ADVISORY BUSINESS
A. General Description of Advisory Firm
Saba Capital, a Delaware limited partnership, commenced operations in 2009 with an office in New York, New York. Saba Capital became a registered investment adviser with the SEC on August 6th, 2010 and became a registered commodity pool operator (a “CPO”) with the National Futures Association (the “NFA”) on January 7th, 2013. Boaz Weinstein is the founder, Chief Investment Officer (“CIO”), and principal owner of Saba Capital. Additionally, Mr. Weinstein is a limited partner of Saba Capital and the managing member of Saba Capital Management GP, LLC, the general partner of Saba Capital (the "Saba Capital General Partner"). The Saba Capital General Partner has ultimate responsibility for the management, operations, and investment decisions made by Saba Capital.
B. Description of Advisory Services
Generally, Saba Capital serves as the investment adviser or sub-adviser on either a discretionary or non-discretionary basis to its “Clients”. The Clients include:
• Saba Capital Partners, L.P., a Delaware limited partnership (the "Domestic Flagship Fund"), Saba Capital Offshore Fund, Ltd., an exempted company incorporated under the laws of the Cayman Islands (the "Offshore Flagship Fund"), and Saba Capital Master Fund, Ltd., an exempted company incorporated under the laws of the Cayman Islands (the "Master Flagship Fund"). The Offshore Flagship Fund invests substantially all of its assets in the Master Flagship Fund. The Domestic Flagship Fund invest substantially all of its assets in the Master Flagship Fund. The Domestic Flagship Fund, Offshore Flagship Fund, and Master Flagship Fund are collectively referred to herein as the "Flagship Funds".
• Saba II Aggregator Vehicle LP, a Delaware limited partnership (the "Aggregator II Vehicle"), Saba Capital Offshore Fund II, Ltd., an exempted company incorporated under the laws of the Cayman Islands (the “Offshore II Fund”), Saba Capital Master Fund II, Ltd., an exempted company incorporated under the laws of the Cayman Islands (the “Master II Fund”), and Saba II AIV LP, a Delaware limited partnership (the “AIV II Fund”). The Aggregator II Vehicle invests all or substantially all of its assets in either (i) the Offshore II Fund, which invests substantially all of its assets in the Master II Fund or (ii) the AIV II Fund. The AIV II Fund, together with the Aggregator II Vehicle, the Offshore II Fund, and the Master II Fund, are collectively referred to herein as, the “Saba II Funds”. The Master II Fund and the AIV II Fund are collectively referred to herein as the "Master II Funds".
• Saba E Fund LLC, a Delaware series limited liability company (the "Saba E Feeder Fund") and Saba Capital Series LLC, a Delaware series limited liability company (the "Saba E Master Fund"). The Saba E Feeder Fund invests each of its series' assets in one or more series of the Saba E Master Fund. As of the date hereof, the Saba E Master Fund has established one series. The Saba E Master Fund together with the Saba E Feeder Fund, are collectively referred to herein as, the "Saba E Funds".
• Saba Capital Tail Hedge Partners, L.P., a Delaware limited partnership (the "Domestic Tail Hedge Fund"), Saba Capital Tail Hedge Offshore Fund, Ltd., an exempted company incorporated under the laws of the Cayman Islands (the “Offshore Tail Hedge Fund”), and Saba Capital Tail Hedge Master Fund, Ltd., an exempted company incorporated under the laws of the Cayman Islands (the “Tail Hedge Master Fund”). The Domestic Tail Hedge Fund and Offshore Tail Hedge Fund invest substantially all of their assets in the Tail Hedge Master Fund. The Domestic Tail Hedge Fund, Offshore Tail Hedge Fund and Tail Hedge Master Fund are collectively referred to herein as the "Tail Hedge Funds".
• Saba Capital CEF Opportunities 1 Onshore, L.P., a Delaware limited partnership (the "Domestic CEF 1 Fund"), Saba Capital CEF Opportunities 1 Offshore, Ltd., an exempted company incorporated under the laws of the Cayman Islands (the “Offshore CEF 1 Fund”), and Saba Capital CEF Opportunities 1, Ltd., an exempted company incorporated under the laws of the Cayman Islands (the “CEF 1 Master Fund”). The Domestic CEF 1 Fund and Offshore CEF 1 Fund invest substantially all of their assets in the CEF 1 Master Fund. The Domestic CEF 1 Fund, Offshore CEF 1 Fund and CEF 1 Master Fund are collectively referred to herein as the "CEF 1 Funds".
• Saba Capital CEF Opportunities 2 Onshore, L.P., a Delaware limited partnership (the "Domestic CEF 2 Fund"), Saba Capital CEF Opportunities 2 Offshore, Ltd., an exempted company incorporated under the laws of the Cayman Islands (the “Offshore CEF 2 Fund”), and Saba Capital CEF Opportunities 2, Ltd., an exempted company incorporated under the laws of the Cayman Islands (the “CEF 2 Master Fund”). The Domestic CEF 2 Fund and Offshore CEF 2 Fund invest substantially all of their assets in the CEF 2 Master Fund. The Domestic CEF 2 Fund, Offshore CEF 2 Fund and CEF 2 Master Fund are collectively referred to herein as the "CEF 2 Funds".
• Saba Capital Index Trading Offshore, Ltd., an exempted company incorporated under the laws of the Cayman Islands (“Offshore Index Fund”) and Saba Capital Index Trading, L.P., a Delaware limited partnership (the “Index Master Fund”). The Offshore Index Fund invests substantially all of its assets in the Index Master Fund. The Offshore Index Fund and Index Master Fund are collectively referred to herein as the “Index Funds”.
• Saba Capital Carry Neutral Tail Hedge Partners, L.P., a Delaware limited partnership (“Domestic Carry Neutral Fund”), Saba Capital Carry Neutral Tail Hedge Offshore Fund, Ltd., an exempted company incorporated under the laws of the Cayman Islands (“Offshore Carry Neutral Fund”), and Saba Capital Carry Neutral Tail Hedge Master Fund, Ltd., an exempted company incorporated under the laws of the Cayman Islands (“Carry Neutral Master Fund”). The Domestic Carry Neutral Fund and Offshore Carry Neutral Fund invest substantially all of their assets in the Carry Neutral Master Fund. The Domestic Carry Neutral Fund, Offshore Carry Neutral Fund and Carry Neutral Master Fund are collectively referred to herein as the "Carry Neutral Funds”.
• Saba Capital Special Opportunities Fund, Ltd., an exempted company incorporated under the laws of the Cayman Islands (“Special Opportunities Fund”). A separately managed account (“SMA #1”). Saba Capital serves as a sub-adviser to the Saba ETF, a series of Exchange Listed Funds Trust (the “Trust”), registered under the Company Act. For further discussion of the investment objectives and guidelines, see Item 10.


• Chalkstream Investment Fund, L.P., a Delaware limited partnership, Chalkstream Insurance Fund Series Interests of the SALI Multi-Series Fund, L.P., a Delaware limited partnership, and Chalkstream Investment Fund (International), Ltd., a Cayman Islands exempted company (collectively, the “Chalkstream Funds”). Saba Capital, LLC, a Delaware limited liability company affiliated with Saba Capital (the "General Partner" or the "Managing Member"), serves as (i) the general partner of the Domestic Fund, the Domestic Tail Hedge Fund, the Domestic Carry Neutral Fund, the Domestic CEF 1 Fund, the Domestic CEF 2 Fund, and the Index Master Fund; and (ii) the managing member to the Saba E Feeder Fund. Saba Capital II, LLC, a Delaware limited liability company affiliated with Saba Capital (the "General Partner II" or the “Special Shareholder”), serves as the general partner to the Aggregator II Vehicle and the AIV II Fund, and as the special shareholder to the Master II Fund. The General Partner and General Partner II are collectively referred to herein as the “General Partners”. The interests in the Domestic Fund, Domestic Tail Hedge Fund, Domestic CEF 1 Fund, Domestic CEF 2 Fund, Index Master Fund, Domestic Carry Neutral Fund, and Saba E Feeder Funds are offered on a private placement basis, pursuant to Section 3(c)(7) of the Company Act to persons who are "accredited investors" as defined in Regulation D of the Securities Act of 1933, as amended (the "Securities Act") and "qualified purchasers" as defined under the Company Act, and subject to certain other conditions as set forth in the respective offering memoranda. Shares in the Offshore Flagship Fund, Offshore Tail Hedge Fund, Offshore Carry Neutral Fund, Offshore CEF 1 Fund, Offshore CEF 2 Fund, Special Opportunities Fund, and Offshore Index Fund are offered on a private placement basis to persons who are not "U.S. Persons," as defined under Regulation S of the Securities Act, and U.S. tax-exempt persons who are "accredited investors" as defined in Regulation D of the Securities Act and "qualified purchasers" as defined under the Company Act, and subject to certain other conditions as set forth in the respective offering memoranda of the Offshore Flagship Fund, Offshore Tail Hedge Fund, Offshore Carry Neutral Fund, Offshore CEF 1 Fund, Offshore CEF 2 Fund, and Offshore Index Fund. Generally, Saba Capital has full discretionary authority with respect to investment decisions on behalf of the Clients, and its advice with respect to the Clients is made in accordance with the investment objectives and guidelines as set forth in their respective offering memoranda. For further discussion of the investment objectives and guidelines, see Item 8.
C. Availability of Customized Services for Individual Clients
Saba Capital's investment decisions and advice with respect to each Client are subject to each Client's investment objectives and guidelines, as set forth in their offering documents. D. Wrap Fee Programs Not applicable.
E. Assets Under Management
As of December 31, 2018, Saba Capital had approximately $4,257,740,779 of regulatory assets under management on a discretionary basis. please register to get more info

FEES AND COMPENSATION
A. Advisory Fees and Compensation
i. Fixed Advisory Fees The fees applicable to each Client are set forth and detailed in each of the Client’s respective offering documents. A summary of those fees and compensation is provided below.

Saba Capital generally is paid an asset based fee annually on assets under management for the Clients, either monthly or quarterly in advance. The Management Fee charged to the Clients will be prorated for any capital contribution or subscription that is effective other than as of the first day of a month or quarter, as applicable, or for any withdrawal or redemption by that is effective other than as of the last business day of a month or quarter, as applicable.

In certain cases and as disclosed in Clients’ offering documents, Saba Capital may, from time to time, charge an administrative fee to cover expenses during periods in which the assets of the Clients are treated as "plan assets" for purposes of ERISA (as defined below). Saba may also charge a fixed fee as disclosed in Clients’ offering agreement. ii. Incentive Compensation

Generally, for certain Clients, the General Partners share in profits based on the performance of the assets under management for each Client pursuant to the terms of the relevant Client agreement. For certain Clients, Saba Capital will receive a percentage of the profits generated at the end of the fiscal year for certain Clients.

With respect to the Saba II Funds, the Saba Capital shares in profits based on the performance of the assets under management pursuant to the terms of the Saba II Funds' governing documents. Generally, the Saba Capital will receive a portion of profits generated, subject to the profits of the relevant class of interests exceeding certain hurdle amounts, benchmark returns and a loss carry-forward mechanism applicable to such class of interests.

