sales prospectus

27
UBS (Lux) Institutional Fund Investment fund under Luxembourg law ("fonds commun de placement") January 2006 Sales prospectus Fund units may be acquired on the basis of this sales prospectus, the simplified prospectuses, the latest annual report and, if it has already been published, the subsequent semi-annual report. Only the information contained in the sales prospectus and in one of the documents referred to therein shall be deemed to be valid. The units of the subfunds of UBS (Lux) Institutional Fund are not listed on the Luxembourg Stock Exchange. The issue and redemption of units of UBS (Lux) Institutional Fund are subject to the regulations prevailing in the country concerned, The subfunds mentioned in this sales prospectus may not be offered, sold or delivered to US persons. de I ,,, Manaqement and administration VISA 2006/12572-2412-0-Pc d'argument L'apposition de dupublicit6 visa ne peut KLl en au J$b ' . commission de Surveillance d cTj teur h-$efier , Management Company Luxembourg, le 03/02/2006 && $ L&LF UBS Institutional Fund Management Company S.P in Luxembourg for an unlimited duration. The narr Management Company S.A. to UBS Institutional F an extraordinary general meeting. Its registered office is at 291, Route d'Arlon, B.P. 9 in the "Mkmorial" on January 14, 1999 and cha r , , ",, , rp,rr L7, LVVL,~,FUIUUIy~--Lj Lvu-r r ~ ~ ~ 0, LWK The consolidated version is deposited at the Commercial Register of the District Court in Luxembourg for inspection. The Management Company is entered under no. B 67.517 in the Luxembourg Commercial Register. The sole object of the Management Company is the management of UBS (Lux) institutional Fund, as well as the issue and redemption of the units of said Fund. The equity capital of the Management Company amounts to Swiss francs 250'000. -, which sum has been fully paid in. .c-C";.1 .\- - -- _* ,<>. . %LLA;\jyk -:,\ :. Board of Directors Chairman: Members: Dr. Andreas Jacobs, Managing Director, UBS AG, Basel and Zurich Mario Cueni, Managing Director, UBS AG, Basel and Zurich Gilbert Schintgen, Executive Director, UBS Fund Services (Luxembourg) S.A., Luxembourg Aloyse Hemmen, Executive Director, UBS Fund Services (Luxembourg) LA., Luxembourg Portfolio Management bal Asset Management, Zurich UBS (Lux) Institutional Fund/Sales Prospectus 1/27

Upload: others

Post on 17-Feb-2022

1 views

Category:

Documents


0 download

TRANSCRIPT

UBS (Lux) Institutional Fund Investment fund under Luxembourg law ("fonds commun de placement") January 2006

Sales prospectus Fund units may be acquired on the basis of this sales prospectus, the simplified prospectuses, the latest annual report and, if it has already been published, the subsequent semi-annual report. Only the information contained in the sales prospectus and in one of the documents referred to therein shall be deemed to be valid. The units of the subfunds of UBS (Lux) Institutional Fund are not listed on the Luxembourg Stock Exchange. The issue and redemption of units of UBS (Lux) Institutional Fund are subject to the regulations prevailing in the country concerned, The subfunds mentioned in this sales prospectus may not be offered, sold or delivered to US persons.

de I ,,, Manaqement and administration VISA 2006/12572-2412-0-Pc

d'argument L'apposition de du publicit6 visa ne peut KLl en au J$b ' .

commission de Surveillance d cTj teur h-$efier ,

Management Company Luxembourg, le 03/02/2006 &&

$ L&LF UBS Institutional Fund Management Company S.P in Luxembourg for an unlimited duration. The narr Management Company S.A. to UBS Institutional F an extraordinary general meeting. Its registered office is a t 291, Route d'Arlon, B.P. 9 in the "Mkmorial" on January 14, 1999 and char,, ",, , rp,rr L7, LVVL,~,FUIUUIy~--Lj Lvu-r r ~ ~ ~ y 0, LWK

The consolidated version is deposited a t the Commercial Register of the District Court in Luxembourg fo r inspection. The Management Company is entered under no. B 67.517 in the Luxembourg Commercial Register.

The sole object of the Management Company is the management of UBS (Lux) institutional Fund, as well as the issue and redemption of the units of said Fund. The equity capital of the Management Company amounts to Swiss francs 250'000. -, which sum has been fully paid in.

