions or managing unhedged accounts of institutional money managers or other investment firms.  Because Emerging Trading Advisors may not have direct experience managing portfolio funds, including experience with financial, legal or regulatory considerations unique to portfolio fund management, and there is generally less information available on which to base an opinion of such Emerging Trading Advisors’ investment and management expertise, investments with Emerging Trading Advisors may be subject to greater risk and uncertainty than investments with more experienced Trading Advisors.

Recession

Certain strategies implemented by the Trading Advisors may be materially less likely to achieve their objectives during periods of economic recession and a general slow down in the overall economy.  It is impossible to predict whether the prevailing economic conditions will worsen, how long such conditions may persist and/or whether there may not be certain structural economic changes in the near-to mid-term future.  Continued recession and/or any such changes as may result could be materially adverse for the prospects of the Partnership.

Reliance on Key Individuals

The success of a particular Trading Advisor is dependent on the expertise of the relevant Trading Advisor personnel.  Certain Trading Advisors may have only one or a limited number of key individuals.  The loss of one or more individuals from a Trading Advisor could have a material adverse effect on the performance of such Portfolio Fund which, in turn, could adversely affect the performance of the Partnership.

Trading Advisor Misconduct or Bad Judgment

The General Partner may have no, or only limited, access to information regarding the activities of the Trading Advisors.  Furthermore, the General Partner cannot guarantee the accuracy or completeness of such information.  As a consequence, although the General Partner will monitor the activities of the Trading Advisors, it may be difficult, if

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not impossible, for the General Partner to protect the Partnership from the risk of Trading Advisor fraud, misrepresentation or material strategy alteration.  Limited Partners themselves will have no direct dealings or contractual relationships with the Trading Advisors and therefore will not be able to monitor the activities of the Trading Advisors.

Misconduct of Employees and of Third Party Service Providers

Misconduct or misrepresentations by employees of the General Partner, Trading Advisors or third party service providers could cause significant losses to the Partnership.  Employee misconduct may include binding a Trading Advisor or Portfolio Fund to transactions that exceed authorized limits or present unacceptable risks and unauthorized trading activities, concealing unsuccessful trading activities (which, in any case, may result in unknown and unmanaged risks or losses) or making misrepresentations regarding any of the foregoing.  Losses could also result from actions by third party service providers, including, without limitation, failing to recognize trades and misappropriating assets. In addition, employees and third party service providers may improperly use or disclose confidential information, which could result in litigation or serious financial harm, including limiting the Partnership’s business prospects or future marketing activities.  Despite the due diligence efforts of the General Partner, misconduct and intentional misrepresentations may be undetected or not fully comprehended, thereby potentially undermining the General Partner’s due diligence efforts.  As a result, no assurances can be given that the due diligence performed by the General Partner will identify or prevent any such misconduct.

Reliance on Valuation Information from Trading Advisors and Third Parties

In order to value the assets and liabilities of the Partnership, the Partnership and/or the General Partner may rely on information provided by Trading Advisors, their agents and/or outside parties.  Such persons may provide inaccurate, incomplete, out-of-date or otherwise unreliable information.

Furthermore, the Trading Advisors will generally face a conflict of interest in providing valuations to the Partnership since such valuations will affect the compensation of such Trading Advisors.

Risks Associated with Allocation to Portfolio Funds

The General Partner may allocate the Partnership’s assets either to accounts managed by Trading Advisors on behalf of the Partnership (or a subsidiary of the Partnership) or to one or more Portfolio Funds operated and traded by Trading Advisors that are registered as “commodity pool operators” under the Commodity Exchange Act.  With respect to assets allocated to a Portfolio Fund, the General Partner will lose some element of control over such assets in that such Portfolio Fund’s Trading Advisor (rather than the General Partner) will determine where their money is custodied, who acts as futures broker and the like.  Certain Portfolio Funds may maintain their assets in unregulated accounts fully subject to the risk and the credit rating of the broker.  In some cases, the General Partner will not have access to trade information and will not be able to confirm whether agreed upon trading restrictions are being followed.

Most Portfolio Funds permit redemptions only periodically such as of the month-end or the quarter-end, whereas in a managed account the General Partner can typically close the account on a more expedited basis.  The Partnership will only be able to reduce its allocation to such Portfolio Funds periodically.  Further, some Portfolio Funds may have the ability to delay or suspend redemptions in certain circumstances.  Thus, the General Partner’s ability to exit from a Trading Advisor and redeploy assets may be limited.

It is possible that the annual Schedule K-1 that investors receive for tax reporting purposes will arrive later if one or more of the Portfolio Funds runs late in delivering its own K -1s to investors.

Risks Associated with Redemptions by the Partnership from Portfolio Funds

The Partnership may redeem investments in Portfolio Funds either to reallocate Partnership assets or to raise redemption proceeds for redeeming Limited Partners.  Redemptions for either purpose may impact both redeeming Limited Partners and remaining Limited Partners, although the consequences to each may be different.

Liquidity Mismatch.  The Partnership’s redemption policies may allow shorter redemption notices and more frequent redemption of Units than certain Portfolio Funds.

Other Limitations on Withdrawals from Portfolio Funds.  If the Partnership allocates assets to one or more Portfolio Funds, the terms and conditions applicable to Portfolio Funds may permit the Portfolio Funds to

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(i) distribute assets in kind rather than pay redemptions in cash, (ii) suspend redemptions; thereby precluding the Partnership from liquidating its interest in such Portfolio Fund, (iii) impose other limitations upon redemptions or redemption payments.  Accordingly, a Limited Partner seeking to redeem Units may be subject to the risks of a Portfolio Fund until such time that the Partnership has actually received its redemption proceeds from the Portfolio Fund.  Moreover, in the event a Portfolio Fund suspends redemptions or fails to pay redemption proceeds, it may not be possible for the Partnership to pay redeeming Limited Partners their entire redemption amount.

Many Portfolio Funds retain the authority to suspend withdrawals, to establish substantial reserves (which may reduce amounts otherwise distributable to an investor such as the Partnership) and to withhold some or all of the withdrawal proceeds from a withdrawing investor so as to avoid having to liquidate investments prematurely in order to pay the withdrawing investor in full, or in circumstances in which it is not feasible to determine the exact value of the withdrawing investor’s investment as of the date of withdrawal.  During the recent financial market crisis, an unprecedented number of portfolio funds suspended withdrawals due to what the Trading Advisors believed to be an inability to execute portfolio transactions at reasonable price levels.