Saba Capital or its affiliates reserve the right to waive or impose different fees or incentive compensation or otherwise modify the fee and incentive compensation arrangements of an existing investor with the consent of such investor. In addition, Saba Capital, the Clients, and their respective General Partners, Special Shareholder, or boards of directors reserve the right to impose different fees on future investors. Saba Capital and its personnel may invest in one or more of the Clients. Partners, members or employees of Saba Capital and its affiliates, such person's family members and trusts or other entities established primarily for the benefit of such persons, or for charitable purposes and certain acquaintances of Saba Capital or its affiliates (or trusts or other entities established primarily for the benefit of such persons) are not charged a management fee or incentive compensation. Any performance-based fees will be charged in accordance with Section 205 of the Advisers Act and Rule 205-3 thereunder.
B. Payment of Fees
Fees and compensation paid to Saba Capital or its affiliates by the Clients are generally deducted from the assets of such clients. As discussed above, Management Fees are generally deducted in advance on a quarterly or monthly basis and Incentive Compensation is generally deducted on an annual basis.
C. Additional Fees and Expenses
The following is a list of expenses that are charged by Saba Capital to one or more (but not necessarily all) of the Clients. Each Client may bear its own expenses and in the case of feeder funds, their pro rata share of Client expenses, including, without limitation, the Client's investment-related expenses whether relating to investments that are consummated or unconsummated (e.g., brokerage commissions, expenses relating to short sales, trading platform and seat fees, fees and expenses of any counterparty or broker (which shall be at normal commercial rates), due diligence costs including consultant, valuation and appraisal fees, expenses relating to short sales, investment banking fees, sourcing or finder's fees (which may include a management fee component and/or a performance compensation component), borrowing charges on securities sold short, custodial fees and expenses,); bank service fees, regulatory expenses (including filing fees and legal expenses relating to filings attributable in whole or in part to such client, clearing and settlement charges, interest expense and investment-related travel and lodging expenses); expenses relating to proxy contest and solicitation fees and expenses; Management Fees; fees and expenses incidental to the purchase and sale of interests in, and the fees and expenses of, closed-end funds ("CEFs") in which certain Clients invest; expenses relating to software tools, programs or other technology utilized in managing the Client (including, without limitation, third-party software licensing, implementation, data management and recovery services and custom development costs); expenses relating to proxy contests, tender offers and solicitation fees and expenses; trading platform and seat fees; research-related expenses, including, without limitation, news and quotation equipment and services; fees for data and software providers; fees for other software tools including, without limitation, third- party software licensing, implementation, data management and recovery services and custom development costs; fees for risk management systems and service providers; regulatory expenses (including, without limitation, expenses relating to regulatory reporting such as consultants, software and filing fees, including such reporting made by Saba Capital with regard to the Client’s portfolio or operations and expenses related to the preparation of Form PF, Form CPO-PQR, CTA-PR and any other similar expenses); fees and expenses related to compliance with the rules of any self- regulatory organization or applicable law in connection with the activities of the Client or any subsidiary, including, without limitation, any governmental regulatory licensing; fees for risk management systems and service providers; legal expenses; professional fees (including, without limitation, expenses of consultants and experts); the costs of organizing and maintaining any subsidiaries; costs relating to swaps (and similar agreements); external accounting and valuation expenses (including, without limitation, the cost of accounting software packages); auditing and tax preparation expenses (excluding external partnership accounting software); accounting expenses; costs of printing and mailing reports and notices; research and market data (including, without limitation, any computer hardware and connectivity hardware incorporated into the cost of obtaining such research and market data); administrative expenses (including, without limitation, fees and expenses of the administrator, disbursements and administration expenses (including fees for the provision of middle-office and back-office services); directors' and officers' (including AML Officers' (as defined herein)) fees; Client-related insurance expenses (including, without limitation, premium payments of Directors' and Officers' and Errors and Omissions insurance and for Saba Capital and the General Partners liability insurance); other fees and expenses of the directors; entity-level taxes); organizational and offering expenses; management fees; incentive fees; trustees' fees; filing and registration fees; corporate licensing fees, taxes and other governmental fees and expenses; all regulatory expenses (including, without limitation, fees and expenses incurred in connection with the preparation and filing of regulatory filings); litigation-related and indemnification expenses; withholding and transfer fees; trademarks; other expenses related to the purchase, monitoring, sale, allocation, settlement, custody, valuation, appraisal or transmittal of assets and investments; the cost of fidelity bonds intended to comply with the requirements of Section 412 of ERISA, if applicable; extraordinary expenses; reasonable transactional charges; and other similar expenses. To the extent that the assets of the Client are not treated as "plan assets" for purposes of ERISA, administration expenses shall include the costs of administrative services (including, but not limited to, accounting software and certain risk systems) and certain Client- related insurance expenses shall include any insurance covering Saba Capital or its affiliates. To the extent the assets of the Client are treated as "plan assets" for purposes of ERISA, certain Clients will also bear administrative fees as described in a Client’s offering memorandum. (See "Conflicts of Interest").
D. Additional Compensation and Conflicts of Interest
Neither Saba Capital nor any of its supervised persons accepts compensation (e.g., brokerage commissions) for the sale of securities or other investment products. please register to get more info

PERFORMANCE-BASED FEES AND SIDE-BY-SIDE MANAGEMENT
Saba Capital and its affiliates accept performance-based fees from every Client. As a result, Saba Capital and its affiliates do not face the conflicts of interest that may arise when an investment adviser accepts performance-based fees from some clients, but not from other clients. In the allocation of investment opportunities, performance-based compensation arrangements may also create an incentive to favor accounts from which Saba Capital may receive greater performance-based compensation over accounts from which Saba Capital may receive less performance-based compensation. Consistent with its fiduciary obligations, Saba Capital has a policy of allocating investment opportunities on a fair and equitable basis. Saba Capital's allocation guidelines are further discussed in Item 12. please register to get more info

TYPES OF CLIENTS
Saba Capital provides either investment advisory or sub-advisory services to the following groups of clients:
• Private investment companies that are exempt from registration under Section 3(c)(7) of the Company Act, as described in Item 4. Interests in the Clients are offered to qualified investors in the U.S. and elsewhere on a private placement basis. Such investors may include financial institutions, individuals, investment companies or partnerships, trusts, family offices, endowments, pension funds, and others; and
• Registered Investment Companies (“RICs”) under the U.S. Investment Company Act of 1940 (the “Investment Company Act”) for which Saba Capital serves as sub-adviser.
• A separately managed account. please register to get more info