.c-C";.1

. \ - - --

_ * ,<>. . %LLA;\jyk -:,\ :.

Board of Directors Chairman:

Members:

Dr. Andreas Jacobs, Managing Director, UBS AG, Basel and Zurich

Mario Cueni, Managing Director, UBS AG, Basel and Zurich

Gilbert Schintgen, Executive Director, UBS Fund Services (Luxembourg) S.A., Luxembourg

Aloyse Hemmen, Executive Director, UBS Fund Services (Luxembourg) LA., Luxembourg

Portfolio Management

bal Asset Management, Zurich

UBS (Lux) Institutional Fund/Sales Prospectus 1/27

I

European Convergence

Emerging Markets Bonds

Small Caps US Equity

US Corporate Bonds US Securitized Mortgage USD High Yield

UBS Global Asset Management (Germany) GmbH, Frankfurt UBS Global Asset Management (Americas) Inc., Chicago

I

UBS (Lux) Institutional Fund . . ..

Custodian and main paying agent UBS (Luxembourg) S.A., 36-38, Grand-Rue, B.P. 2, L-2010 Luxembourg. The custodian holds all the liquid assets and securities belonging to the fund's assets in safekeeping for the unit holders. The custodian performs all customary banking duties relating to the fund's accounts and securities as well as all routine administrative work in connection with the fund's assets and prescribed by Luxembourg law.

Administrative agent UBS Fund Services (Luxembourg) S.A., 291, Route d'Arlon, L-1150 Luxembourg (B.P. 91, L-2010 Luxembourg). UBS Fund Services (Luxembourg) S.A. as the administrative agent is responsible for the general administrative duties involved in managing the fund and prescribed by Luxembourg law. These administrative services mainly include domiciliation, calculation of the net asset value per unit and the keeping of the fund's accounts as well as reporting.

Auditor of the Fund Ernst & Young, Parc d'ActivitP Syrdall, L-5365 Munsbach (B.P. 780, L-2017 Luxembourg)

Auditor of the Management Company Ernst & Young, Parc d'Activite Syrdall, L-5365 Munsbach (B.P. 780, L-2017 Luxembourg)

Profile of the typical investor The Fund is suitable for investors who wish to invest in a broadly diversified portfolio. A detailed description of the individual subfund's typical investor profile is to be found in the respective simplified prospectus.

Historical performance The historical performance of the individual subfunds is outlined in the Simplified Prospectus relating to each subfund.

Risk profile Subfund investments may be subject to substantial fluctuations and no guarantee can be given that the value of a unit in the FCP will not fall below its value a t the time of acquisition. Factors that can trigger such fluctuations or influence their extent include but are not limited to:

Corn pa ny-specif ic changes Changes in interest rates Changes in exchange rates

0

0

0

0

By diversifying investments, the portfolio manager endeavours to partially mitigate the negative impact of such risks on the value of the subfund.

Credit risk: degradation of the credit quality of a determined security. Changes affecting economic factors such as employment, public expenditure and indebtedness, inflation Changes in the legal environment Changes in investor confidence in investment classes (e.g. equities), markets, countries, industries and sectors

Total Expense Ratio ("TER") The TER expresses the relationship between the gross amount of fund costs and the average net fund assets. The TER for each subfund is set forth in the respective Simplified Prospectus.

Portfolio Tu rnover ('I PTO ") The PTO is computed on the basis of the financial year by applying the following formula:

US$ (Lux) Institutional Fundhales Prospectus 2/27

-

UBS (Lux) Institutional Fund

Securities purchased = X Securities sold = Y Total 1 = Total of securities transactions = X+Y

Subscriptions to equities in the subfund = S Redemptions of equities in the subfund = T Total 2 = Total of equity transactions in the subfund = S+T

Average monthly total assets = M

Turnover = [(Total 1 - Total Z)/M]* 100 The PTO for each subfund is set forth in the respective Simplified Prospectus.

The Fund Structure of the fund UBS (Lux) Institutional Fund (hereinafter called the "fund") offers investors a range of different subfunds (umbrella construction), which invest in accordance with the investment policy described in this sales prospectus. This sales prospectus, which contains specific details on each subfund, will be updated upon the inception of each new subfund.