Secondary Market. The Partnership may sell Portfolio Funds on the secondary market.  This may include, at the discretion of the General Partner, selling such Portfolio Funds at a discount, thereby triggering a similar economic effect as a redemption penalty.

The Partnership has not made any investments in Portfolio Funds to date so it has not had to raise funds from Portfolio Funds. Instead, the Partnership pays its redemptions with the cash held in its various operating accounts. Due to the nature of its futures trading, the Partnership has significant amounts of cash available to it. When it needs to fund redemptions, the General Partner will adjust the net assets allocated to the Partnership’s various Trading Advisors as appropriate based upon its asset allocation process. The individual Trading Advisors decide which trading positions to liquidate in the accounts they manage, when necessary. To date, the Partnership has been able to satisfy all of its redemption requests in a timely manner, although no assurances can be given that it will be able to do so in the future.

Leveraging by Trading Advisors

Trading Advisors may engage in various forms of leverage, and the Partnership does not necessarily limit the use of leverage by individual Trading Advisors.  Leverage may include both leveraged trading in futures and forwards (as described above under “Risk Factors — Volatile Markets; Highly Leveraged Trading”) and other derivatives. To the extent that a Trading Advisor uses leverage, the value of the Partnership’s net assets (or the relevant Portfolio Fund) will tend to increase or decrease at a greater rate than if no leverage were employed.  Accordingly, any event which adversely affects the value of an investment by a Trading Advisor would be magnified to the extent that such investment is leveraged.  Leverage has a similar effect on investments themselves, to the extent the issuer is leveraged, and can also affect the issuer’s cash flow and operating results.

The cumulative effect of the use of leverage by Trading Advisors in a market that moves adversely to such Trading Advisors could result in a substantial loss to the Partnership which would be greater than if the Trading Advisors were not leveraged.  As a result, if the Partnership’s losses with respect to any Trading Advisor were to exceed the amount of capital allocated to that Trading Advisor, the Partnership could lose its entire investment.  In addition, the Partnership itself may enter into leverage transactions.  Leverage transactions by the Partnership would be in addition to any leverage transactions of Trading Advisors and is not limited by the amount, if any, by which Trading Advisors are leveraged.

Hedging Transactions

A Trading Advisor may utilize a variety of financial instruments, such as derivatives, options, interest rate swaps, caps and floors, forward contracts, both for investment purposes and for risk management purposes, for various reasons, including to:  (i) protect against possible changes in the market value of its investment portfolio resulting from fluctuations in the financial markets and changes in interest rates; (ii) enhance or preserve returns, spreads or gains (including unrealized gains) on any investment in its portfolio; or (iii) hedge the interest rate or currency exchange rate on any of its liabilities or assets.

A Trading Advisor may not anticipate a particular risk so as to hedge against it.  In addition, hedging transactions may result in a poorer overall performance for the Trading Advisor than if it had not engaged in any such hedging transaction.  The success of the hedging strategy is subject to the Trading Advisor’s ability to correctly assess the degree of correlation between the performance of the instruments used in the hedging strategy and the performance of the

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investments in the portfolios being hedged.  Since the characteristics of many securities change as markets change or time passes, the success of the Trading Advisor’s hedging strategy is also subject to the Trading Advisor’s ability to continually recalculate, readjust and execute hedges in an efficient and timely manner.

Changes in Trading Strategy

A Trading Advisor may make certain changes in its trading strategies without the knowledge of  the General Partner.   There can be no assurance that the trading strategies employed by a Trading Advisor will be successful.  For example, the proprietary models used by a Trading Advisor may not function as anticipated during unusual market conditions.  Furthermore, while each Trading Advisor may have a performance record reflecting its prior experience, this performance cannot be used to predict future profitability.

Independent Strategies

The Trading Advisors trade independently of one another and may at times hold economically offsetting positions.

Information Regarding Trading Advisors

The General Partner has no means of independently verifying much of the information supplied to it by Trading Advisors.

Conflicts of Interest

The Partnership is subject to a number of material actual and potential conflicts of interest, raising the possibility that investors will be disadvantaged to the benefit of the General Partner, the Trading Advisors or their respective principals and affiliates.  No formal policies or procedures have been adopted to resolve these conflicts.

Potential Conflicts of Interest Involving Trading Advisors

Certain of the Trading Advisors may engage in other forms of related and unrelated activities in addition to managing the Partnership’s assets or the Portfolio Funds in which the Partnership invests.  They may also make investments in futures and securities for their own account.  Activities such as these could detract from the time a Trading Advisor devotes to the affairs of the Portfolio Funds in which the Partnership invests.  In addition, certain of the Trading Advisors may engage affiliated entities to furnish brokerage services to Portfolio Funds and may themselves provide market making services, including acting as counterparty in over-the-counter transactions.  As a result, in such instances the choice of broker, market maker or counterparty and the level of commissions or other fees paid for such services (including the size of any mark-up imposed by a counterparty) may not have been made at arm’s length.

Trading Advisors’ receipt of incentive compensation may give the Trading Advisors an incentive to manage the Partnership’s account in a more risky or speculative fashion than the Trading Advisors otherwise would, particularly in the event the Partnership suffers losses that must be recouped before the Trading Advisors will be entitled to earn additional performance-based compensation.

Capacity Limitations of Trading Advisors

Trading Advisors may place limitations on the amount of, or number of persons whose, money they will manage.  In addition, new rules and regulations may result in additional limitations or restrictions being placed by Trading Advisors on the types of investors or assets that a Trading Advisor may accept.  Moreover, as a result of the convergence of the hedge fund and private equity markets and recent regulatory developments, many Trading Advisors have lengthened liquidity terms for the Portfolio Funds they manage, which may be more or less compatible with the liquidity requirements of the Partnership or of Other Clients of the General Partner and therefore result in differences in portfolio composition.  Any such restrictions or limitations could prevent the General Partner from allocating Partnership to certain Trading Advisors with which the General Partner would otherwise like to invest.  In addition, when capacity is constrained, allocation decisions may be made on a non-pro rata basis among funds, for example, so as to avoid small allocations or to increase existing below-target allocations before building new positions.  Also, if the Partnership or Other Clients invest in Portfolio Funds that generally are not accepting new investments, the General Partner may reallocate those investments (in whole or in part) from or to the Partnership or Other Clients as it deems in the best interest of the transferor and the transferee and permitted by applicable law.