METHODS OF ANALYSIS, INVESTMENT STRATEGIES, AND RISK OF
LOSS
The descriptions set forth in this Brochure of specific advisory services that Saba Capital offers to Clients, and investment strategies pursued and investments made by Saba Capital on behalf of its Clients, should not be understood to limit in any way Saba Capital's investment activities. Saba Capital may offer any advisory services, engage in any investment strategy and make any investment, including any not described in this Brochure, that Saba Capital considers appropriate, subject to each Client's investment objectives and guidelines. The investment strategies Saba Capital pursues are speculative and entail substantial risks. Clients (and therefore, investors) should be prepared to bear a substantial loss of capital. There can be no assurance that the investment objectives of any client will be achieved.
A. Methods of Analysis and Investment Strategies
The Clients are managed in accordance with the investment objectives and guidelines set forth in their respective offering documents. A summary of such investment programs is provided below (which summary is qualified in its entirety by the actual terms and conditions set forth in each Client’s respective offering documents). i. Flagship Funds The Flagship Funds seeks to generate superior absolute returns by implementing an investment process that combines fundamental analysis, quantitative analysis and proprietary screening tools to take advantage of relative value opportunities across the capital structures of publicly traded and privately held companies. The Flagship Funds’ focus is on portfolio construction and underlying trade construction with positive convexity profiles based on dislocations in the global credit markets. Saba Capital has broad investment discretion in seeking to achieve the Flagship Funds’ objectives. The Flagship Funds may invest and trade in a variety of financial instruments, including, but not limited to, public and private debt issues (such as investment and non-investment grade bonds, secured or unsecured), bank loans (secured or unsecured, funded or unfunded), public and 144A senior and subordinated debt offerings, bridge loans, private debt offerings, trade claims, convertible securities, distressed securities, mezzanine securities, vendor financing, DIP financing, collateralized obligations (such as collateralized loan obligations, collateralized debt obligations, collateralized fund obligations, collateralized bond obligations, residential mortgage backed securities, commercial mortgage backed securities and other asset backed securities), leases, trade claims, derivative indices (including, ABX, CMBX, CDX and iTraxx indices), private placements, CEFs that are operated by a diversified group of closed-end fund managers ("CEF Managers"), which qualify as registered investment companies ("RICs"), listed and unlisted common and preferred stocks and other equity-related instruments, rights, warrants, put and call options, forward contracts, when-issued securities and other derivatives, including credit default swaps (“CDS”), baskets of CDS, total return swaps and index swaps, interest rate swaps, swaptions, futures contracts, and such other financial instruments as Saba Capital may deem appropriate from time to time. The Flagship Funds may also purchase and write options. Derivative instruments may be used for hedging as well as investment opportunities. Obligations may or may not be secured. The Flagship Funds expect to utilize leverage, and their portfolios may include both long and short positions. The Flagship Funds invest globally, with a primary focus in the United States, Canada, Asia, the United Kingdom and Western Europe. The Flagship Funds may also invest in other funds or accounts (not including the Flagship Funds) which Saba Capital manages, advises or controls. If the Flagship Funds invests in other accounts, management fees and performance-based allocations or fees will not be charged or applied at both the Flagship Funds’ level and the level of the other account; however, the Flagship Funds will bear their pro rata share of such other account’s other expenses. Saba Capital, on behalf of the Flagship Funds, may invest its excess funds in short term investments, including U.S. Government securities, money market funds, commercial paper, certificates of deposit and bankers' acceptances. Saba Capital's investment team seeks to develop and manage a portfolio comprised primarily of long and short positions in corporate debt, equity and related derivatives and structured securities. A variety of trading strategies will be employed in order to take advantage of market opportunities. Market opportunities may include, among other things, mismatches between credit quality and bond yield, a security's price and its realizable claim, the pricing and valuation of securities within the same capital structure, the perceived richness or cheapness of a particular company's securities and the pricing of securities of one company versus another within the same industry. The investment team seeks to invest in securities and other investments that will satisfy Saba Capital’s investment objectives and generally have investment horizons of one to twelve months. ii. Saba E Funds The Saba E Funds will generally invest in a similar manner as the Flagship Funds. iii. Tail Hedge Funds The Tail Hedge Master Fund seeks to provide a cost effective "tail hedge" with potentially strong absolute returns during periods of market stress and dislocation. A "tail hedge" is designed to hedge against the tail risk posed by events that, while rare, can significantly and adversely affect markets. Investors should be aware that because the Tail Hedge Master Fund is designed to provide a hedge against periods of market stress and dislocation, the Tail Hedge Master Fund is expected to incur losses during normal market conditions. To effect its investment objectives the Offshore Tail Hedge Fund and Domestic Tail Hedge Fund invests all of their investable assets in the Tail Hedge Master Fund. The Tail Hedge Master Fund invests primarily in CDS on a portfolio of low spread investment grade bonds, high yield bonds and equity puts. In addition, the Tail Hedge Master Fund may purchase other derivatives, including, but not limited to, CDS indices, CDS on bank loans ("LCDS") or sell short physical bonds and buy and sell bonds, options and equity index futures. Saba Capital believes that by using proprietary filters and blending fundamental credit analysis with trade analytics, it can effect portfolio selection strategies which will, in addition to establishing an effective tail hedge, generate alpha relative to Markit CDX North America Investment Grade Index (CDX IG). Saba Capital believes that there can be extended periods where spread levels of corporate bonds are not supported by the underlying company and macro fundamentals which suggest a widening of spreads is more likely than a tightening. Saba Capital has broad investment discretion in seeking to achieve the Tail Hedge Master Fund's objectives. The Tail Hedge Master Fund may also invest and trade in a variety of financial instruments, including, but not limited to, public and private debt issues (such as investment and non-investment grade bonds, secured or unsecured), synthetic opportunities in sector indices (including, ABX, CMBX, CDX and iTRAXX indices and indices based on residential mortgage-backed securities ("RMBS") and commercial mortgage-backed securities ("CMBS")), listed and unlisted common and preferred stocks, equity-related instruments, rights and warrants, options on interest rates, credit and equity indices, commodities and currencies, put options, short call options, straddles, forward contracts, when-issued securities and other derivatives, including CDSs, baskets of CDSs, asset-backed securities ("ABS"), total return swaps and index swaps, interest rate swaps, swaptions, futures contracts and such other financial instruments as the Tail Hedge Master Fund may deem appropriate from time to time. The Tail Hedge Master Fund's portfolio may include both long and short positions in the foregoing securities, although the focus is on short positions. The Tail Hedge Master Fund invests globally, with a primary focus in the United States, Canada, Asia, the United Kingdom and Western Europe. The Tail Hedge Master Fund expects to utilize leverage. The Tail Hedge Master Fund may invest its excess funds in short term investments, including U.S. Government securities, money market funds, commercial paper, certificates of deposit and bankers' acceptances. Saba Capital's investment team seeks to develop and manage a portfolio comprised primarily of short positions in corporate debt, equity and related derivatives and structured securities, although, Saba Capital may invest in long positions as well. The investment team seeks to invest in securities and other investments that will satisfy the investment objectives of the Tail Hedge Master Fund and generally have investment horizons of one to twelve months. Investments may include derivative instruments, including CDS, options, swaps, swaptions, futures and forwards, public and 144A senior and subordinated debt offerings, convertible securities, investments in vendor financing, DIP financing, common and preferred stock, warrants and other equity-related instruments. The Tail Hedge Master Fund may also purchase and write options. Obligations may or may not be secured. Securities may be traded on exchanges or over the counter or acquired in private placements. In addition to U.S. securities, the Tail Hedge Master Fund may invest in securities and other investments issued by non-U.S. governments and companies domiciled in other countries. The investment team's strategy emphasizes the use of analytical models and extensive fundamental research of investment opportunities employing, among other items, due diligence procedures, relative value comparisons, analysis of business and industry fundamentals as well as detailed covenant analysis. Portfolio concentrations are to be limited from the perspective of individual security size and industry concentration. iv. Carry Neutral Funds The Carry Neutral Funds seek to provide a carry neutral "tail hedge" through a portfolio primarily consisting of long and short credit default swap ("CDS") positions with the aim of achieving strong absolute returns during periods of market stress. The long portfolio is expected to be comprised of companies that have historically demonstrated minimal spread widening in past periods of market stress, while the short portfolio will be comprised of companies that have historically demonstrated heightened spread widening in past periods of market stress. Generally, the spreads of both sides of the portfolio will on average be similar to each other during normal market conditions. A "tail hedge" is designed to hedge against tail risk posed by events that, while rare, can significantly and adversely affect markets. Through the use of the long portfolio, the Carry Neutral Master Fund seeks to neutralize the cost of the "tail hedge". To effect its investment objective, the Carry Neutral Funds invests all of its investable assets in the Carry Neutral Master Fund. The Carry Neutral Master Fund invests primarily in a portfolio of CDS on investment grade companies and global CDS indices. Saba Capital believes that by using proprietary tools and blending fundamental credit analysis with trade analytics, it can establish an effective tail hedge. Saba Capital has broad investment discretion in seeking to achieve the Carry Neutral Master Fund's objectives. The Carry Neutral Master Fund may also invest and trade in a variety of financial instruments, including, but not limited to, credit default swaps, credit derivative indices (including iTraxx indices), baskets of CDS and such other financial instruments as the Carry Neutral Master Fund may deem appropriate from time to time. The Carry Neutral Master Fund 's portfolio may include both long and short positions in the foregoing securities. The Carry Neutral Master Fund invests globally, with a primary focus in the United States, Canada, Asia, the United Kingdom and Western Europe. The Carry Neutral Master Fund will utilize notional leverage. The Carry Neutral Master Fund does not currently expect to borrow to achieve leverage, but it may do so in the future if circumstances change. Saba Capital's investment team will primarily manage a portfolio of CDS on investment grade companies and global CDS indices. The investment team may from time to time invest in bonds, equity and related derivatives, and other investments that will satisfy the investment objectives of the Carry Neutral Master Fund, though it would represent a minority of the overall positions. v. Master II Funds The Master II Funds pursue an investment strategy similar to that of the Flagship Funds. vi. CEF 1 Funds The CEF 1 Funds seeks to generate superior absolute returns by implementing an investment process that combines fundamental analysis, quantitative analysis and proprietary screening tools to take advantage of opportunities by investing primarily in CEFs that are operated by a diversified group of CEF Managers, which qualify as RICs. Saba Capital has broad investment discretion in seeking to achieve the CEF 1 Master Fund's objectives. The CEFs will have the flexibility to invest in a broad range of securities. The CEFs that the CEF 1 Funds invest in may themselves invest in equity and/or debt securities. The debt securities may range from short- to long-term maturities and may include investment grade, high-yield and/or unrated securities. Substantially all of the CEF's assets may be invested in lower-rated securities, which may include securities having the lowest rating for non-subordinated debt instruments (i.e., rated C by Moody's Investors Service or CCC+ or lower by Standard & Poor's Ratings Services and Fitch Ratings) and unrated securities of equivalent investment quality. The CEFs may also invest in mortgage-related and other asset-backed securities, loan participations, inflation-protected securities, structured securities, variable, floating, and inverse floating rate instruments and preferred stock, and may use other investment techniques. The CEFs in which the CEF 1 Funds invest may also make short sales of securities or maintain a short position. The CEF 1 Funds may invest in CEFs that are domiciled outside of the U.S. or whose securities are traded on a non- U.S. exchange. In seeking to maximize value, the CEF 1 Funds may invest in CEFs that are, or Saba Capital believes may become, the subject of an activist campaign by a shareholder, such as a proxy contest, whose aim is to eliminate or reduce the discount to the CEF's net asset value. Such activism may be initiated by Saba Capital or by third parties. The CEF 1 Master Fund may hedge, use borrowings or other leverage for investment purposes. The CEF 1 Master Fund may also make direct investments, without limit, in derivatives, such as options, futures, forwards, or swap agreements. vii. CEF 2 Funds The CEF 2 Master Fund will generally invest in a substantially similar manner as the CEF 1 Master Fund. The CEF 2 Master Fund is expected to hedge, use borrowings or other leverage for investment purposes. It is anticipated that the CEF 2 Master Fund will hedge by short selling exposures to interest rates, equity baskets and corporate bonds utilizing such instruments as Saba Capital determines to be appropriate including, without limitation, futures, options, swaps, other derivatives, ETFs and similar equity-linked futures, and by buying investment grade credit default swap indices and high yield credit default swap indices. viii. Index Funds The Index Master Fund seeks to generate superior absolute returns by taking advantage of short to medium term relative value opportunities in the credit derivatives index and equity futures markets. Saba Capital believes the current structure of the credit derivatives index and equity futures markets present a unique opportunity for the Index Master Fund to invest and take advantage of these opportunities. Saba Capital has broad investment discretion in seeking to achieve the Index Master Fund's objectives. The Index Master Fund may invest and trade in a variety of instruments, including, but not limited to, CDX and iTraxx indices, equity futures, derivatives thereon and such other financial instruments as the Index Master Fund may deem appropriate from time to time. The Index Master Fund expects to utilize leverage, and its portfolio may include both long and short positions. The Index Master Fund invests globally, with a primary focus in the United States, Canada, the United Kingdom and Western Europe. The Index Master Fund may invest its excess funds in short term investments, including U.S. Government securities, money market funds, commercial paper, certificates of deposit and bankers' acceptances. A variety of trading strategies will be employed in order to take advantage of credit opportunities. Credit opportunities may include, among other things, mismatches between credit indices and/or between equity futures. The investment team seeks to invest in securities and other investments that will satisfy the Index Master Fund's investment objectives and will generally have intraday investment horizons. The Index Master Fund may also purchase and write options. In addition, derivative instruments, including credit default swaps, options, swaps, swaptions, futures and forwards may be used for hedging and as investment opportunities. Securities will be traded on exchanges or through swap execution facilities. The Index Master Fund will only engage in futures trading after satisfying any applicable regulatory requirements relating to commodity pool operators and commodity trading advisors. ix. Special Opportunities Fund The Special Opportunities Fund seeks to generate superior absolute returns by implementing an investment process that combines fundamental analysis, quantitative analysis and proprietary screening tools to take advantage of opportunities by investing primarily in closed-end funds that are operated by a diversified group of CEF Managers, which qualify as registered investment companies. Saba Capital has broad investment discretion in seeking to achieve the Special Opportunities Fund's objectives. The CEFs will have the flexibility to invest in a broad range of securities. The CEFs that the Special Opportunities Fund invests in may themselves invest in equity and/or debt securities. The debt securities may range from short- to long-term maturities and may include investment grade, high-yield and/or unrated securities. Substantially all of the CEF's assets may be invested in lower-rated securities, which may include securities having the lowest rating for non-subordinated debt instruments (i.e., rated C by Moody's Investors Service or CCC+ or lower by Standard & Poor's Ratings Services and Fitch Ratings) and unrated securities of equivalent investment quality. The CEFs may also invest in mortgage-related and other asset-backed securities, loan participations, inflation-protected securities, structured securities, variable, floating, and inverse floating rate instruments and preferred stock, and may use other investment techniques. The CEFs in which the Special Opportunities Fund invests may also make short sales of securities or maintain a short position. The Special Opportunities Fund may invest in CEFs that are domiciled outside of the U.S. or whose securities are traded on a non-U.S. exchange. In seeking to maximize value, the Special Opportunities Fund may invest in CEFs that are, or Saba Capital believes may become, the subject of an activist campaign by a shareholder, such as a proxy contest, whose aim is to eliminate or reduce the discount to the CEF's net asset value. Such activism may be initiated by Saba Capital or by third parties. The Special Opportunities Fund may hedge but it will not use borrowings or leverage for investment purposes. It is anticipated that the Special Opportunities Fund will hedge by short selling exposures to interest rates, equity baskets and corporate bonds utilizing such instruments as Saba Capital determines to be appropriate including, without limitation, futures, options, swaps, other derivatives, ETFs and similar equity- linked futures, and by buying investment grade credit default swap indices and high yield credit default swap indices. The Special Opportunities Fund may also make direct investments, without limit, in derivatives, such as options, futures, forwards, or swap agreements. x. SMA #1 SMA#1 seeks to generate superior absolute returns by implementing an investment process that combines fundamental analysis, quantitative analysis and proprietary screening tools to take advantage of opportunities by investing primarily in CEFs which qualify as registered investment companies that are operated by CEF Managers. Saba Capital has broad investment discretion in seeking to achieve SMA#1’s objectives. The underlying CEF Managers will have the flexibility to invest in a broad range of securities. The CEFs that SMA#1 holds may themselves invest in equity and/or debt securities. The debt securities may range from short- to long-term maturities and may include investment grade, high-yield and/or unrated securities. Substantially all of the CEFs’ assets may be invested in lower-rated securities, which may include securities having the lowest rating for non-subordinated debt instruments (i.e., rated C by Moody's Investors Service or CCC+ or lower by Standard & Poor's Ratings Services and Fitch Ratings) and unrated securities of equivalent investment quality. The CEFs may also invest in mortgage-related and other asset-backed securities, loan participations, inflation-protected securities, structured securities, variable, floating, and inverse floating rate instruments and preferred stock, and may use other investment techniques. The CEFs in which SMA#1 invests may also make short sales of securities or otherwise maintain short positions. SMA#1 may invest in CEFs that are domiciled outside of the U.S. or whose securities are traded on a non-U.S. exchange. In seeking to maximize value, SMA#1 may invest in CEFs that are, or Saba Capital believes may become, the subject of an activist campaign by a shareholder, such as a proxy contest, whose aim is to eliminate or reduce the discount to the CEF's net asset value. Such activism may be initiated by Saba Capital or by third parties. SMA#1 may hedge and/or use borrowing or other leverage for investment purposes. SMA#1 may hedge by short selling exposures to interest rates, equity baskets and corporate bonds, utilizing such instruments as Saba Capital determines to be appropriate including, without limitation, futures, options, swaps, other derivatives, ETFs and similar equity-linked futures, and by buying investment grade credit default swap indices and high yield credit default swap indices. SMA#1 may also make direct investments, without limit, in derivatives, such as options, futures, forwards, or swap agreements. xi. Sub-Advised Funds Saba Capital acts as the sub-adviser to the Trust which invests in a manner similar to the CEF 1 Funds, and acts as the sub-adviser to the Chalkstream Funds with respect to a sub-strategy of an investment portfolio focused in a manner similar to the Tail Hedge Funds.
B. Material, Significant, or Unusual Risks Relating to Investment Strategies
The following risk factors do not purport to be a complete list or explanation of the risks involved in an investment in the clients advised by Saba Capital. These risk factors include only those risks Saba Capital believes to be material, significant or unusual and relate to particular significant investment strategies or methods of analysis employed by Saba Capital. The risks set forth herein with respect to the Clients may be applicable to other private investment funds managed by Saba Capital in the future to the extent the investment programs overlaps with that of the Clients. An investment in a Client involves a high degree of risk, including the risk that the entire amount invested may be lost. Some Clients may invest in, and actively trade, securities and other financial instruments using a variety of strategies and investment techniques with significant risk characteristics, including the risks arising from the volatility of the fixed-income markets, the risks of short sales, the illiquidity of derivative instruments and the risk of loss from counterparty defaults. No guarantee or representation is made that a Client's investment program will be successful, or that the Client's returns will exhibit low correlation with an investor's traditional securities portfolio. Clients may use leverage and may utilize investment techniques such as option transactions, short sales, derivatives trading and futures and forward contracts, which practices can involve substantial volatility and can, in certain circumstances, substantially increase the adverse impact to which the Client's investment portfolio may be subject. Moreover, certain of the following risk factors apply to both the private fund Client and the CEFs in which the Client invests. As a result, references herein to Clients, unless otherwise indicated or required by the context, shall include the CEFs, and references herein to Saba Capital, unless otherwise indicated or required by the context, shall include the CEF managers. Prospective investors should consider the following additional factors in determining whether an investment in the Client is a suitable investment: There can be no assurance that a Client's investment objective will be achieved or that an investor will receive a return of its capital. In addition, there will be occasions when Saba Capital and its affiliates may encounter potential conflicts of interest in connection with a Client. Prospective investors should consider the following additional factors in determining whether an investment in a Client is a suitable investment. Highly Volatile Markets. The prices of financial instruments in which Saba Capital, on behalf of the Clients, may invest can be highly volatile. Price movements of forward and other derivative contracts in which the Clients' assets may be invested are influenced by, among other things, interest rates, changing supply and demand relationships, trade, fiscal, monetary and exchange control programs and policies of governments, and national and international political and economic events and policies. The Clients are subject to the risk of failure of any of the exchanges on which its positions trade or of their clearinghouses. There can be no assurance that the Client will not suffer material adverse effects from broad and rapid changes in market conditions. Recent market conditions have shown that markets can quickly change at times or in ways that are difficult for Saba Capital to predict, so even a well analyzed investment approach may not protect the Client from significant losses under certain market conditions. Global Market Investments. Saba Capital, on behalf of the Clients, may invest in the debt or other securities and instruments of issuers located outside the United States. In addition to business uncertainties, such investments may be affected by political, social and economic uncertainty affecting a country or region. Many financial markets are not as developed or as efficient as those in the United States, and as a result, liquidity may be reduced and price volatility may be higher. The legal and regulatory environment may also be different, particularly as to bankruptcy and reorganization. Financial accounting standards and practices may differ, and there may be less publicly available information in respect of such companies. The values and relative yields of investments in the securities markets of different countries, and their associated risks, are expected to change independently of each other. Income received by the Clients from sources within some countries may be reduced by withholding and other taxes imposed by such countries. The Clients may be subject to additional risks which include possible adverse political and economic developments and possible adoption of governmental restrictions which might adversely affect the payment of principal and interest to investors located outside the country of the issuer, whether from currency blockage or otherwise. Furthermore, some of the securities may be subject to brokerage taxes levied by governments, which has the effect of increasing the cost of such investment and reducing the realized gain or increasing the realized loss on such securities at the time of sale. While Saba Capital will take these factors into consideration in making investment decisions for the Clients, no assurance can be given that the Clients will be able to fully avoid these risks. In addition, economic problems in a single country are increasingly affecting other markets and economies. A continuation of this trend could adversely affect global economic conditions and world markets and, in turn, could adversely affect the Clients' performance. Emerging Market Investments. Certain markets in which the Clients may invest may be regarded as emerging or developing markets. In emerging and developing markets, there is often less government supervision and regulation of business and industry practices, stock exchanges, over-the-counter markets, brokers, dealers, counterparties and issuers than in other more established markets. Any regulatory supervision which is in place may be subject to manipulation or control. Some emerging and developing market countries do not have mature legal systems comparable to those of more developed countries. Moreover, the process of legal and regulatory reform may not be proceeding at the same pace as market developments, which could result in investment risk. Legislation to safeguard the rights of private ownership may not yet be in place in certain areas, and there may be the risk of conflict among local, regional and national requirements. In certain cases, the laws and regulations governing investments in financial instruments may not exist or may be subject to inconsistent or arbitrary appreciation or interpretation. Both the independence of judicial systems and their immunity from economic, political or nationalistic influences remain largely untested in many countries. The Clients may also encounter difficulties in pursuing legal remedies or in obtaining and enforcing judgments in non-U.S. courts. Due to the foregoing risks and complications, the costs associated with investments in emerging market securities generally are higher than for securities of issuers based in developed countries. Currency Risks. The Clients' investments that are denominated in a foreign currency are subject to the risk that the value of a particular currency will change in relation to one or more other currencies. Among the factors that may affect currency values are trade balances, the level of short-term interest rates, differences in relative values of similar assets in different currencies, long-term opportunities for investment and capital appreciation and political developments. Saba Capital may try to hedge these risks by investing directly in foreign currencies, buying and selling forward foreign currency exchange contracts and buying and selling options on foreign currencies, but there can be no assurance such strategies will be effective. Contingent Liabilities. From time to time the Clients may incur contingent liabilities in connection with an investment. For example, the Clients may enter into agreements pursuant to which they agree to assume responsibility for default risk presented by a third-party, and may, on the other hand, enter into agreements through which third- parties offer default protection to the Clients. Short Selling. Saba Capital, on behalf of the Clients, will engage in short sales and, with respect to certain Clients, intends to be net short. Short selling involves selling securities which are not owned by the short seller and borrowing them for delivery to the purchaser, with an obligation to replace the borrowed securities at a later date. Short selling allows the investor to profit from a decline in market price to the extent such decline exceeds the transaction costs and the costs of borrowing the securities. The extent to which Saba Capital, on behalf of the Clients, engages in short sales will depend upon Saba Capital's investment strategy and opportunities. A short sale creates the risk of a theoretically unlimited loss, in that the price of the underlying security could theoretically increase without limit, thus increasing the cost to the Clients of buying those securities to cover the short position. There can be no assurance that the Clients will be able to maintain the ability to borrow securities sold short. In such cases, the Clients can be "bought in" (i.e., forced to repurchase securities in the open market to return to the lender). There also can be no assurance that the securities necessary to cover a short position will be available for purchase at or near prices quoted in the market. Purchasing securities to close out a short position can itself cause the price of the securities to rise further, thereby exacerbating the loss. It may also be impossible for the Clients to borrow securities at the most desirable time to make a short sale, particularly in illiquid securities markets. If the prices of securities sold short increase, the Clients will likely be required to provide additional funds or collateral to maintain the short positions. This could require Saba Capital, on behalf of such Clients, to liquidate other investments to provide additional margin, and those liquidations might not be at favorable prices. A short sale involves the risk of a theoretically unlimited loss, in that the price of the underlying security could theoretically increase without limit, thus increasing the cost to the Clients of buying those securities to cover the short position or resulting in the inability of the Clients to cover the short position. Saba Capital, on behalf of the Clients, may make "short sales against-the-box," in which it will sell short securities the Clients own or have the right to obtain without payment of additional consideration. If Saba Capital, on behalf of the Clients, makes a short sale against-the-box, the Clients will be required to set aside securities equivalent in kind and amount to the securities sold short (or securities convertible or exchangeable into those securities) and will be required to hold those securities while the short sale is outstanding. The Clients will incur transaction costs, including interest expense, in connection with opening, maintaining and closing short sales against-the-box.
Maintenance of a Short Exposure. The investment strategy utilized by certain
Clients involves the purchase of CDS protection on low spread investment grade bonds, equity puts and other equity derivatives, CDS on credit indices, CDS on high yield bonds, CDS on bank loans or selling short physical bonds and equity index futures – positions which may lose value over time in the event that credit spreads narrow or are unchanged. Selling short physical bonds and purchasing CDS protection results in negative carry with respect to such positions and thus, even with credit spreads unchanged, the Tail Hedge Fund may lose value in the event that the price of the securities do not move in such a way as to offset the negative carry. In a spread tightening environment, an investor may lose all or part of its investment in certain Clients. Losses will be higher with higher leverage and tighter spreads.
Legal and Regulatory Environment for Private Investment Funds and their
Managers. The legal, tax and regulatory environment worldwide for private investment funds (such as the Clients) and their managers is evolving. Changes in the regulation of private investment funds, their managers, and their trading and investing activities may have a material adverse effect on the ability of the Clients to pursue its investment program and the value of investments held by the Client. There has been an increase in scrutiny of the private investment fund industry by governmental agencies and self-regulatory organizations. New laws and regulations or actions taken by regulators that restrict the ability of the Client to pursue its investment program or employ brokers and other counterparties could have a material adverse effect on the Client and the investors' investments therein. In addition, Saba Capital may, in its sole discretion, cause the appropriate Client to be subject to certain laws and regulations if it believes that an investment or business activity is in the appropriate Client's interest, even if such laws and regulations may have a detrimental effect on one or more investors.
Increased Regulatory Oversight. Increased regulation and regulatory oversight and
changes in law applicable to private investment funds and their managers may impose administrative burdens on Saba Capital, including, without limitation, responding to examinations and other regulatory inquiries and implementing policies and procedures. Such administrative burdens may divert Saba Capital's time, attention and resources from portfolio management activities. Such regulatory inquiries are generally confidential in nature, may involve a review of an individual's or a firm's activities or may involve studies of the industry or industry practices, as well as the practices of a particular institution. Alternative Investment Fund Managers Directive. The Alternative Investment Fund Managers Directive (the "AIFM Directive") regulates: (i) alternative investment fund managers (each, an "AIFM") based in the European Economic Area (the "EEA"); (ii) the management of any alternative investment fund ("AIF") established in the EEA (irrespective of where an AIF's AIFM is based); and (iii) the marketing of any AIF, such as the Client, to professional investors in the EEA. Under the AIFM Directive, certain conditions must be met to permit the marketing of the shares to any potential and existing investors in the EEA. The ability of the Client or Saba Capital to offer the shares in the EEA will depend on the relevant EEA state permitting the marketing of non-EEA domiciled funds under the national private placement regimes implementing the AIFM Directive and the ability of the Client and Saba Capital to comply with such national private placement regimes, where available. Compliance with the requirements of such regimes may increase the costs of the administration of the Client significantly, including the costs of regulatory reporting services to the Client and custody and prime brokerage services provided to the Client. As such, the Client's ability to market the shares to EEA investors may be limited.
Widening and Narrowing Credit Spreads. Certain Clients may be impacted by the
widening or narrowing of credit spreads. If credit spreads were to narrow, it would result in an increase in the cost to certain Clients of buying securities to cover the short position or resulting in the inability of certain Clients to cover the short position. Forward Trading. Forward contracts and options thereon, unlike futures contracts, are not traded on exchanges and are not standardized; rather, banks and dealers act as principals in these markets, negotiating each transaction on an individual basis. Forward and "cash" trading is substantially unregulated. There is no limitation on daily price movements and speculative position limits are not applicable. The primary risks associated with entering into such transactions include the risk that there will not be a market for such instruments; that trading will be disrupted because of unusually high trading volume, government intervention or other factors; that there is counterparty credit risk; and that the counterparty may not be able to perform on its obligation under the contract. The principals who deal in the forward markets are not required to continue to make markets in the currencies or commodities they trade and these markets can experience periods of illiquidity, sometimes of significant duration. There have been periods during which certain participants in these markets have refused to quote prices for certain currencies or commodities or have quoted prices with an unusually wide spread between the price at which they were prepared to buy and that at which they were prepared to sell. The imposition of controls by governmental authorities might also limit such forward trading to less than that which Saba Capital would otherwise recommend, to the possible detriment of the Client. Market illiquidity, trading disruption, or failure of the counterparty to perform could result in major losses to a CEF. To the extent possible, Saba Capital endeavors to select CEF Managers that it believes will deal only with counterparties that are creditworthy and reputable institutions, but such counterparties need not be rated investment grade. Regulatory Consequences of Holding Significant Positions. Clients, acting alone or as part of a group, may (i) acquire more than 5% of a class of securities of a single issuer which would require the filing of a Schedule 13D or 13G with the SEC or (ii) acquire more than 10% of a class of securities of a single issuer, or may place a director on the board of directors of such issuer, which would impose certain limitations on an Client’s ability to trade in such securities, including the restrictions of Section 16 of the United States Securities Exchange Act of 1934, as amended (the 12 “Exchange Act”).