The following subfunds are available:

Name of Subfund Unitclasses and Reference currency of each unitclass (alphabetical order)

US Corporate Bonds USD USD USD USD USD USD USD US Securitized USD USD USD USD USD USD USD Mortgage USD Hiqh Yield USD USD USD EUR USD USD The Management Company will decide to launch the subfund at a later stage

The Management Company can issue several classes of units for each of the subfunds. All unit classes presently in issue are reserved to institutional investors having concluded an agreement (such as, but not limited to a portfolio management agreement) with UBS Global Asset Management or one of its authorised delegates. Currently, the following unit classes are offered: 0

0

Unit class XA, YA for which the Portfolio Management, Custody and Administration fee is charged outside the fund, directly a t the level of the agreement concluded by the investor. Unit class FA, for which the Portfolio Management, Custody and Administration fee is charged outside the fund, directly at the level of the agreement concluded by the investor. These units will have an issue price of 10 000 (in each funds reference currency). This class aims exclusively a t Financial Products.

UBS (Lux) Institutional FundISales Prospectus 3/27

UBS (Lux) Institutional Fund Unit class BA, for which the Portfolio Management fee is charged outside the Fund, directly at the level of the agreement concluded by the investor. Unit Class BA only bears operational and administrative expenses. Units of this class are reinvesting their dividends and other income, rather than distributing it on a regular basis. Unit classes AA, AA-TI, AD-T2 and CA for which the Management fee is directly deducted from the fund's NAV and covers all expenses. Unit Classes CA and YA hedge the foreign currency exposure of the respective subfund against their respective reference cu r rency . Unit classes AA, BA, XA, FA, YA, AA-TI and CA are reinvesting their dividends and other income, rather than distributing it on a regular basis. Units of class AD-T2 are distributing units, which entitle the unit holder to an annual distribution. Unit classes AA, BA, XA, FA and CA will be issued in registered form only.

Legal aspects The (Lux) Institutional Fund was established as an open-ended investment fund without legally independent status in the form of a collective investment fund (fonds commun de placement, FCP) pursuant to Part I of the Luxembourg law relating to Undertakings for Collective Investment of 20 December 2002. The Board of Directors of UBS Institutional Fund Management Company S.A. (formerly UBS Brinson Fund Management Company S.A.) originally established it under the title UBS Brinson Portfolio in compliance with Management Regulations approved on December 28, 1998. The Management Regulations were published in the "Memorial, Recueil des Societes et Associations", hereinafter called "MPmorial", the official gazette of the Grand Duchy of Luxembourg, on January 21, 1999 and amendments were published on September 18, 1999, December 14, 2000, January 26, 2002, on November 27, 2002, on November 6, 2003, on September 8, 2004, on November 26, 2004 and a notice of deposit was published in the Luxembourg "Memorial" on May 5, 2005, on October 21, 2005 and on February 8, 2006. The Regulations may be changed in observance of the provisions of the law. Each amendment will be published by means of a notice of deposit in the "Memorial", in a Luxembourg daily newspaper and, if necessary, in the official publications specified for the respective countries in which Fund units are sold. The new Regulations enter into force upon by signing by the Management Company and the Custodian Bank. The consolidated version is deposited at the Commercial and Company Register of the District Court in Luxembourg for inspection.

The fund has no legal personality as an investment fund. The entire assets of each subfund are the undivided property of all investors who have equal rights in proportion to the number of units, which they hold. These assets are separate from the assets of the Management Company. The securities and other assets of the fund are managed by UBS Institutional Management Company S.A. as in-house funds in the interest and for the account of the unit holders.

The Management Regulations give the Management Company the authority to establish different subfunds for the fund as well as different unit classes with specific characteristics within these subfunds. This sales prospectus will be updated each time a new subfund or an additional unit class is issued. The fund is subject to no restrictions with regard to the size of its net assets, the number of units, number of subfunds and duration of the Fund and its subfunds. The fund is a single legal entity. With respect to the unit holders, each subfund is regarded as being separate from the others. The assets of a subfund can only be used to offset the liabilities, which the subfund concerned has assumed. The acquisition of fund units implies acceptance of the Management Regulations by the unit holder. There is no provision in the Management Regulations for a meeting of the unit holders. The financial year of the Fund ends on December 31.