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If the General Partner’s ability to make allocations to Trading Advisors is limited or restricted, the Partnership’s investment objective and, thus its returns, could be negatively impacted.  Furthermore, because of these capacity limitations, it is likely that the Partnership’s portfolio and those of Other Clients will have differences in the specific investments held in their portfolios even when their investment objectives are the same or similar.  These distinctions will result in differences in portfolio performance.

Illiquid Markets

Certain positions held by the Partnership may become illiquid, preventing a Trading Advisor from acquiring positions otherwise indicated by its strategy or making it impossible for a Trading Advisor to close out positions against which the market is moving.  In particular, the CFTC and futures exchanges have established limits referred to as “speculative position limits” on the maximum net long or net short position which any person may hold or control in particular commodity or financial futures contracts.  All of the positions held by all accounts owned or controlled by a Trading Advisor will be aggregated for the purposes of determining compliance with position limits.  It is possible that positions held by a Trading Advisor may have to be liquidated in order to avoid exceeding such limits.  Such modification or liquidation, if required, could adversely affect the operations and profitability of the Trading Advisor.  In addition, many futures exchanges impose limits beyond which the price of a futures contract may not trade during the course of a trading day, and there is a potential for a futures contract to hit its daily price limit for several days in a row, making it impossible for a Trading Advisor to liquidate a position and thereby experiencing dramatic losses.

Redemptions Restricted

The Units generally may only be redeemed as of a calendar month-end, upon at least 15 calendar days’ prior notice. Investors’ limited ability to redeem Units could result in there being a substantial difference between a Unit’s redemption value and its Net Asset Value as of the date by which irrevocable redemption requests must be received.  Redemption Charges apply through the end of the twelfth month after a Unit (other than for Series I Units) is issued.

Trading on Non-U.S. Exchanges

Trading Advisors may trade extensively in non-U.S. commodity futures contracts and in options thereon.  Non-U.S. futures transactions involve executing and clearing trades on a non-U.S. exchange.  This is the case even if the non-U.S. exchange is formally “linked” to a United States exchange, whereby a trade executed on one exchange liquidates or establishes a position on the other exchange.  No United States organization regulates the activities of a non-U.S. exchange, including the execution, delivery and clearing of transactions on such an exchange, and no United States regulator has the power to compel enforcement of the rules of the non-U.S. exchange or the laws of non-U.S. jurisdictions.  Moreover, such laws or regulations will vary depending on the jurisdiction in which the transaction occurs.  For these reasons, Trading Advisors which trade on non-U.S. exchanges may not be afforded certain of the protections which apply to United States commodity futures transactions, including the right to use United States alternative dispute resolution procedures.  In addition, funds used to margin non-U.S. futures transactions may not be provided the same protections as funds received to margin futures transactions on United States exchanges.

In a number of foreign markets, a substantial volume of trades, which in the United States could only be executed on a regulated exchange, are executed wholly off exchanges in privately negotiated and substantially unregulated transactions.  In some cases, the intermediaries through which a Trading Advisor may deal on foreign markets may in effect take the opposite side of trades made for a Trading Advisor, although acting as such Trading Advisor’s agent — a practice which would be prohibited in the United States.  A Trading Advisor may not have the same access to certain trades as do various other participants in foreign markets.

Non-U.S. Exchange Risk Exposure

Certain Trading Advisors may trade in instruments denominated, and may receive a portion of their income and gains, in currencies other than the U.S. Dollar.  A reduction in the value of such other currencies relative to the U.S. Dollar prior to conversion into U.S. Dollars, as applicable, would adversely affect the Net Asset Value of the Partnership.  The Partnership may, but is not required to, hedge the exchange exposure related to any such Trading Advisors.

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Non-U.S. Exchange Speculation

Certain of the Trading Advisors may engage in non-U.S. currency exchange rate speculation.  Non-U.S. exchange rates have been highly volatile in the past.  The combination of volatility and leverage gives rise to the possibility of large profit and large loss.  In addition, there is counterparty risk since currency trading is done on a principal-to-principal basis.

Bankruptcy or Default

The Partnership is subject to the risk of the insolvency of the clearing brokers, exchanges or clearinghouses.  Partnership assets could be lost or impounded during lengthy bankruptcy proceedings. The Partnership is also subject to the risk of the insolvency of any over-the-counter trade counterparty.  Were a substantial portion of the Partnership’s capital to become subject to a bankruptcy proceeding, the General Partner might suspend or limit trading, perhaps causing the Partnership to miss significant profit opportunities.  Under CFTC Regulation 1.20, a Clearing Broker is required to separately account for and segregate in a customer segregated funds account the Partnership’s commodity futures positions, the assets deposited as margin in respect of such positions, and any proceeds from such positions. A clearing broker may not obligate funds in the customer segregated funds account except to purchase, margin, guarantee, secure, transfer, adjust, or settle trades, contracts, or commodity option transactions of commodity or option customers, and a clearing broker may not hold, dispose of, or use any customer funds as belonging to any person other than its commodity or option customers.  Even so, if positions in the customer segregated funds account suffer losses in excess of the cash deposited to margin those positions, and the customer for whose account those positions are carried does not meet a clearing broker’s calls for additional margin, a clearing broker could be forced into bankruptcy if it cannot satisfy those losses out of its own assets.  If that were to happen, because the Partnership’s positions and assets are commingled with other customer positions in the customer segregated funds account at such clearing broker, the Partnership’s assets deposited with such clearing broker would be used pro rata with the assets of other customers to satisfy any remaining losses from those positions in the account, and Partnership investors could incur substantial losses, despite the Partnership having been otherwise highly profitable.

Limited Regulatory Oversight

The Partnership does not come within the statutory definition of an “investment company” and  is not registered as an investment company, under the Investment Company Act of 1940, as amended (the “1940 Act”), or any comparable regulatory requirements, and does not intend to do so.  Accordingly, the provisions of such regulations, which among other things generally require investment companies to have a majority of disinterested directors, require securities held in custody at all times to be maintained in segregated accounts, impose certain operational trading limitations and regulate the relationship between the investment company and its asset manager, are not applicable to an investment in the Partnership. The General Partner is registered as an investment adviser under the Investment Advisers Act of 1940, as amended (the “Advisers Act”) and is consequently subject to the record-keeping, disclosure and other fiduciary obligations specified in the Advisers Act.  Upon request from a prospective investor, the Partnership will provide a copy of Part II of the General Partner’s Form ADV or brochure in lieu thereof.