Under Section 16 of the Exchange Act, one or more Clients may be subject to certain additional reporting requirements and may be required to disgorge certain short-swing profits arising from purchases and sales of such securities. In such a scenario, the one or more Clients causing the profit disgorgement will also bear the fees and expenses relating to such disgorgement (regardless of whether the Client earned a profit). In addition, in such circumstances the Client will be prohibited from entering into a short position in such issuer’s securities, and therefore limited in its ability to hedge such investments. Other jurisdictions in which a Client trades may have similar laws that may be triggered at different levels of holdings. Such regulations and limitations arising from significant positions of Clients may cause increased transaction costs and impact Saba Capital’s investment decisions with respect to such positions. Moreover, a Client’s ability to realize value from certain of its investments may depend upon the ability of Saba Capital to influence the management of a portfolio company to take certain actions, including, for example, a recapitalization, liquidation, open-ending, tender, restructuring, spin-off, or sale of the business or enhancement to operating performance. If Saba Capital is incorrect in its assessment of the impact such action will have on the value of a portfolio company, or if it is unsuccessful in persuading the portfolio company’s management to take the desired action, the Client may sustain a loss on its investment in the portfolio company, resulting in a reduction of the value of the Client’s investment. The size of a Client’s investment position may also make it more difficult for such Client to dispose of its holdings without impacting the price of its securities or otherwise limit the manner in which such Client may seek to effect such disposition.