Investment objective and investment policv of the subfunds Investment objective The Fund provides investors with an opportunity for investment in all types of assets through professionally managed subfunds, each with their own specific investment objective and policy as more fully described under investment policy in order to achieve long term capital growth. The Fund will seek maximum capital appreciation (income plus capital gains) without undue risk.

Investment policy The assets of the sub-funds shall be invested following the principle of risk spreading. The sub-funds shall invest their net assets in debentures, notes, similar fixed- and variable-rate interest-bearing transferable securities (debt securities and claims), convertible bonds, convertible notes, bonds cum warrant, warrants on transferable securities, equities, other certificates such as cooperative society shares and participation certificates (equities and equity rights), short-term transferable securities and other participation certificates. Debt securities and claims, as well as participatory instruments and claims, are defined as those securities described in Article 41 of the Luxembourg Law relating to Investment Funds of 20 December 2002, as long as this is required by the investment restrictions detailed below. In its effort t o achieve this objective the Management Company must observe the investment restrictions as described in the Management Regulations. The currency of account of the individual subfunds indicates solely the currency in which the net asset value of the respective subfund is calculated and not the investment currency of the subfund concerned. Investments are made in those currencies which best benefit the performance of the subfunds.

UBS (Lux) Institutional Fundfiales Prospectus 4/27

UBS (Lux) Institutional Fund Each subfund may, while observing the following investment principles, deal in future, options and swaps (swaps, total return swaps, credit default swaps) on financial instruments in accordance with the investment principles (1 .g) and may transact deals in options that are not for hedging purposes. The markets in options, futures and swaps are volatile; both the opportunity to achieve gains as well as the risk of suffering losses are higher than with investments in securities. These techniques and instruments will only be employed if they are in conformity with the investment policies of the individual subfunds and do not adversely affect their quality. This also applies to options on securities. The fund can invest in securitized assets, like mortgage backed securities and asset backed securities, where payments of coupons and principal are provided by the collateral assets rather then the issuing company itself. The issuing entity might have no or limited liabilities towards such securities impacting their credit risk. Each subfund may accessorily hold liquid assets in all currencies in which investments are effected. The subfunds pay special attention to reach a broad diversification of all investments among industries, debtors and ratings. For this purpose, they may unless defined otherwise in the investment policy of the concerned subfund, invest no more than 10% of the net assets of a subfund in units of a single UClTS or other UCI.

UBS (Lux) Institutional Fund -ABSOLUTE RETURN BOND EUR UBS (Lux) Institutional Fund - Absolute Return Bond EUR actively invests i ts assets worldwide in secured and unsecured debenture bonds, notes, similar fixed-and variable interest bearing transferable securities (debt instruments and claims), convertible bonds, convertible notes, bonds with warrants. The subfund may invest up to 30% of i ts assets in Mortgage Backed Securities (commercial mortgage-backed securities) and other asset backed securities issued by the Government or by the private sector. Commercial mortgage backed securities are issued by private companies and covered through mortgage loans on property. Payment of the individual property investments serves to settle interest and repay loans. Asset backed securities are used for refinancing purposes and valued by rating agencies. They are covered by a pool of similar loans and/or assets, the repayment of which is effected through yields from the pool. Loans in this context may include mortgages, credit card debts and corporate credit or lease charges. The aforementioned securities correspond to securities in accordance with Article 41 of the Luxembourg Law of 20 December 2002. The Subfund may invest in debt securities rated less than "CCC" (Standard & Poors) or comparable rating. A non-comprehensive overview of the general risks entailed by involvement in Mortgage Backed Securities und Asset Backed Securities includes:

pre-payment risk counterparty risk

The duration of the subfund is actively managed vis-a-vis the duration of a short term interest rate in EUR (Citigroup EMU EUR 3 months EURO Deposit Local Currency). The investment objective of the subfund is t o attain an excess return with respect to the short-term interest rate in EUR. Besides, the subfund aims to reach a t least a long-term positive performance in any market environment. UBS (Lux) Institutional Fund - Absolute Return Bond EUR Fund pays especial attention to reach a broad diversification of all investments among industries, debtors and ratings. Securities of lower borrowing quality can exhibit above average returns but also a larger credit risk in comparison to investments in securities of first-class debtors. The subfund invests in those currencies best suited to increase the subfund's net asset value. The investments can be implemented in any legal currency. The foreign exchange risk will be actively managed and if necessary completely hedged against EUR. The subfund may also buy or sell futures, swaps, non-deliverable forwards (NDF) and options on currencies in order to:

partially or entirely secure the foreign currency risk of the investments contained in the subfund's assets in respect of that subfund's currency of account. This can be achieved either directly (hedging a currency against the reference currency) or indirectly (hedging the currency against a third currency which is then hedged against the currency of account); build up currency positions against the currency of account, other freely convertible currencies or currencies included in the benchmark.