Absence of Regulation Concerning Trading Advisors and Portfolio Funds

Portfolio Funds will not be registered as investment companies under the 1940 Act.  In addition, certain Trading Advisors will not be required to register as commodity pool operators or commodity trading advisors under the Commodity Exchange Act or as investment advisers under the Advisers Act.  Also, Trading Advisors that operate outside of the United States may be registered under the Advisers Act, but not subject to as comprehensive a regulatory scheme as Trading Advisors that are registered under the Advisers Act and operating within the United States.  As a result, Trading Advisors may be subject to a wide range of laws and regulatory oversight, and the protections available to the Partnership will correspondingly vary.  Similarly, certain investments in funds and accounts formed and operated outside the United States may not be subject to comprehensive government regulation.  The Trading Advisors may not be covered by insurance or by fidelity bonding.  Moreover, the Partnership generally will have no control over the selection of the custodians of the assets of any Portfolio Funds in which the Partnership invests, which also may be subject to a lesser degree of government supervision or regulation than commercial banks, trust companies or securities dealers conducting business within the United States.

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Currency Forward Trading

The Trading Advisors may trade forward contracts on currencies on behalf of the Partnership (or a subsidiary of the Partnership).  Forward contracts are not traded on exchanges; rather, banks and dealers act as principals in these markets.  Consequently, in respect to its forward trading, the Partnership is subject to the risk of the inability or refusal to perform with respect to such contracts on the part of the principals or agents with or through which the Trading Advisors trade.  Any failure or refusal to discharge their contractual obligations by the counterparties with which the Trading Advisors deal on the forward markets, whether due to insolvency, bankruptcy or other causes, could subject the Partnership to substantial losses.  No Trading Advisor will be excused from performance under any forward contracts into which it has entered due to defaults under other forward contracts which in the Trading Advisor’s strategy were to have substantially “covered” the non-defaulted contracts.  There is also the risk that a counterparty that loses money on a contract with a Trading Advisor may seek to avoid its obligations on legal grounds.

Option Transactions

The Trading Advisors may engage in option transactions.  The purchase or sale of an option involves the payment or receipt of a premium payment by the investor and the corresponding right or obligation, as the case may be, to either purchase or sell the underlying instrument for a specific price at a certain time or during a certain period.  Purchasing options involves the risk that the underlying instrument does not change price in the manner expected, so that the option expires worthless and the investor loses its premium.  Selling options, on the other hand, involves potentially greater risk because the investor is exposed to the extent of the actual price movement in the underlying security in excess of the premium payment received.  Over-the-counter options also involve counterparty solvency risk.

Currency Options Trading

The Trading Advisors may trade options on currencies or on currency futures or forward contracts.  Although successful options trading requires many of the same skills as successful futures trading, the risks involved are somewhat different.  For example, the assessment of near-term market volatility — which is directly reflected in the price of outstanding options — can be of much greater significance in trading options than it is in many long-term futures strategies.  Trading in options may result in substantial losses if market volatility is incorrectly predicted.

Swaps and Other Derivatives

The Trading Advisors may enter into swap and similar derivative transactions which seek to modify or replace the investment performance of particular interest rates, currencies, securities, investment fund interests, indices, prices or markets on a leveraged or an unleveraged basis.  A swap transaction is an individually negotiated, non-standardized agreement between two parties to exchange cash flows (and sometimes principal amounts) measured by different interest rates, exchange rates, indices or prices, with payments generally calculated by reference to a principal (“notional”) amount or quantity.  Swap contracts and similar derivative contracts are not traded on exchanges; rather, banks and dealers act as principals in these markets.  As a result, the Trading Advisors are subject to the risk of the inability or refusal to perform with respect to such contracts on the part of the counterparties with which the Trading Advisors trade.  See “Risk Factor — Counterparty Risk” below.  The swap market is generally not regulated by any United States or foreign governmental authority.  Speculative position limits are not applicable to swap transactions, although the counterparties with which the Trading Advisors deal may limit the size or duration of positions available to the Trading Advisors as a consequence of credit considerations.  Participants in the swap markets are not required to make continuous markets in the swap contracts they trade.

Over-the-Counter Derivatives Markets

The Reform Act includes provisions that comprehensively regulate the over-the-counter (“OTC”) derivatives markets for the first time.

The Reform Act will mandate that a substantial portion of OTC derivatives must be executed in regulated markets and submitted for clearing to regulated clearinghouses. OTC trades submitted for clearing will be subject to minimum initial and variation margin requirements set by the relevant clearinghouse, as well as possible SEC- or CFTC-mandated margin requirements. The regulators also have broad discretion to impose margin requirements on non-cleared OTC derivatives and new requirements will apply to the holding of customer collateral by OTC derivatives dealers. These requirements may increase the amount of collateral the Partnership is required to provide and the costs associated with providing it. Although the Reform Act includes limited exemptions from the clearing and margin requirements for so-called “end-users,” the Partnership does not expect to be able to rely on such exemptions. In addition, the OTC derivative dealers with which the Partnership executes the majority of its OTC derivatives will not be able to rely on the end-user exemptions under the Reform Act and therefore such dealers will be subject to clearing and margin

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requirements irrespective of whether the Partnership is subject to such requirements. OTC derivative dealers also will be required to post margin to the clearinghouses through which they clear their customers’ trades instead of using such margin in their operations, as is currently permitted. This will increase the OTC derivative dealers’ costs, and these increased costs are expected to be passed through to other market participants in the form of higher upfront and mark-to-market margin, less favorable trade pricing, and the possible imposition of new or increased fees.

The SEC and CFTC may also require a substantial portion of derivative transactions that are currently executed on a bi-lateral basis in the OTC markets to be executed through a regulated securities, futures, or swap exchange or execution facility. Such requirements may make it more difficult and costly for investment funds, including the Partnership, to enter into highly tailored or customized transactions. They may also render certain strategies in which the Partnership might otherwise engage impossible or so costly that they will no longer be economical to implement.