Hedging Transactions. Saba Capital, on behalf of the Clients, may utilize financial instruments, both for investment purposes and for risk management purposes in order to (i) protect against possible changes in the market value of the Clients' investment portfolios resulting from fluctuations in the securities markets and changes in interest rates; (ii) protect the Clients' unrealized gains in the value of the Clients' investment portfolios; (iii) facilitate the sale of any such investments; (iv) enhance or preserve returns, spreads or gains on any investment in the Clients' portfolios; (v) hedge the interest rate or currency exchange rate on any of the Clients' liabilities or assets; (vi) protect against any increase in the price of any securities the Clients anticipate purchasing at a later date or (vii) for any other reason that Saba Capital deems appropriate. The success of the Clients' hedging strategies will depend, in part, upon Saba Capital'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 portfolio investments being hedged. Since the characteristics of many securities change as markets change or time passes, the success of the Clients' hedging strategies will also be subject to Saba Capital's ability to continually recalculate, readjust and execute hedges in an efficient and timely manner. While the Clients may enter into hedging transactions to seek to reduce risk, such transactions may result in a poorer overall performance for the Clients than if they had not engaged in such hedging transactions. For a variety of reasons, Saba Capital may not seek to establish a perfect correlation between the hedging instruments utilized and the portfolio holdings being hedged. Such an imperfect correlation may prevent the Clients from achieving the intended hedge or expose the Clients to risk of loss. Saba Capital may not hedge against a particular risk because it does not regard the probability of the risk occurring to be sufficiently high as to justify the cost of the hedge, or because it does not foresee the occurrence of the risk. The successful utilization of hedging and risk management transactions requires skills complementary to those needed in the selection of the Clients' portfolio holdings. Leverage Risks. The use of leverage will, in certain instances, enable the Clients to achieve a higher rate of return than would be otherwise possible. Leverage may take the form of, without limitation, any of the financial instruments described herein, including derivative instruments which are inherently leveraged and trading in products with embedded leverage such as options, short sales, swaps and forwards. The instruments and borrowings utilized by the Clients to leverage investments may be collateralized by the Clients' portfolios. The use of leverage will magnify the volatility of changes in the value of the investments of the Clients. Accordingly, any event which adversely affects the value of an investment would be magnified to the extent the investment is leveraged. The cumulative effect of the use of leverage by the Clients in a market that moves adversely to their investments could result in substantial losses to the Clients, which would be greater than if the Clients were not leveraged. While leverage increases the buying power of the Clients and presents opportunities for increasing total returns, it has the effect of potentially increasing losses as well. For example, funds borrowed for leveraging will be subject to interest, transaction and other costs, and other types of leverage also involve transaction and other costs. Any such costs may or may not be recovered by the return on the Clients' portfolios. Leverage will increase the investment return of the Clients if an investment purchased with or utilizing leverage earns a greater return than the cost to the Clients of such leverage. The use of leverage will decrease the investment return if the Clients fail to recover the cost of such leverage. Portfolio Divergence. Although, other than the difference in leverage, (i) the Flagship Funds' portfolio is expected to be substantially similar to that of the Master II Funds’ and Saba E Funds’, and (ii) the CEF 1 Funds’ portfolio is expected to be substantially similar to that of the CEF 2 Funds’ portfolio, in each case, there may be divergences between the portfolios. These divergences may result from legal, tax, accounting, regulatory, liquidity, leverage, risk management, transaction costs, investment horizon, timing of formation and other similar considerations and restrictions. Saba Capital at its sole discretion, may periodically rebalance the portfolios of the Clients, but is under no obligation to do so. Divergences in the portfolios may be material and may impact the relative performance of one Client versus another Client.
Carry Neutral. Certain Clients may be designed to be "carry neutral" – meaning that
performance during periods of normal market conditions is expected to be within an average range of -2% to +2% on an annual basis. However, there is no guarantee that the Client will be able to achieve this objective within the targeted range during such periods. The levels set forth reflect the Client's current investment program and risk management expectations and should not be interpreted as being a firm constraint or limit. The cost of carry may well exceed these levels, especially during periods of spread widening or tightening. Portfolio Concentration. During the initial investment period of a Client, Saba Capital may acquire portfolio positions in quantities based on its anticipated Client assets under management in the future. Accordingly, the Client may hold more concentrated positions than it otherwise would if and when the Client reaches its target level of assets under management. Counterparty Insolvency. The Clients' assets may be held in one or more accounts maintained for the Clients by counterparties, including their prime brokers. There is a risk that any of such counterparties could become insolvent. In September 2008, Lehman Brothers Holdings Inc., a major investment bank based in the United States, filed for bankruptcy protection under Chapter 11 of the United States Bankruptcy Code. While none of its U.S. broker-dealer subsidiaries was included in the Chapter 11 filing and all of its U.S. registered broker-dealer subsidiaries currently continue to operate, certain of Lehman Brothers subsidiaries, including Lehman Brothers International (Europe) ("LBIE") have been placed under the administration chartered to wind down their respective business. To date, it is uncertain what percentage of the assets custodied with LBIE by its trading counterparties (including hedge funds) will ultimately be recovered and when. The insolvency of the Clients' counterparties is likely to impair the operational capabilities or the assets of the Clients. Although Saba Capital regularly monitors the financial condition of the counterparties it uses, if one or more of the Clients' counterparties were to become insolvent or the subject of liquidation proceedings in the United States (either under the Securities Investor Protection Act or the United States Bankruptcy Code), there exists the risk that the recovery of the Clients' securities and other assets from such prime broker or broker- dealer will be delayed or be of a value less than the value of the securities or assets originally entrusted to such prime broker or broker-dealer. In addition, the Clients may use counterparties located in various jurisdictions outside the United States like LBIE. Such local counterparties are subject to various laws and regulations in various jurisdictions that are designed to protect their customers in the event of their insolvency. However, the practical effect of these laws and their application to the Client’s assets are subject to substantial limitations and uncertainties. Because of the large number of entities and jurisdictions involved and the range of possible factual scenarios involving the insolvency of a counterparty, it is impossible to generalize about the effect of their insolvency on the Clients and their assets. Investors should assume that the insolvency of any counterparty would result in a loss to the Clients, which could be material. Selection of Brokers. Saba Capital may be subject to conflicts of interest relating to its selection of brokers on behalf of the Clients. Transactions for the Clients will be allocated to brokers on the basis of, among other things, best execution and in consideration of a broker's ability to effect the transactions, its facilities, reliability and financial responsibility, as well as the provision or payment by the broker of the costs of research and research-related services. In addition, brokers may provide other services that are beneficial to Saba Capital, but not necessarily beneficial to the Clients, including, without limitation, capital introduction, marketing assistance, consulting with respect to technology, operations or equipment, and other services or items. Such services and items may influence Saba Capital's selection of brokers. U.S. Partnership Tax Audit Risk. Certain Clients, which intend to be treated as a partnership for U.S. tax purposes, may be required to file a tax return with the Internal Revenue Service (the “Service”). If the tax returns of the Client are audited by the Service, the U.S. tax treatment of the Client’s income and deductions generally is determined at the master fund level. For U.S. tax returns of the master fund filed or required to be filed for tax years beginning prior to 2018, U.S. tax deficiencies arising from the audit, if any, are paid by the Client (to the extent of any income that is, or is treated as, effectively connected with a trade or business in the United States or otherwise subject to withholding or other tax in the United States) and the other members of the Client who were partners for U.S. tax purposes in the year subject to the audit. Under the general rule imposed under new legislation, an audit adjustment of the Client's U.S. tax return filed or required to be filed for any tax year beginning after 2017 (a "Prior Year") could result in a tax liability (including interest and penalties) imposed on the Client for the year during which the adjustment is determined (the "Current Year"). The tax liability generally is determined by using the highest tax rates under the Internal Revenue Code (“IRC”) applicable to U.S. taxpayers, in which case the Client and any other Current Year partners of the master fund would bear the audit tax liability at significantly higher rates (including interest and penalties) arising from audit adjustments and in amounts that are unrelated to their Prior Year economic interests in the Client partnership items that were adjusted. The Client may be able to use a lower tax rate to compute the tax liability by taking into account the fact that the Client is generally not expected to be subject to U.S. tax on most, if not all, of its share of the master fund's income. However, the details of how this rule will be implemented are not yet known, and there can be no guarantee that the Client would be able to use a lower tax rate to calculate the tax liability for any particular Prior Year under audit. To mitigate the potential adverse consequences of the general rule, the Client may be able to elect with the Service to pass through such audit adjustments for any year to its members who participated in the master fund for the Prior Year, in which case the Client and each Prior Year participating member (and not the master fund itself) generally would be responsible for the payment of any tax deficiency, determined after including their share of the adjustments on their tax returns for the Current Year and calculated, in the case of the Client, using the tax rates generally applicable to non-U.S. entities. The Client may also be able to mitigate such adverse consequences by, after the audit adjustments are made, filing an amended U.S. tax return for the Prior Year and paying tax, if any, on its share of the items adjusted on audit. The extent to which the Client will be able to mitigate the operation of the general rule under either of these alternatives is uncertain and may depend upon future regulatory guidance and amendments to the legislation.
Cybersecurity Risk. As part of its business, Saba Capital processes, stores and
transmits large amounts of electronic information, including information relating to the transactions of the Clients and personally identifiable information of the investor. Similarly, service providers of Saba Capital and the Clients, especially the administrator, may process, store and transmit such information. Saba Capital has procedures and systems in place that it believes are reasonably designed to protect such information and prevent data loss and security breaches. However, such measures cannot provide absolute security. The techniques used to obtain unauthorized access to data, disable or degrade service, or sabotage systems change frequently and may be difficult to detect for long periods of time. Hardware or software acquired from third parties may contain defects in design or manufacture or other problems that could unexpectedly compromise information security. Network connected services provided by third parties to Saba Capital may be susceptible to compromise, leading to a breach of Saba Capital's network. Saba Capital's systems or facilities may be susceptible to employee error or malfeasance, government surveillance, or other security threats. On-line services that may be provided by Saba Capital to the investors may also be susceptible to compromise. Breach of Saba Capital's information systems may cause information relating to the transactions of the Clients and personally identifiable information of the investors to be lost or improperly accessed, used or disclosed.