The non-deliverable forward market allows building up currency positions and to hedge exchange rate exposures on currencies, without any physical transfer of these currencies and without having to deal in the local market. Therefore, the local counterparty risk and the cost of holding accounts in local currencies can be avoided. Further, US dollar- settled NDF between two offshore counterparties are not generally subject to local monetary controls.

UBS (Lux) Institutional Fund - ECO PERFORMANCE UBS (Lux) Institutional Fund - Eco Performance aims to achieve sustainable performance based on three pillars: environmental policy and/or environmental management system, process data and integration into product develop men t . The subfund shall mainly invest its assets in equities, equity shares such as cooperative shares and participation certificates (equities and equity rights). On an ancillary basis the fund may also invest i ts assets in bonds and other debt instruments and claims denominated in various currencies and issued by domestic or foreign borrowers as well as short-term securities, dividend-right certificates and warrants. The companies selected are those with a proactive commitment to ecological issues (known as eco-leaders and mainly blue chips) and those whose products make highly efficient use of resources (eco-innovators). Companies are assessed

UBS (Lux) Institutional Fund/Sales Prospectus 5/27

UBS (Lux) Institutional Fund in terms of which measures they have implemented and how their impact on the environment has changed over time. The top performers from each sector are potential candidates for the subfund. The catalogue of criteria used to decide whether a company should be incorporated into the fund's portfolio primarily contains quality-related, sector-specific questions. In addition to this product- and service related assessment, the integration of ecological aspects into management and the production processes are also analysed. The subfund may also buy or sell futures, swaps, non-deliverable forwards options on currencies in order to:

partially or entirely secure the foreign currency risk of the investments contained in the subfund's assets in respect of that subfund's currency of account. This can be achieved either directly (hedging a currency against the reference currency) or indirectly (hedging the currency against a third currency which is then hedged against the currency of account); build up currency positions against the currency of account, other freely convertible currencies or currencies included in the benchmark.

The non-deliverable forward market allows building up currency positions and to hedge exchange rate exposures on currencies, without any physical transfer of these currencies and without having to deal in the local market. Therefore, the local counterparty risk and the cost of holding accounts in local currencies can be avoided. Further, US dollar- settled NDF between two offshore counterparties are not generally subject to local monetary controls.

UBS (Lux) Institutional Fund - EMERGING MARKETS BONDS UBS (Lux) Institutional Fund - EMERGING MARKETS EQUITY UBS (Lux) Institutional Fund - Emerging Markets Equity actively invests i ts assets in equities and other equity shares of companies, which are domiciled in emerging market countries or carry out the major share of their economic activities in emerging market countries and included in the MCSl EMMA Index (the "Benchmark"). The objective is to achieve an excess performance relative to the benchmark. Investments are primarily made in common and preferred stocks including ADR's, warrants on transferable securities and rights convertible into common stocks. The subfund may hold short-term fixed income transferable securities on an ancillary basis

UBS (Lux) Institutional Fund - Emerging Markets Bonds actively invests at least two-thirds of its assets in fixed income securities issued or guaranteed by borrowers from emerging markets or borrowers which carry out the major proportion of their economic activities in emerging markets or issue instruments that involve credit exposure in respect of emerging markets.

The objective is to achieve an excess performance relative to the JP Morgan EMBl Global Index (the "benchmark"). Fixed income securities are bonds, notes and similar fixed- and variable-rate securities, convertible bonds, convertible notes, warrant bonds and, on an ancillary basis, warrants on securities, issued or guaranteed by borrowers from emerging markets or borrowers which carry out the major proportion of their economic activities in emerging markets or issue instruments that involve credit exposure in respect of emerging markets.