OTC derivative dealers and major OTC derivatives market participants will be required to register with the SEC and/or CFTC. The Partnership or the Trading Advisors may be required to register as major participants in the OTC derivatives markets. Dealers and major participants will be subject to minimum capital and margin requirements. These requirements may apply irrespective of whether the OTC derivatives in question are exchange-traded or cleared. OTC derivatives dealers will also be subject to new business conduct standards, disclosure requirements, reporting and recordkeeping requirements, transparency requirements, position limits, limitations on conflicts of interest, and other regulatory burdens. These requirements may further increase the overall costs for OTC derivative dealers, which costs are also likely to be passed along to market participants. The overall impact of the Reform Act on the Partnership is highly uncertain and it is unclear how the OTC derivatives markets will adapt to this new regulatory regime.

Currency Markets May Be Illiquid or Disrupted

Although generally highly liquid, the markets in which the Trading Advisors trade can experience periods of illiquidity, sometimes of significant duration.  For example, none of the participants in the forward markets are required to maintain a market in any particular currency or to maintain a reasonable spread between the “bid” and “asked” prices that they quote.  Disruptions can occur in any market traded by the Trading Advisors due to unusually high trading volume, political intervention or other factors.  Market illiquidity or disruption could result in major losses to the Partnership.

Portfolio Turnover

The Trading Advisors may invest and trade their portfolio investments on the basis of certain short-term market considerations.  The turnover rate within these Trading Advisors is expected to be significant, potentially involving substantial brokerage commissions and fees.  The General Partner will have no control over this turnover.

Legal Risk

Trading Advisors may trade in futures, currencies and options thereon in various markets throughout the world, including emerging or developing markets, some of which are highly controlled by governmental authorities.  Particularly in developing markets, laws governing transactions in commodities, derivatives securities and securities indices and other contractual relationships are new and largely untested.  As a result, these investments may entail unusual risks, including inadequate investor protection, contradictory legislation, incomplete, unclear and changing laws, ignorance or breaches of regulations on the part of other market participants, lack of established or effective avenues for legal redress, lack of standard practices and confidentiality customs and lack of enforcement of legal regulations. It may be difficult to obtain or enforce judgments in these countries.

Credit Risk Associated with Exchange — Traded Futures Contracts and Options on Futures Contracts

In entering into futures contracts and options on futures contracts, there is a risk that a counterparty will not be able to meet its obligations to the Partnership or a Portfolio Fund.  The counterparty for futures contracts and options on futures contracts traded in the US and on most foreign futures exchanges is the clearinghouse associated with such exchange.  In general, clearinghouses are backed by the corporate members of the clearinghouse that are required to share any financial burden resulting from the non-performance by one of its members and, as such, should significantly reduce this credit risk.  In cases where the clearinghouse is not backed by the clearing members (i.e., some foreign exchanges), it is normally backed by a consortium of banks or other financial institutions.  There can be no assurance that any counterparty, clearing member or clearinghouse will be able to meet its obligations to the Partnership or a Portfolio Fund.

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Counterparty Risk

In selecting counterparties to transactions in which the Partnership will engage, including but not limited to, borrowings under lines of credit it may have in place, the General Partner has the authority to and will consider a variety of factors in addition to the price associated with such transactions.  Considerations may include, but are not limited to: (a) the ability of the counterparty to (i) provide other products and services, (ii) accept certain types of collateral and provide multiple products or services linked to such collateral or (iii) execute transactions efficiently, or (b) the counterparty’s facilities, reliability and financial responsibility.  Such products and services generally may benefit both the Partnership and Other Clients, although not necessarily in relation to their relative participation in a particular transaction.  If the General Partner determines that the counterparty’s transaction costs are reasonable overall, the Partnership may incur higher transaction costs than it would have paid had another counterparty been used.  The General Partner will periodically reevaluate its assessment of the selected counterparty.  Subject to the Advisers Act, other applicable regulatory frameworks and the terms of the Partnership’s governing documents, counterparties to such transactions may be affiliates of, or service providers to, the Partnership or the General Partner, and thus such transactions may be subject to a number of potential conflicts of interest.

Certain of the markets in which Trading Advisors invest and trade are OTC or “interdealer” markets.  The participants in these markets typically are not subject to the type of strict credit evaluation and regulatory oversight applicable to members of “exchange-based” markets, and transactions in these markets typically are not settled through exchanges or clearinghouses that guarantee the trades of their participants.  Rather, the responsibility for performing under a particular transaction rests solely with the counterparties to such transaction.  This results in the risk that a counterparty may not settle a transaction with a Trading Advisor in accordance with its terms, because the counterparty is either unwilling or unable to do so (for example, because of a credit or liquidity problem affecting the counterparty), potentially resulting in significant loss.  In some jurisdictions, the Partnership may only be an unsecured creditor of its counterparty in the event of bankruptcy or administration of such counterparty.  In an attempt to mitigate the risk of counterparty default, many counterparties now require the posting of collateral.  However, this collateral may be difficult to liquidate in a market crisis.  In addition, a Trading Advisor could lose a significant portion of the Partnership’s capital while the Trading Advisor attempts to execute a substitute transaction to replace a transaction under which a counterparty has defaulted.  In the event of a counterparty failure, the Partnership could lose all of its assets.

Documentation, clearance and settlement practices in the market generally have been the subject of regulatory and industry concerns.  Furthermore, derivative instruments typically contain provisions giving the counterparty the right to terminate the contract upon the occurrence of certain events.  The payment obligations with respect to derivative instruments are often based on a notional principal amount, which may result in a leveraged investment.

The bankruptcy of Refco LLC and the related customer losses have indicated that even funds which investors may have believed were subject to regulatory protection may be subject to the insolvency of the dealers or counterparties with which such funds are maintained.  Furthermore, recent apparently significant losses incurred by many hedge funds in relation to the bankruptcy and/or administration of Lehman Brothers Holdings and its affiliates illustrate the risks incurred in both derivatives trading and custody/brokerage arrangements.

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“Counterparty risk” is accentuated in the case of contracts having longer maturities as well as  in the case of a Trading Advisor that concentrates its transactions with a single counterparty or a limited number of counterparties.