The service providers of Saba Capital and the Clients are subject to the same electronic information security threats as Saba Capital. If a service provider fails to adopt or adhere to adequate data security policies, or in the event of a breach of its networks, information relating to the transactions of the Clients and personally identifiable information of the investors may be lost or improperly accessed, used or disclosed. The loss or improper access, use or disclosure of Saba Capital's or the Clients’ proprietary information may cause Saba Capital or the Clients to suffer, among other things, financial loss, the disruption of its business, liability to third parties, regulatory intervention or reputational damage. Any of the foregoing events could have a material adverse effect on the Clients and the investors' investments therein. Dependence on Service Providers. Clients are also dependent upon their counterparties and the businesses that are not controlled by Saba Capital that provide services to the Clients. Examples of service providers include the administrator, prime brokers, legal counsel and auditors. Errors are inherent in the business and operations of any business, and although Saba Capital will adopt measures to prevent and detect errors by, and misconduct of, counterparties and service providers, and transact with counterparties and service providers it believes to be reliable, such measures may not be effective in all cases. Errors or misconduct could have a material adverse effect on the Client and the investors' investments therein. As the Clients have no employees and the members of the board of directors have been appointed on a non-executive basis, the Clients are reliant on the performance of the service providers. Each investor's relationship in respect of its Shares is with the respective Client only. Accordingly, absent a direct contractual relationship between an investor and the relevant service provider, no investor will have any contractual claim against any service provider for any reason related to its services to the Clients. Retention and Motivation of Employees. The success of the Clients are dependent upon the talents and efforts of highly skilled individuals employed by Saba Capital and Saba Capital's ability to identify and willingness to provide acceptable compensation to attract, retain and motivate talented investment professionals and other employees. There can be no assurance that Saba Capital's investment professionals will continue to be associated with Saba Capital throughout the life of the Clients, and the failure to attract or retain such investment professionals could have a material adverse effect on the Clients and the investors' investments therein. Competition in the financial services industry for qualified employees is intense and there is no guarantee that, if lost, the talents of Saba Capital's investment professionals could be replaced.
Limitation of Liability of Service Providers. Investors should note that the day-to-
day operation of the Clients has been delegated to Saba Capital and the administrator, and that the agreements in place between the Clients and such service providers limit the extent to which those service providers will be liable for losses caused to the Client. Accordingly, it is possible that the Clients may incur a loss through the errors or omissions of a service provider, but will be unable to obtain redress from that service provider due to the limited liability provisions in the relevant agreement.
In-Kind Distributions; Liquidating SPVs. The Client anticipates that all
distributions to investors will be made in cash by means of bank to bank wire transfer, but under certain circumstances, a redeeming investor may receive securities in lieu of, or in combination with, cash. In-kind distributions may be comprised of, among other things, participations or other derivative instruments referring to certain assets of the Client, interests in special purpose vehicles or trading vehicles (each, a "Liquidating SPV") holding securities also being held or that were held by the Client, or participations or other derivatives instruments referring to such Liquidating SPVs. The Client expects that, in the event that the Client utilizes a Liquidating SPV to facilitate in-kind distributions of redemption proceeds, a Liquidating SPV would hold a participation interest with respect to the pro rata portion of each investment held by the Client as of the applicable redemption date attributable to the redeeming investors (the "SPV Assets"). Saba Capital, subject to the board of directors' oversight, would manage any Liquidating SPV with the intention of distributing the net proceeds attributable to the SPV Assets as they are realized over time. A Liquidating SPV may receive in-kind payments of assets and liabilities from the Client which it, in turn, would distribute to redeeming investors. Any Liquidating SPV would be responsible for paying its operating and overhead costs and expenses, including, but not limited to, documentation of performance and the admission of the members, all operating expenses such as tax preparation fees, please register to get more info

DISCIPLINARY INFORMATION
There are no legal or disciplinary events that are material to a client’s or prospective client’s evaluation of Saba Capital's advisory business, management persons, or the integrity of Saba Capital’s management. please register to get more info

OTHER FINANCIAL INDUSTRY ACTIVITIES AND AFFILIATIONS
A. Broker-Dealer Registration Status
Saba Capital and its management persons are not registered as broker-dealers, and do not have any application pending to register with the SEC as a broker-dealer or registered representative of a broker-dealer.
B. Futures Commission Merchant, Commodity Pool Operator or Commodity
Trading Adviser Registration Status
Saba Capital is registered as a CPO. In connection with Saba Capital’s status as a registered CPO, Boaz Weinstein, Andrew Kellerman, Leah Jordan, and Russell Brawer are registered as Associated Persons with the NFA. Saba Capital and its management persons are not registered as, and do not have any application to register as, futures commission merchants, commodity trading advisors or associated persons of the foregoing types of entities.
C. Material Relationships or Arrangements with Industry Participants, Other
Investment Advisers, or Sub-Advisors
Saba Capital, its personnel and its affiliates, including Saba Capital, LLC and Saba Capital II, LLC, serve as investment advisers, management companies, general partners, managing members, and/or special shareholder to multiple clients. Saba Capital will devote as much of its time to the activities of each of the Clients as it deems necessary and appropriate. Saba Capital is not restricted from forming additional investment funds, from entering into other investment advisory or sub- advisory relationships or from engaging in other business activities, even though such activities may be in direct competition with existing Clients and may involve substantial time and resources of Saba Capital. These activities could be viewed as creating a conflict of interest in that the time and effort of the members and partners of Saba Capital and its officers and employees will not be devoted exclusively to the business of the existing Clients but will be allocated between the business of the existing Clients and the management of the monies of other advisees of Saba Capital. From time to time employees of Saba Capital may serve as directors or advisory board members of portfolio companies or other entities. In connection with such services, Saba Capital may receive directors' fees or other similar compensation attributable to such employees' services. Such amounts are not expected to be material. Employees of Saba Capital that serve as directors of the Clients do not receive fees with respect to such services, and must have such arrangements pre-approved by the Chief Compliance Officer. Similarly, Employees are required to seek pre-approval from the Chief Compliance Officer and their relevant supervisor prior to serving as a director of any company, or engaging in any similar outside business activities that are not related to an investment by the Clients. Because Saba Capital may invest in the same securities for both its private funds and for the Saba ETF, this may give rise to additional number of actual and potential conflicts of interest. Saba Capital will provide discretionary and/or non-discretionary investment management services to other clients, as well as managed accounts and other investment partnerships or funds, which may have similar investment objectives to those of the Clients. Saba Capital may give advice and recommend securities to other clients which may differ from advice given to, or securities recommended or bought for, the Clients, even though their investment objectives may be the same or similar to those of the Clients. Saba Capital currently manages, advises, sub-advises or controls certain other funds and accounts, including a public fund that pursues a substantially similar sub-strategy to those of the private funds. Such other accounts may now or in the future provide, lower management fees and incentive compensation, more favorable liquidity terms (such as, more frequent liquidity or immediate termination rights), and/or more favorable transparency rights than those provided to investors by the private funds. To the extent certain investors of such other accounts receive better transparency, such investors may be able to act on additional information that other investors in the appropriate Client do not receive, which, in certain circumstances may affect an investor's decision to invest additional capital (or to remain invested) in other accounts. In addition, redemptions by investors in, or terminations by holders of, such other accounts may have a negative impact on the Client to the extent the Client holds the same or similar positions as such other accounts. Saba Capital may provide investment recommendations to other accounts to which Saba Capital provides non-discretionary advice (”Non-Discretionary Accounts”) prior to implementing such recommendations to the other accounts to which Saba Capital provides discretionary management services (“Discretionary Accounts”). Accordingly, the Clients and other Discretionary Accounts may be seeking to obtain limited capacity from investments at the same time as such Non-Discretionary Accounts. In addition, to the extent such investments impose liquidity constraints, actions taken by the Non-Discretionary Accounts may be adverse to the Clients or other Discretionary Accounts. Non-Discretionary Accounts, may from time to time, have access or have the right to obtain information about investment decisions made for the Clients or Discretionary Accounts. Based on such information, the Non- Discretionary Accounts may take actions that are adverse to the Clients or Discretionary Accounts. Saba Capital may purchase or sell securities on its own behalf or on behalf of other accounts, which may differ from those purchased or sold for the Client, even though their investment objectives may be the same or similar. The Client, for example, may make an investment at the same time that one or more of the other accounts is disposing of the same or a similar investment. Likewise, the Client may make an investment in a position which is already held by one or more of the other accounts or a position that is adverse to a position held by one of more of the other accounts. It is possible that the activities or strategies used for the other accounts could conflict with the activities and strategies employed in managing the assets of the Client and affect the prices and availability of the securities and instruments in which the Client invests. Decisions about what action should be taken in a troubled situation, raise conflicts of interest. If additional capital is necessary as a result of financial or other difficulties, other accounts may or may not provide such additional capital as each determines in their sole discretion. Saba Capital will seek to resolve such conflicts of interest in a fair and equitable manner. From time to time, Saba Capital and/or one or more of its affiliates may come into possession of material, non-public information, and such information may limit the ability of the Clients to buy and sell investments, even if such information was obtained in the context of the investment activities of other accounts. The Clients will not be free to act upon any such information. Due to these restrictions and/or contractual restrictions imposed on any affiliate of Saba Capital in connection with the management of other accounts, the Clients may not be able to initiate a transaction that they otherwise might have initiated and may not be able to sell an investment that they otherwise might have sold. Orders may be combined for all such accounts, and if any order is not filled at the same price, they may be allocated on an average price basis. Similarly, if an order on behalf of more than one account cannot be fully executed under prevailing market conditions, securities may be allocated among the different accounts on a basis which Saba Capital considers equitable. During periods in which the assets of the Clients are not treated as "plan assets" for purposes of ERISA, Saba Capital may determine that it would be in the best interests of the Clients and one or more funds and investment accounts managed by Saba Capital to transfer certain assets held by one or more such funds and investment accounts managed by Saba Capital to other funds and investment accounts managed by Saba Capital, including for the purpose of rebalancing the portfolios of such funds and investment accounts. For example, certain "cross" trades may occur between Clients as may be necessary to rebalance cash or various portfolio positions. Such transactions will be conducted in accordance with, and subject to, Saba Capital’s fiduciary obligations to the Clients. From time to time, employees of Saba Capital may serve as directors or advisory board members of portfolio companies or other entities. In connection with such services, Saba Capital may, to the extent that the assets of a Client are not treated as "plan assets" for purposes of ERISA, receive directors' fees or other similar compensation attributable to such employees' services. Such amounts are not expected to be material. Other present and future activities of Saba Capital may give rise to additional conflicts of interest. In the event that a conflict of interest arises, Saba Capital will attempt to resolve such conflicts in a fair and equitable manner. By investing in a Client, each investor will be deemed to have acknowledged the existence of any such actual or potential conflicts of interest and to have waived any claim with respect to any liability arising from the existence of any such conflict of interest. The directors, the administrator, the auditors and the prime brokers may from time to time act in a similar capacity to, or otherwise be involved in, other funds or investment schemes, some of which may have similar investment objectives to those of the Clients. Thus, each may be subject to conflicting demands in respect of allocating management time, services and other functions between the activities each has undertaken with respect to the Clients and the activities each has undertaken or will undertake with respect to other investors or other accounts. It is therefore possible that any of them may, in the course of their respective businesses, have potential conflicts of interest with the Clients or their investors. The directors of the Clients, the administrator and the prime brokers may also provide services to other funds and may have similar conflicts of interest. This is a consideration of which investors should be aware.
D. Material Conflicts of Interest Relating to Other Investment Advisers
Saba Capital does not recommend or select other investment advisers for its clients. please register to get more info

TRANSACTIONS, AND PERSONAL TRADING
A. Code of Ethics Saba Capital serves as an investment adviser to the Clients, and as a result stands in a position of trust and confidence with respect to them. Accordingly, Saba Capital has a duty to act in the best interests of the Clients. Each partner, director, officer, and employee (together, the “Employees”) of Saba Capital is required to conduct his/her business consistent with the highest legal and ethical standards and in accordance with all applicable laws, rules, and regulations. In order to comply with these requirements, and protect the Firm’s reputation for integrity, Saba Capital has adopted a Code of Ethics. The Code of Ethics contains policies and procedures that serve to address certain conflicts of interest by, among other things:


• Requiring employees to act in the best interests of the Clients;
• Requiring that personal securities transactions must comply with all applicable laws, rules, and regulations of the countries in which Saba Capital operates or invests;
• Prohibiting Employees from taking inappropriate advantage of opportunities belonging to the Clients;
• Placing limitations on personal trading by Employees in “Covered Securities” (as defined in the Code of Ethics) and imposes pre-clearance and reporting obligations, a thirty-day holdings period with respect to most securities, and the prohibition of trading securities which the Client owns or routinely trades with limited exceptions;
• Requiring Employees to disclose and in most cases pre-approve personal investments in private securities, outside business activities, and political contributions;
• Requiring the disclosure of certain gifts or entertainment from certain third- parties;
• Limiting Employee use of social media; and
• Requiring that information concerning the identity of securities and the financial circumstances of the Clients and their investors be kept confidential.