The objective of both subfunds is to achieve an excess performance relative to their respective benchmarks Emerging markets are those markets included in the International Finance Corporation Composite Index and/or the MSCl Emerging Markets Index and other countries, which are at a comparable level of economic development or in which there are new stock markets. Emerging markets are a t an early stage of development and may suffer from increased risk of expropriation, nationalization and social, political and economic insecurity. A non-comprehensive overview of the general risks entailed by involvement in emerging markets includes:

Counterfeit securities - with the weakness in supervisory structures, it is possible for securities purchased by the subfund to be counterfeited. Hence it is possible to suffer losses. Liquidity difficulties - the buying and selling of securities can be costlier, lengthier and in general more difficult than is the case in the more developed markets. Difficulties with liquidity can also increase price volatility. Many emerging markets are small, have low trading volumes and suffer from low liquidity and high price volatility. Currency fluctuations - the currencies of countries in which the subfund invests, compared with the accounting currency of that subfund, can undergo substantial fluctuations once the subfund has invested in these currencies. Such fluctuations may have a significant effect on the subfund's income. It is not possible to apply currency risk hedging techniques to all currencies in emerging market countries. Currency export restrictions - it cannot be excluded that emerging markets limit or temporarily suspend the export of currencies. Consequently, it is not possible for the subfund to draw any sales proceeds without delays. To minimize the possible impact on redemption applications, the subfund will invest in a large number of markets. Settlement and custody risks - the settlement and custody systems in emerging markets countries are not as well developed as those in developed markets. Standards are not so high and the supervisory authorities do not have the same amount of experience. Consequently, it is possible for settlement to take place late, which may pose disadvantages for liquidity and securities. Restrictions on buying and selling - in some cases, emerging markets can place restrictions on the buying of securities by foreign investors. Some equities are thus not available to the subfund because the maximum number allowed to be held by foreign shareholders has been exceeded. As well as this, the participation of foreign investors in the net income, capital and distributions may be subject to restrictions or government approval. Emerging markets may also limit the sale of securities by foreign investors. Should the subfund be barred due to such a restriction from selling i ts securities in an emerging market, it will try to obtain an exceptional approval from

UES (Lux) Institutional Fund/Sales Prospectus 6/27

UBS (Lux) Institutional Fund the authorities responsible or t o counter the negative impact of this restriction through its investments in other markets. The subfund will only invest in markets in which the restrictions are acceptable. However, it is not possible to prevent additional restrictions from being imposed. Accounting - the accounting, auditing and reporting standards, methods, practices and disclosures required by companies in emerging markets differ from those in developed markets in respect of content, quality and the deadlines for providing information to investors. It may thus be difficult to correctly evaluate the investment options.

partially or entirely secure the foreign currency risk of the investments contained in the subfund's assets in respect of that subfund's currency of account. This can be achieved either directly (hedging a currency against the reference currency) or indirectly (hedging the currency against a third currency which is then hedged against the currency of account); build up currency positions against the currency of account, other freely convertible currencies or currencies included in the benchmark.

The non-deliverable forward market allows building up currency positions and to hedge exchange rate exposures on currencies, without any physical transfer of these currencies and without having to deal in the local market. Therefore, the local counterparty risk and the cost of holding accounts in local currencies can be avoided. Further, US dollar- settled NDF between two offshore counterparties are not generally subject t o local monetary controls.

The subfunds may also buy or sell futures, swaps, non-deliverable forwards and options on currencies in order to: 0

UBS (Lux) Institutional Fund - EURO BONDS UBS (Lux) Institutional Fund - Euro Bonds actively invests mainly in fixed-term and floating rate debt securities and claims issued by public authorities and private borrowers and denominated or bearing an option in EUR (or its legacy currencies) and showing a credit quality of at least investment grade. The objective is to achieve an excess performance relative to the Lehman Brothers Euro Aggregate 500rn+ Index (the "benchmark").

UBS (Lux) Institutional Fund - EURO CORPORATE BONDS UBS (Lux) Institutional Fund - Euro Corporate Bonds actively invests mainly in bond, notes and other fixed income and floating rate secured or unsecured investments issued by corporations and denominated in EUR. The credit quality covers the range from AAA to BBB- (Standard & Poor's Rating) respective from Aaa to Baa3 (Moody's Rating). The objective is to achieve an excess performance relative to the Lehman Euro Aggr. 500m + Corporate index (the "benchmark").