The General Partner has no control over the counterparties with which the Trading Advisors enter into transactions.  In addition, Trading Advisors generally are not restricted from dealing with any particular counterparties or from concentrating any or all of their transactions for the Partnership with a single counterparty or limited number of counterparties.

Many risks exist when capital is maintained at unregulated entities (including the risk that such unregulated entities could become insolvent).  In addition, most dealing agreements permit counterparties to transfer customer funds from regulated to unregulated accounts in the counterparties’ discretion.  The General Partner has no ability to assess the extent to which the Trading Advisors maintain their assets in unregulated accounts that do not enjoy any protection in the event of the bankruptcy of the counterparties holding such assets.

Regulatory Changes Could Restrict the Partnership’s Operations

Legal, tax, and regulatory changes, as well as judicial decisions, could adversely affect the Partnership.  In particular, the regulatory environment relevant to the Partnership, the General Partner and Trading Advisor activities is evolving and may entail increased regulatory involvement in their businesses or result in ambiguity or conflict among legal or regulatory schemes applicable to their businesses, all of which could adversely affect the investment or trading strategies pursued by the Partnership or Trading Advisors or the value of investments held by the Partnership or a Trading Advisor.

In addition, Trading Advisors may pursue certain strategies or investment types that may be subject to additional legal or regulatory risks, including changing applicable laws and regulations, developing or differing interpretations of such laws and regulations, and increased scrutiny by regulators and law enforcement authorities.  These risks and their potential consequences are often difficult or impossible to predict, avoid or mitigate in advance.  The effect on the Partnership and the Trading Advisors of any such legal or regulatory risk could be substantial and adverse.

The Partnership implements a speculative, highly leveraged strategy.  From time to time there is governmental scrutiny of these types of strategies and political pressure to regulate their activities.  For example, foreign governments have from time to time blamed the declines of their currencies on speculative funds and imposed restrictions on speculative trading in certain markets, and the collapse of major hedge funds in 1998 and recent years among certain corporate and market events has led to significantly increased regulatory monitoring of the activities of these funds and, to an extent, commodity pools such as the Partnership.

Regulatory changes could adversely affect the Partnership by restricting its markets, limiting its trading and/or increasing the taxes to which Limited Partners are subject.  As a result, adverse regulatory initiatives could develop suddenly and without notice.

As a consequence of the current U.S. and international regulatory focus on hedge funds, the regulatory environment is uncertain.  In addition, alternative U.S. or non-U.S. rules or legislation regulating Trading Advisors may be adopted, and the possible scope of any rules or legislation is unknown.  It is also unclear what steps Trading Advisors may take with respect to their registration or policies they may have adopted in response to the rules.  There can be no assurances that the Partnership, the General Partner, or any Trading Advisor or Portfolio Fund will not in the future be subject to regulatory review or discipline.

In addition, the Partnership will have exposure to derivatives transactions through the Trading Advisors or a Portfolio Fund. The regulation of derivatives is an evolving area of law and is subject to modification by government and judicial action.

Broad Indemnification

The various agreements and other documents referenced herein contain various provisions limiting the liability of the General Partner and its affiliates and provide broad indemnification.  The U.S. federal and state securities laws impose liabilities under certain circumstances on persons that cannot be waived by contract or other agreements or documents.  Therefore, nothing in those agreements should be deemed, or be construed in a manner that purports, to waive or limit any right to the extent such waiver or limitation is prohibited by applicable law.

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The following are not risks but rather important tax features of investing in the Partnership that all prospective investors should carefully consider before deciding whether to purchase Units.

Investors Are Taxed Every Year on Their Share of the Partnership’s Profits — Not Only When They Redeem as Would Be the Case if They Held Stocks or Bonds

Investors are taxed each year on their share of the Partnership’s income and gains, irrespective of whether they redeem any Units.

All performance information included in this Form 10-K is presented on a pre-tax basis; the investors who experienced such performance were required to pay the related taxes with money from other sources.

Over time, the compounding effects of the annual taxation of the Partnership’s income are material to the economic consequences of investing in the Partnership.  For example, a 10% compound annual rate of return over five years would result in an initial $10,000 investment compounding to $16,105.  However, if one factors in a 30% tax rate each year (the blended tax rate on many of the futures contracts traded by the Partnership is currently 23%), the result would be $14,025.

A Portion of the Partnership’s Trading Gains Are Taxed at Higher Capital Gains Rate

Investors are taxed on their share of any trading profits of the Partnership at both short- and long-term capital gain rates depending on the mix of U.S. exchange-traded contracts and non-U.S. contracts traded.  These tax rates are not impacted by how long an investor holds Units.  Consequently, the tax rate on the Partnership’s trading gains may be higher than those applicable to other investments held by an investor for a comparable period.

Tax Could Be Due From Investors on Their Share of the Partnership’s Interest Income Despite Overall Losses

Investors may be required to pay tax on their allocable share of the Partnership’s interest income, even if the Partnership incurs overall losses.  Trading losses can only be used to offset trading gains and $3,000 of ordinary income (including interest income) each year.  Consequently, if an investor were allocated $5,000 of interest income and $10,000 of net trading losses, the investor would owe tax on $2,000 of interest income even though the investor would have a $5,000 loss for the year.  The $7,000 capital loss would carry forward, but subject to the same limitation on its deductibility against interest income.

Accounting for Uncertainty in Income Taxes

Accounting Standards Codification (“ASC”) 740, “Income Taxes”, provides guidance on the recognition of uncertain tax positions. ASC 740 prescribes the minimum recognition threshold that a tax position is required to meet before being recognized in an entity’s financial statements. It also provides guidance on recognition, measurement, classification and interest and penalties with respect to tax positions. A prospective investor should be aware that, among other things, ASC 740 could have a material adverse effect on the periodic calculations of the Net Asset Value of the Partnership, including reducing the Net Asset Value of the Partnership to reflect reserves for income taxes that may be payable by the Partnership. This could cause benefits or detriments to certain investors, depending upon the timing of their entry and exit from the Partnership.

Investment Advisory Fees

Limited Partners could be required to treat the Trading Advisors’ Profit Share compensation, as well as certain other expenses of the Partnership, as “investment advisory fees,” which are subject to substantial restrictions on deductibility for individual taxpayers.  The General Partner has not, to date, been classifying the Trading Advisors’ performance-based compensation or any such expenses as “investment advisory fees,” a position to which the Internal Revenue Service (the “IRS”) might object.