A copy of Saba Capital’s Code of Ethics is available to investors and prospective investors upon request by contacting Michael D’Angelo, Esq., Saba Capital’s Chief Compliance Officer, at (212) 542-4635.
B. Investment in Securities that Saba Capital or a Related Person Has a
Material Financial Interest
i. Cross Trades If permissible under applicable law, Saba Capital only permits cross trades in limited circumstances, where Saba Capital determines that it is in the best interests of its clients to transfer an investment between Clients (a “Cross Trade”). Such circumstances may involve, without limitation, tax, liquidity, leverage, rebalancing, risk management, or some other reason, or for purposes of reducing transaction costs that may arise in an open market transaction. If Saba Capital determines that a Cross Trade is in the best interests of the Clients involved, the trade must be executed consistent with the principles of best execution under the circumstances, and it must be valued pursuant to Saba Capital’s Valuation Policy in place at the time. Saba Capital generally executes Cross Trades with the assistance of a broker-dealer who executes and books the transaction at the close of the market on the day of the transaction. Alternatively, a Cross Trade between two Clients may occur as an "internal cross", where Saba Capital instructs the custodian for the clients to book the transaction at the price determined in accordance with Saba Capital's Valuation Policy. If Saba Capital effects a Cross Trade, it will not receive any fee in connection with the completion of the transaction. Cross trades will be approved by the relevant Client’s board of directors (if applicable), as well as the Chief Compliance Officer, Chief Financial Officer, and Chief Operations Officer. ii. Principal Transactions To the extent that a Cross Trade may be viewed as a principal transaction, Saba Capital will comply with the requirements of Section 206(3) of the Advisers Act. A principal transaction occurs when an investment advisor, acting for its own account (or the account of an affiliate), buys a security from, or sells a security to, a client’s account. In no event will a Client engage in a principal transaction except where Saba Capital has designated one or more unaffiliated persons to evaluate and opine on the proposed transaction (such as the board of directors of the Client). Compliance will determine whether or not the transaction would constitute a principal transaction, and, if so, ensure that applicable pre-approvals and legal requirements are satisfied. iii. Trade Errors Although Firm employees exercise due care in making and implementing investment decisions, errors inadvertently may occur from time to time. Errors may include any incorrect transaction in a Client account, including, but not limited to: the purchase or sale of the wrong security; the purchase or sale of a security for the wrong account; buying or selling the incorrect quantity; placing a buy order as a sell order (or vice versa); duplicating trades; using an incorrect symbol; selling a security long that was intended to be sold short (or vice versa); or the inadvertent purchase or sale of a security contrary to regulatory, Firm or Client guidelines or restrictions. It is the policy of the Firm to ensure that any trade error is addressed in an expeditious manner. Trade errors should be corrected as soon as reasonably practicable after discovery, allowing for the orderly disposition or acquisition of securities to correct the error.
C. Investing in Securities that Saba Capital or Related Person Recommends to
Clients
The Code of Ethics, together with Saba Capital’s policies and procedures to prevent and detect market abuse and insider trading, place restrictions on personal trading by Employees. Employees are required to periodically submit holdings and transaction reports, pre-approve transactions in covered securities prior to execution, and maintain exposure to a position in a security for a minimum of 30 days before exiting the transaction. Unless approved by the CCO, employees are generally prohibited from transacting in any security (or related security) that Saba Capital recommends to Clients, with limited exceptions for investing in the current largest twenty ETFs by volume irrespective of any Clients’ ownership of such ETFs (or similar products), selling of positions that Employees held prior to joining the Firm, or other securities deemed appropriate by the CCO. It is the responsibility of all Employees to ensure their adherence to the Code of Ethics. Compliance is responsible for monitoring for potential violations of the Code of Ethics, including without limitation the monitoring and review of Employee personal securities transactions. please register to get more info

BROKERAGE PRACTICES
A. Factors Considered in Selecting or Recommending Broker-Dealers for Client
Transactions
Saba Capital has full discretionary authority to manage certain Clients, including authority to make decisions with respect to which securities are bought and sold, the amount and price of those securities, the brokers or dealers to be used for a particular transaction, and commissions or mark-ups and mark-downs paid. Saba Capital's authority is limited by its own internal policies and procedures, its duty to obtain “best execution” on behalf of its clients, and each Client's investment guidelines. Saba Capital is not required to solicit competitive bids and does not have an obligation to seek the lowest available commission. In selecting brokers or dealers to execute transactions, Saba Capital seeks to obtain best execution, taking into account quantitative and qualitative factors affecting the execution quality of a transaction including but not limited to (i) the size and type of the transaction, (ii) the nature and character of the markets for the security to be purchased or sold, and (iii) the execution efficiency, execution speed, market impact, settlement capability, research provided, and the financial condition of the broker-dealer firm. Accordingly, the commission rates (or dealer markups and markdowns arising in connection with riskless principal transactions) charged to the Clients by brokers in the foregoing circumstances may be higher than those charged by other brokers who may not offer such services. Saba Capital has established a Brokerage Committee to oversee, and perform reviews of its best execution policies and procedures. The Brokerage Committee is chaired by the Chief Compliance Officer. On a periodic basis, the Brokerage Committee reviews the overall execution quality of the Clients, as well as potential conflicts of interest which may arise from gifts and entertainment received from, or family relationships with, broker-dealers. i. Research and Other Soft Dollar Benefits Saba Capital may allocate portfolio transactions to brokers that pay some or all of the costs of brokerage and research services which are of benefit to the Clients and Saba Capital. Saba Capital has not and does not plan to enter into commission-sharing arrangements with, and does not maintain soft dollar or client commission accounts with broker-dealers. Saba Capital may accept products or services that may be considered soft dollar benefits, but will only do so within the parameters of the safe harbor of Section 28(e) of the Exchange Act. ii. Brokerage for Client Referrals Neither Saba Capital nor any related person receives client referrals from any broker- dealer or third party. However, as discussed above, subject to best execution, Saba Capital may consider, among other things, capital introduction and marketing assistance with respect to investors in the Clients in selecting or recommending broker-dealers for the Clients. iii. Directed Brokerage Saba Capital does not have directed brokerage agreements.
B. Order Aggregation
Client transactions will generally be executed on an aggregated basis where Saba Capital believes that to do so will allow it to obtain best execution and/or reduce transaction costs. If an order is not filled at the same price, they may be allocated among clients on an average price basis. Similarly, if an order on behalf of more than one client cannot be fully executed under prevailing market conditions, securities may be allocated among the different accounts on a basis which Saba Capital considers fair and equitable. Saba Capital will allocate investment opportunities among its Clients in a fair and equitable manner as to the extent practical and in accordance with each Client's applicable investment strategies measured over a period of time, Saba Capital will have no obligation to purchase or sell a security for, enter into a transaction on behalf of, or provide an investment opportunity to, any client solely because Saba Capital purchases or sells the same security for, enters into a transaction on behalf of, or provides an opportunity to another client if, in its reasonable opinion, such security, transaction or investment opportunity does not appear to be suitable, practical, or desirable for the client. If an investment opportunity is appropriate for more than one Client, it will generally be allocated among the Clients on a pro rata basis. However, investment opportunities may be allocated on a non-pro rata basis if deemed appropriate by Saba Capital taking into consideration certain factors including, but not limited to, (i) the potential for the investment to create an imbalance in a Client’s portfolio, (ii) available capital (adjusted for leverage) of such account or fund and its investment program's time horizon or constraints, (iii) potentially adverse tax consequences, (iv) regulatory and risk considerations and restrictions, (v) liquidity requirements of the account; (vi) an effort to avoid odd lots, (vii) whether the risk-return profile of the proposed investment is consistent with the account's objectives, whether such objectives are considered (i) solely in light of the specific investment under consideration or (ii) in the context of the portfolio's overall holdings, and (viii) other exceptions approved in keeping with principles of fiduciary responsibility, equitable allocation, and the Clients’ investment guidelines. Allocations of investment opportunities among a Client and one or more of the other accounts are generally on a pari passu basis; provided that priority allocations may be made to an under-allocated other account until such account "catches up." Saba Capital’s policies and procedures are intended to produce fairness over time, but may not, and are not expected to, produce mathematical precision in the allocation of individual purchases and sales of investments in any given case or over time. With respect to allocations of limited investment opportunities, such as privately placed securities and initial public offerings of securities, Saba Capital will determine which Clients are eligible to participate in those opportunities. Limited investment opportunities will generally be allocated among all eligible clients in proportion to their relative capital balances in accordance with the procedures set forth above. Clients without sufficient available capital will not participate. In certain circumstances, Saba Capital may give added weight to those clients whose investment programs are responsible for obtaining the investment opportunity when allocating limited investment opportunities. please register to get more info

REVIEW OF ACCOUNTS
A. Frequency and Nature of Review of Client Accounts or Financial Plans
Saba Capital performs various daily, weekly, monthly, quarterly, periodic, and ad hoc reviews of each client's portfolio. Such reviews are conducted by personnel of Saba Capital's trading, operations, research, and compliance staff.
B. Factors Prompting Review of Client Accounts Other than a Periodic Review
A review of a client account may be triggered by any unusual activity or special circumstances.
C. Content and Frequency of Account Reports to Clients
Generally, investors in the Clients receive weekly and monthly performance estimates, and a monthly and/or weekly report from Saba Capital documenting the performance of their Client, along with a monthly report of selected risk attributions of the Client, although Saba Capital may provide certain investors with information on a more frequent and detailed basis if agreed to by Saba Capital. Such reports are created by Saba Capital as well a third-party independent administrator. Information contained in these reports also may be available through the administrator's password protected website. In addition, Saba Capital issues investors tax reports and audited financial statements concerning their respective Clients within 90-120 days of the end of a Client's fiscal year. please register to get more info

CLIENT REFERRALS AND OTHER COMPENSATION
Saba Capital may enter, and in the past has entered, into capital introduction arrangements with certain financial institutions under which the financial institution does not receive compensation for the service. Saba Capital does not receive economic benefits from non-clients for providing investment advice and other advisory services. Neither Saba Capital nor any related person directly or indirectly compensates any person who is not a supervised person, including placement agents, for client referrals. Saba Capital does not currently utilize third-party placement agents. If Saba Capital elects to utilize such placement agents in the future, Saba Capital will disclose if such placement agents may receive compensation for referring investors to the Clients. Saba Capital, on behalf of its Clients, utilizes a foreign paying agent and representative bank in order to comply with specific marketing regulations in a foreign jurisdiction. The payment agent and representative bank receives a set fee for their services. Neither the paying agent nor representative bank solicits potential clients for the Clients, provides, or receives compensation for, client referrals. please register to get more info

CUSTODY
Client assets are generally held in custody at unaffiliated qualified custodians; however Saba Capital is deemed to have custody of client funds and securities because it has the authority to obtain client funds or securities, for example, by deducting advisory fees from a client's account or otherwise withdrawing funds from a client's account. Each Client is subject to audit at least annually by an independent public accountant that is registered with, and subject to regular oversight by, the Public Company Accounting Oversight Board. Ernst & Young is the Clients’ independent public accountant. Within 90-120 days of the applicable fiscal year, Saba Capital will ensure that the Clients distribute their audited financial statements to all clients, and investors within the Clients. please register to get more info

INVESTMENT DISCRETION
Generally, Saba Capital has discretionary authority to manage the securities portfolios of certain Clients pursuant to investment management agreements. Saba Capital’s discretionary authority is generally subject to such restrictions as set forth in each Client’s offering documents (i.e., offering memorandum, investment management agreement, subscription documents, and limited partnership agreement for the Delaware limited partnerships or articles of association for the Cayman Islands companies) as well as any written instructions provided by the client to Saba Capital and applicable regulations. please register to get more info