UBS (Lux) Institutional Fund - EURO EQUITY UBS (Lux) Institutional Fund - Euro Equity actively invests mainly in common and preferred stocks including ADR's, warrants on transferable securities and rights convertible into common stocks from companies domiciled or which are chiefly active in European Countries that have adopted the EUR as domestic currency. The objective is to achieve an excess performance relative to the MSCl EMU Index (the "benchmark"). This may result in investments in smaller and/or unlisted companies in compliance with Article 2 of the Management Regulations. The markets of smaller and/or unlisted companies are more volatile and the possibility to realise gains, as well as the risk to suffer losses are higher. The subfund may hold short-term fixed income transferable securities on an ancillary basis.

UBS (Lux) Institutional Fund - EURO EQUITY ADVANCED UBS (Lux) Institutional Fund - Euro Equity Advanced invests exclusively in the stocks of companies included in the stock index "Dow Jones EURO STOXX 50SM". However, the weightings of the stocks contained in this subfund's portfolio are not necessarily identical to those in the Dow Jones EURO STOXX 50SM. The objective of this subfund is to achieve an excess performance relative to the benchmark (Dow Jones EUR STOXX 50

Dow Jones EURO STOXX 50SM is owned by STOXX LIMITED. The name of the index is a service mark of Dow Jones & Company Inc. Taking into account the following investment principles, a derivative strategy for individual stocks from the subfund is pursued through the use of options. It entails purchases or sales of options, or a combination of both. This strategy boosts the level of participation in positive price trends when stocks are rising no more than modestly. However, when prices of individual stocks rise at a higher-than-average rate, this strategy can limit the level of participation in positive performance. When prices of individual stocks in the subfund fall, the strategy of combining the purchase and sale of options usually has neither a positive nor negative impact.

) in an environment of average share prices increases SM

UBS (Lux) Institutional Fund - EUROPEAN CONVERGENCE UBS (Lux) Institutional Fund - European Convergence actively invests i ts net assets mainly in bond, notes and other fixed income and floating rate bonds and notes, secured or unsecured investments, including convertible bonds with underlying transferable securities, issued by sovereign bodies, public authorities and inter- and supranational organisations, financial institutions and corporate borrowers, located in "European Convergence Countries". Within the meaning of this subfund, "European Convergence Countries" are countries in central and Eastern Europe, including Russia and Turkey, with high economic growth potential, striving toward the economic standards of western

UBS (Lux) Institutional Fund/Sales Prospectus 7/27

UBS (Lux) Institutional Fund European economies and/or candidates and newly joined member countries of the European Union (EU), not currently participating in the European Monetary Union. The objective is to achieve a superior performance through yield and currency convergence in target markets, security selection and low correlation of target investments with established bond markets. The subfund will be managed relative to a customized index (the "benchmark"), comprising 60% "Merrill Lynch Local Government Bond Index (Eastern Europe)"and 40% "JPM EMBl EURO Global Diversified (Eastern Europe)". The subfund mainly invests in securities denominated in EU member countries' currencies (in particular EUR) or local freely convertible currencies of European Convergence Countries. Investments of the subfund are made in the currencies that are most suitable for the performance of the subfund and are managed actively in relation to the reference currency, meaning that there is no systematic hedge of foreign currency risk exposure against the EUR. In addition, the subfund may invest up to one third of its assets in the aforementioned securities if issued by issuers in other European countries and/or denominated in other currencies. Investments in countries of the Commonwealth of Independent States (CIS), together with investments pursuing to "Investment Principles", section 1.2, may not exceed 10% of the net assets of the subfund. European Emerging Markets are those markets included in the International Finance Corporation Composite Index and/or the MSCl Emerging Markets Index and other countries, which are at a comparable level of economic development or in which there are new stock markets. Emerging markets are a t an early stage of development and may suffer from increased risk of expropriation, nationalization and social, political and economic insecurity. A non-comprehensive overview of the general risks entailed by involvement in emerging markets includes: 0 Liquidity difficulties - the buying and selling of securities can be costlier, lengthier and in general more difficult than