Tax Audit

There can be no assurance that the Partnership’s tax returns will not be audited by the IRS.  If such an audit were to result in an adjustment, Limited Partners could be required to pay back taxes, interest and penalties, and could themselves be audited.

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Prospective investors are strongly urged to consult their independent tax advisers and counsel with respect to the possible tax consequences of an investment in the Partnership, particularly since such tax consequences may differ among investors.

Credit Risk

Heightened stress in the financial system stemming from ongoing issues in residential real estate and structured credit markets, as well as a fear of recession, has led to significant de-leveraging by financial institutions. This in turn has led to dissipating liquidity and steep declines in valuations across a number of asset classes, particularly in the credit markets. The disruptions in credit markets have prompted many investors to sell their current holdings in search of safe havens, such as U.S. government bonds and precious metals. Historically, these flight-to-quality conditions have created strong trends in the global fixed income and commodities markets. Past market performance is not necessarily indicative of future market performance.

Information Technology Systems

The Partnership is dependent on the General Partner and the Trading Advisors for investment management, operational and financial advisory services.  The Partnership is also dependent on the General Partner for certain management services as well as back-office functions.  The General Partner and the Trading Advisors depend on information technology systems in order to assess investment opportunities, strategies and markets and to monitor and control risks for the Partnership and Portfolio Funds.  Information technology systems are also used to trade in the underlying investments of the Portfolio Funds.

It is possible that a failure of some kind which causes disruptions to these information technology systems could materially limit the General Partner’s or a Trading Advisor’s ability to adequately assess and adjust investments, formulate strategies and provide adequate risk controls.  Any such information technology related difficulty could harm the performance of the Partnership.

Further, failure of the back office functions of the General Partner to process trades in a timely fashion could prejudice the investment performance of the Partnership.

Lack of Transferability of Partnership Units

The Units offered hereby have not been registered under the Securities Act of 1933, as amended (the “Securities Act”) or state securities laws and are subject to restrictions on transfer contained in such laws The Units may be transferred or assigned to suitable investors without the consent of the General Partner, but subject to the resale restrictions imposed by the federal and state securities laws on privately-offered securities. No assignee may become a substituted Limited Partner without the General Partner’s consent.  In addition, any transfer of Units will be subject to the anti-money laundering policies and procedures and other regulatory requirements applicable to the Partnership, as determined by the Administrator and the General Partner.  There will not be any market for the Units.

Legal Risk, Litigation and Regulatory Action

The General Partner is part of a larger firm with multiple business lines active in several jurisdictions that are governed by a multitude of legal systems and regulatory regimes, some of which are new and evolving.  The Partnership, the General Partner and their affiliates are subject to a number of unusual risks, including changing laws and regulations, developing interpretations of such laws and regulations, and increased scrutiny by regulators and law enforcement authorities.  Some of this evolution may be directed at the hedge fund industry in general or certain segments of the industry, and may result in scrutiny or claims against the Partnership or the General Partner directly for actions taken or not taken by the Partnership or the General Partner.  These risks and their potential consequences are often difficult or impossible to predict, avoid or mitigate in advance, and might make some Portfolio Funds or the services of the Trading Advisors unavailable to the Partnership, or adversely affect the ability of the Partnership to fulfill redemption requests.  The effect on the Partnership, the General Partner or any affiliate of any such legal risk, litigation or regulatory action could be substantial and adverse.

Bank Holding Company Act of 1956

Each of BlackRock and the General Partner is, for purposes of the Bank Holding Company Act of 1956, as amended (the “BHC Act”), a subsidiary of PNC Financial Services Group, Inc. (“PNC”), Bank of America Corporation (“BAC”) and Barclays BR Holdings S.à.r.l (“Barclays”), each of which is subject to regulation and supervision as a “financial holding company” (an “FHC”) by the Board of Governors of the Federal Reserve System (the

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“Federal Reserve”). Because the General Partner may be deemed to exercise corporate control over the Partnership for purposes of the BHC Act, each of the Partnership, the General Partner and BlackRock intends to comply with the investment and activities restrictions that would generally be applicable to BAC, PNC and Barclays as FHCs. Under the BHC Act, an FHC and its affiliates may engage in, and may acquire interests in, or control of, companies engaged in, among other things, a wide range of activities that are “financial in nature,” including certain banking, securities, investment management, merchant banking, and insurance activities. Other activities may be limited or prohibited under the BHC Act. Any failure by BAC, PNC or Barclays to qualify as an FHC under the BHC Act could result in restrictions on the activities or investments of the Partnership.

The General Partner, BlackRock and the Partnership intend to rely on statutory and regulatory provisions in order to maintain compliance with the BHC Act. The General Partner reserves the right to rely on any applicable exemptions and to take all reasonable steps deemed necessary, advisable or appropriate to comply with the BHC Act. The BHC Act and Federal Reserve regulations and interpretations thereunder may be amended over the term of the Partnership.

Monitoring of Allocations of Partnership Capital to Trading Advisors

Trading Advisors could be the subject of lawsuits or legal proceedings, and the expenses or liabilities which arise from any such suits or proceedings, will be borne by the Trading Advisor, and indirectly by the Partnership as a client of the Trading Advisor.  In addition, although BAA attempts to monitor the performance of all of its Trading Advisors, the General Partner must ultimately rely on (i) the Trading Advisor to operate in accordance with its investment guidelines, and (ii) the accuracy of the information provided to the General Partner by the Trading Advisor.  Any failure of the Trading Advisor to operate within such guidelines or to provide accurate information, could subject the Partnership to losses.  Moreover, many of the strategies implemented by the Trading Advisors rely on the financial information made available by the issuers in which the Trading Advisors invest.  BAA has no ability to independently verify the financial information disseminated by the issuers in which the Trading Advisors invest and is dependent upon the integrity of both the management of these issuers and the financial reporting process in general.  Recent events have demonstrated the material losses which investors such as the Partnership can incur as a result of corporate mismanagement, fraud and accounting or other irregularities.