VOTING CLIENT SECURITIES
Proxy Voting
The SEC adopted Rule 206(4)-6 under the Advisers Act, requiring registered investment advisers that exercise voting authority over client securities to implement proxy voting policies. Saba Capital has adopted proxy voting policies and procedures to ensure compliance with the Advisers Act. Saba Capital’s general policy is to vote proxy proposals, amendments, consents or resolutions relating to Client securities, including interests in private investment funds, if any (collectively “proxies”), in a manner that serves the best interests of the Clients. Except as set forth below, the Firm has engaged BroadRidge Financial Solutions, Inc. to compile and vote all proxy ballots on behalf of the Firm, using specific guidelines and recommendations provided by Glass, Lewis & Co., LLC (“Glass Lewis”). Notwithstanding the foregoing, with respect to the proxy proposals relating to CEFs, the Firm will generally vote in favor of liquidation, open-ending tender offers or other similar votes that can impact a CEF’s discount (collectively, “Discount Recommendations”), or otherwise pursuant to Glass Lewis for all of the votes. Saba Capital may, from time to time, determine that it is in the best interests of its Clients to depart from (i) specific Glass Lewis recommendations (ii) and Discount Recommendations, such as where a portfolio manager, with the approval of the CIO or his designee, has a view on a particular issuer or corporate action that deviates from such recommendations. Investment professionals deviating from these recommendations must seek preapproval from the CCO and provide the CCO with a written explanation of the reason for the deviation, except with respect to proxy proposals relating to CEFs that are in favor of liquidation, open-ending or tender offers. For the avoidance of doubt, Saba Capital retains the authority to vote proxies, has not delegated such authority to any other party, and may vote against any proxy voting service recommendation if it determines such recommendation is contrary to its client best interest. Saba Capital believes that the proxy voting service’s internal policy regarding conflicts of interest satisfies conflicts of interest concerns.
Class Actions
Saba Capital does not commit to participate in all class actions that may arise with regard to a Client’s portfolio securities. Upon receipt of class action information, the general counsel will evaluate the costs versus the benefits of participation in the suit for each pertinent Client. Unless the general counsel determines that it would be in the best interests of a Client, Saba Capital will not participate in the class action on behalf of the Client. Saba Capital generally does not serve as the lead plaintiff in class actions because the costs of such participation typically exceed any extra benefits that accrue to lead plaintiffs. please register to get more info

FINANCIAL INFORMATION
Saba Capital is not required to include a balance sheet for its most recent fiscal year, is not aware of any financial condition reasonably likely to impair its ability to meet contractual commitments to clients, and has not been the subject of a bankruptcy petition at any time during the past ten years.
PART 2B OF FORM ADV: FIRM BROCHURE SUPPLEMENT
SABA CAPITAL MANAGEMENT, L.P.
March 31, 2019
Saba Capital Management, L.P. 405 Lexington Avenue, 58th Floor New York, NY 10174 Tel: (212) 542-4635

ADVISORY PERSONNEL:
Boaz R. Weinstein Pierre Weinstein Jeremy M. Benkiewicz Paul Kazarian Xavier Riera

This brochure supplement provides information about Boaz R. Weinstein, Pierre Weinstein, Jeremy M. Benkiewicz, Paul Kazarian, and Xavier Riera that supplements Saba Capital Management, L.P.’s (“Saba Capital”) Part 2A brochure. You should have received a copy of that brochure. Please contact us at (212) 542-4635 if you did not receive Saba Capital's brochure or if you have any questions about the contents of this supplement.
PART 2B OF FORM ADV for Boaz R. Weinstein
Boaz R. Weinstein Year of birth: 1973 Education: BA in philosophy in 1995 from the University of Michigan Business background for preceding five years: Mr. Weinstein is the founder, managing member and Chief Investment Officer of Saba Capital, which was founded in 2009. Prior to founding Saba Capital, Mr. Weinstein worked at Deutsche Bank for 11 years, the last eight as Managing Director. In 2008, Mr. Weinstein was promoted to Co-Head of Global Credit Trading at Deutsche Bank. Mr. Weinstein was also a member of the Global Markets Executive Committee. Item 3: DISCIPLINARY INFORMATION There are no legal or disciplinary events material to a client's or prospective client's evaluation of Mr. Weinstein.
Item 4: OTHER BUSINESS ACTIVITIES
Mr. Weinstein is an associated person of Saba Capital, a commodity pool operator. Otherwise, Mr. Weinstein is not registered, nor does he have an application pending to register, as a broker-dealer, a registered representative of a broker-dealer, a futures commission merchant, a commodity pool operator, or a commodity trading advisor. Excluding Saba Capital, Mr. Weinstein is not actively engaged in any business or occupation for compensation that provides a substantial source of his income or that involves a substantial amount of his time.
Item 5: ADDITIONAL COMPENSATION
Mr. Weinstein does not receive any additional compensation or economic benefits for providing advisory services to anyone who is not a client of Saba Capital.
Item 6: SUPERVISION
Saba Capital is committed to maintaining the highest ethical standards and fulfilling its fiduciary duty to its clients. Saba Capital has established policies and procedures to ensure to comply with the Investment Advisers Act of 1940 (“Advisers Act”), as amended, including Saba Capital's Compliance Manual (“Manual”) and Code of Ethics and supervision by the Chief Compliance Officer. Saba Capital’s portfolio managers are supervised by Boaz Weinstein, the founder and Chief Investment Officer (212-542-3611). Mr. Weinstein regularly confers with the portfolio managers about fund investments and routinely reviews securities held by the “Clients” (each a private pooled investment vehicle that is offered to investors on a private placement basis). Mr. Weinstein is the most senior investment professional with respect to the Clients managed by Saba Capital. Not applicable.
PART 2B OF FORM ADV for Pierre Weinstein
Pierre Weinstein (no relation to Boaz Weinstein) Year of birth: 1975 Education: MS in Int. Finance in 1998 from École des Hautes Etudes Commerciales de Paris

MS in Engineering in 1997 from École Centrale Lyon, France Bac. in 1992 from Lycée Adrien Zeller - Bouxwiller (formerly Lycée Bouxwiller)

Business background for preceding five years: Mr. Weinstein is a portfolio manager at Saba Capital, which was founded in 2009. Prior to joining Saba Capital, Mr. Weinstein was a Portfolio Manager at Saba Principal Strategies, the proprietary credit trading group at Deutsche Bank where he managed the equity derivatives and international convertible bond strategies. He joined Deutsche Bank in 2005.

Item 3: DISCIPLINARY INFORMATION There are no legal or disciplinary events material to a client's or prospective client's evaluation of Mr. Weinstein.
Item 4: OTHER BUSINESS ACTIVITIES
Mr. Weinstein is not registered, nor does he have an application pending to register, as a broker-dealer, a registered representative of a broker-dealer, a futures commission merchant, a commodity pool operator, a commodity trading advisor, or an associated person of the foregoing entities. Excluding Saba Capital, Mr. Weinstein is not actively engaged in any business or occupation for compensation that provides a substantial source of his income or that involves a substantial amount of his time.
Item 5: ADDITIONAL COMPENSATION
Mr. Weinstein does not receive any additional compensation or economic benefits for providing advisory services to anyone who is not a client.
Item 6: SUPERVISION
Saba Capital is committed to maintaining the highest ethical standards and fulfilling its fiduciary duty to its clients. Saba Capital has established policies and procedures to ensure fund investments and routinely reviews securities held by the Clients managed by Saba Not applicable.
PART 2B OF FORM ADV for Jeremy M. Benkiewicz
Jeremy M. Benkiewicz Year of birth: 1974 Education: MS in financial engineering in 1998 from Ensimag School in France Business background for preceding five years: Mr. Benkiewicz is a portfolio manager at Saba Capital, which was founded in 2009. Prior to joining Saba Capital, Mr. Benkiewicz was a Managing Director and Co-Head of Saba Principal Strategies, the proprietary credit trading group at Deutsche Bank. He joined Deutsche Bank in 2002 as one of Saba Principal Strategies' early members. Item 3: DISCIPLINARY INFORMATION There are no legal or disciplinary events material to a client's or prospective client's evaluation of Mr. Benkiewicz. Item 4: OTHER BUSINESS ACTIVITIES Mr. Benkiewicz is not registered, nor does he have an application pending to register, as a broker-dealer, a registered representative of a broker-dealer, a futures commission merchant, a commodity pool operator, a commodity trading advisor, or an associated person of the foregoing entities. Excluding Saba Capital, Mr. Benkiewicz is not actively engaged in any business or occupation for compensation that provides a substantial source of his income or that involves a substantial amount of his time.
Item 5: ADDITIONAL COMPENSATION
Mr. Benkiewicz does not receive any additional compensation or economic benefits for providing advisory services to anyone who is not a client.
Item 6: SUPERVISION
Saba Capital is committed to maintaining the highest ethical standards and fulfilling its fiduciary duty to its clients. Saba Capital has established policies and procedures to ensure fund investments and routinely reviews securities held by the Clients managed by Saba Not applicable.
PART 2B OF FORM ADV for Paul Kazarian
Paul Kazarian Year of birth: 1984 Education: BA in Political Science from Bates College. Business background for preceding five years: Mr. Kazarian is a portfolio manager at Saba Capital, which was founded in 2009. He joined Saba Capital in 2013. Prior to joining Saba Capital, Mr. Kazarian was a Director at RBC Capital Markets in the Global Arbitrage and Trading Group from 2007-2013. While there, Mr. Kazarian was responsible for the development and management of the Fixed Income ETF Group and also responsible for overseeing other exchange-traded fund and index strategies. Prior to RBC, Mr. Kazarian worked as a technology analyst at Merrill Lynch from 2006-2007. Item 3: DISCIPLINARY INFORMATION There are no legal or disciplinary events material to a client's or prospective client's evaluation of Mr. Kazarian. Item 4: OTHER BUSINESS ACTIVITIES Mr. Kazarian is not registered, nor does he have an application pending to register, as a broker-dealer, a registered representative of a broker-dealer, a futures commission merchant, a commodity pool operator, a commodity trading advisor, or an associated person of the foregoing entities. Excluding Saba Capital, Mr. Kazarian is not actively engaged in any business or occupation for compensation that provides a substantial source of his income or that involves a substantial amount of his time.
Item 5: ADDITIONAL COMPENSATION
Mr. Kazarian does not receive any additional compensation or economic benefits for providing advisory services to anyone who is not a client.
Item 6: SUPERVISION
Saba Capital is committed to maintaining the highest ethical standards and fulfilling its fiduciary duty to its clients. Saba Capital has established policies and procedures to ensure fund investments and routinely reviews securities held by the Clients managed by Saba Not applicable.
PART 2B OF FORM ADV for Xavier Riera
Xavier Riera Year of birth: 1978 Education: MS in Finance from Ecole HEC in Paris (2001) CFA Charterholder

Business background for preceding five years: Mr. Riera joined Saba Capital in September 2012. Prior to joining Saba Capital, Mr. Riera was a Portfolio Manager at Bluefin Trading, where he was in charge of a cross-asset arbitrage strategy. Prior to Bluefin, Mr. Riera was a Portfolio Manager at Kellogg Capital, where he also focused on opportunities across the capital structure of North American companies.

Item 3: DISCIPLINARY INFORMATION There are no legal or disciplinary events material to a client's or prospective client's evaluation of Mr. Riera.
Item 4: OTHER BUSINESS ACTIVITIES
Mr. Riera is not registered, nor does he have an application pending to register, as a broker- dealer, a registered representative of a broker-dealer, a futures commission merchant, a commodity pool operator, a commodity trading advisor, or an associated person of the foregoing entities. Excluding Saba Capital, Mr. Riera is not actively engaged in any business or occupation for compensation that provides a substantial source of his income or that involves a substantial amount of his time.
Item 5: ADDITIONAL COMPENSATION
Mr. Riera does not receive any additional compensation or economic benefits for providing advisory services to anyone who is not a client.
Item 6: SUPERVISION
Saba Capital is committed to maintaining the highest ethical standards and fulfilling its fiduciary duty to its clients. Saba Capital has established policies and procedures to ensure fund investments and routinely reviews securities held by the Clients managed by Saba Not applicable. please register to get more info