Multiple Levels of Expense

Both the General Partner and Trading Advisors receive investment management fees.  In addition to management fees, the Partnership is subject to other substantial charges, including a distribution fee and a Redemption Charge and other expenses.  Furthermore, in addition to a fixed Management Fee, Trading Advisors typically will receive performance-based allocations.  The existence of a performance fee may create an incentive for the Trading Advisor to make riskier and more speculative investments than would otherwise be the case in the absence of such performance-based compensation.  A Trading Advisor may receive performance-based allocations based on the unrealized appreciation of the account or Portfolio Fund’s portfolio (as the case may be).  Also, the “high water mark” for a Trading Advisor’s account or the investment in a Portfolio Fund (as the case may be) may not correspond to a Limited Partner’s holding period.  Therefore, the Partnership may pay a performance fee to a Trading Advisor when a Limited Partner has not received the same positive performance for the Partnership as a whole and a Limited Partner may benefit from a “loss carry forward” attributable to a Trading Advisor’s account or a Portfolio Fund (as the case may be) where the Partnership incurred the loss prior to the Limited Partner’s investment.  Furthermore, Trading Advisors are compensated based on the performance of the accounts they trade for the Partnership or the Portfolio Fund they manage (as the case may be).  Consequently, a particular Trading Advisor may receive performance-based compensation in respect of its performance during a period when the Partnership’s overall capital depreciated.  Historically, certain Trading Advisors have required substantial performance fees when the performance of the Partnership as a whole was breakeven or unprofitable.

If the Partnership invests in a Portfolio Fund, the Partnership, along with each other investor in such Portfolio Fund, will pay its pro rata share of the expenses of such Portfolio Fund, including such Portfolio Fund’s organizational, operating and investment expenses as well as its pro rata share of any extraordinary expenses incurred by such Portfolio Fund.

Managed Account Allocations

The Partnership primarily places assets with Trading Advisors by opening discretionary managed accounts rather than investing in Portfolio Funds.  Managed accounts expose the Partnership to theoretically unlimited liability, and it is possible, given the leverage at which certain of the Trading Advisors trade, that the Partnership could

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lose more in a managed account directed by a particular Trading Advisor than the Partnership had allocated to such Trading Advisor to invest.  However, the Partnership will seek to mitigate such risks investing, whenever possible via a structure that limits the Partnership’s maximum liability to the amount invested in any such managed account.

Ownership of Underlying Investments

When deciding whether to invest or continue investing in a Portfolio Fund, the General Partner carries out no independent investigation of the ownership of the assets of the Portfolio Fund.  Instead, the General Partner relies on audited accounts and other financial information provided to it by the Portfolio Fund.  In the event that a Portfolio Fund does not own or there is a defect in the ownership of the underlying investments, this could have an adverse impact on the ability of the Partnership to achieve its investment objective.

General Trading Risk Disclosure Statement

Prospective investors should carefully consider whether their financial condition permits them to participate in the Partnership.  In so doing, prospective investors should be aware that futures and options trading can quickly lead to large losses as well as gains.  Such trading losses can sharply reduce the Net Asset Value of the Partnership and consequently the value of an investor’s Units.  In addition, certain restrictions on redemption may affect an investor’s ability to withdraw from participation in the Partnership.  Further, the Partnership is subject to substantial charges for management, as well as advisory and brokerage fees.  It may be necessary for the Partnership to make substantial trading profits to avoid depletion or exhaustion of its assets.  Notwithstanding the foregoing risk factors in this Form 10-K, this brief statement cannot disclose all of the risks and other factors necessary to evaluate a potential investor’s participation in the Partnership.

Item 1B:  Unresolved Staff Comments

There are no unresolved staff comments.

Item 2:          Properties

The Partnership does not use any physical properties in the conduct of its business.

The Partnership’s administrative offices are the administrative offices of BRIM, 55 East 52nd Street, New York, New York 10022.  BRIM performs certain administrative services for the Partnership from BlackRock’s offices.

Item 3:                      Legal Proceedings

The Partnership or BRIM is not currently the subject of any material litigation.  BRIM, as well as certain of its subsidiaries and affiliates have been named as defendants in civil actions, arbitration proceedings and claims arising out of their respective business activities.  Although the ultimate outcome of these actions cannot be predicted at this time and the results of legal proceedings cannot be predicted with certainty, it is the opinion of management that the result of these matters will not be materially adverse to the business operations or financial condition of BRIM or the Partnership.

Item 4:                      Reserved

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PART II

Item 5:                      Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

(a)                                  Market Information:

There is no established public trading market for the Units, nor will one develop.  Rather, Limited Partners may purchase or redeem Units as of the end of each month at Net Asset Value, subject to certain early redemption charges when applicable and fifteen days prior notice with respect to redemption.

(b)                                 Holders:

As of December 31, 2010, there were 3,867, 714, 1,254 and 54 holders of Series A, F, G and I Units, respectively, including BRIM and its affiliates.

(c)                                  Dividends:

The Partnership has made no distributions since trading commenced, nor does BRIM presently intend to make any distributions in the future.

(d)                                 Securities Authorized for Issuance Under Equity Compensation Plans:

Not applicable.

(e)                                  Performance Graph

Not applicable.  The Partnership has no class of common stock registered under section 12 of the Exchange Act.

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(f)                                Recent Sales of Unregistered Securities: Uses of Proceeds From Registered Securities:

Unregistered securities are issued to accredited investors pursuant to Regulation D and Section 4(2) under the Securities Act.

SERIES A

SERIES I

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(g)   Purchases of Equity Securities by the Issuer:

Limited Partners may redeem their Units at the end of each calendar month at the then current month-end Net Asset Value per Unit.  The redemption of Units has no impact on the value of Units that remain outstanding, and Units are not reissued once redeemed.

The following table summarizes the redemptions by Limited Partners during the fourth calendar quarter of 2010:

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Item 6:                      Selected Financial Data

The following unaudited selected financial data has been derived from the audited consolidated financial statements of the Partnership:

MONTH-END NET ASSET VALUE PER SERIES F (ORIGINAL UNIT)

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BLACKROCK GLOBAL HORIZONS I L.P., SERIES A

December 31, 2010

Type of fund: Multi-advisor; privately-placed

Inception of Trading: February 2004

Aggregate subscriptions:    $506,909,347

Current capital:   $315,434,540

Worst Monthly Drawdown:  (6.75)%  (8/07)

Worst Peak-to-Valley Drawdown:  (11.89)%  (1/09-7/10)

Net Asset Value per Series A, December 31, 2010:   $1.0968