is the case in the more developed markets. Difficulties with liquidity can also increase price volatility. Many emerging markets are small, have low trading volumes and suffer from low liquidity and high price volatility. Currency fluctuations - the currencies of countries in which the subfund invests, compared with the accounting currency of that subfund, can undergo substantial fluctuations once the subfund has invested in these currencies. Such fluctuations may have a significant effect on the subfund's income. It is not possible to apply currency risk hedging techniques to all currencies in emerging market countries. Currency export restrictions - it cannot be excluded that emerging markets limit or temporarily suspend the export of currencies. Consequently, it is not possible for the subfund to draw any sales proceeds without delays. To minimize the possible impact on redemption applications, the subfund will invest in a large number of markets. Restrictions on buying and selling - in some cases, emerging markets can place restrictions on the buying of securities by foreign investors. Some equities are thus not available to the subfund because the maximum number allowed to be held by foreign shareholders has been exceeded. As well as this, the participation of foreign investors in the net income, capital and distributions may be subject to restrictions or government approval. Emerging markets may also limit the sale of securities by foreign investors. Should the subfund be barred due to such a restriction from selling its securities in an emerging market, it will try to obtain an exceptional approval from the authorities responsible or to counter the negative impact of this restriction through i ts investments in other markets. The subfund will only invest in markets in which the restrictions are acceptable. However, it is not possible to prevent additional restrictions from being imposed.

partially or entirely secure the foreign currency risk of the investments contained in the subfund's assets in respect of that subfund's currency of account. This can be achieved either directly (hedging a currency against the reference currency) or indirectly (hedging the currency against a third currency which is then hedged against the currency of account); build up currency positions against the currency of account, other freely convertible currencies or currencies included in the benchmark.

The non-deliverable forward market allows building up currency positions and to hedge exchange rate exposures on currencies, without any physical transfer of these currencies and without having to deal in the local market. Therefore, the local counterparty risk and the cost of holding accounts in local currencies can be avoided. Further, US dollar- settled NDF between two offshore counterparties are not generally subject to local monetary controls.

UBS (Lux) Institutional Fund -GLOBAL AGGREGATE UBS (Lux) Institutional Fund - Global Aggregate actively invests at least two-thirds of i ts net fund assets in fixed-term and floating rate debt securities and claims, mortgage and other asset backed debt securities issued by public authorities and private borrowers worldwide and denominated in freely convertible currencies. The objective is to achieve an excess performance relative to the Lehman Global Aggregate hedged in EUR Index ) (the "benchmark") The subfund investments should also be broadly diversified in terms of markets, sectors, borrowers, and companies. Additionally, the subfund may invest up to 30% of its assets in Mortgage Backed Securities (commercial mortgage- backed securities) and other asset backed securities issued by the Government or by the private sector. Commercial mortgage backed securities are issued by private companies and covered through mortgage loans on property. Payment of the individual property investments serves to settle interest and repay loans. Asset backed securities are used for refinancing purposes and valued by rating agencies. They are covered by a pool of similar loans and/or assets, the repayment of which is effected through yields from the pool. Loans in this context may include

0

The subfund may also buy or sell futures, swaps, non-deliverable forwards and options on currencies in order to: 0

UBS (Lux) Institutional Fundhales Prospectus 8/27

UBS (Lux) institutional Fund mortgages, credit card debts and corporate credit or lease charges. The aforementioned securities correspond to securities in accordance with Article 41 of the Luxembourg Law of 20 December 2002. A non-comprehensive overview of the general risks entailed by involvement in Mortgage Backed Securities und Asset Backed Securities includes:

pre-payment risk counterparty risk

The subfund may also buy or sell futures, swaps, non-deliverable forwards and options on currencies in order to: partially or entirely secure the foreign currency risk of the investments contained in the subfund's assets in respect of that subfund's currency of account. This can be achieved either directly (hedging a currency against the reference currency) or indirectly (hedging the currency against a third currency which is then hedged against the currency of account); build up currency positions against the currency of account, other freely convertible currencies or currencies included in the benchmark.

The non-deliverable forward market allows building up currency positions and to hedge exchange rate exposures on currencies, without any physical transfer of these currencies and without having to deal in the local market. Therefore, the local counterparty risk and the cost of holding accounts in local currencies can be avoided. Further, US dollar- settled NDF between two offshore counterparties are not generally subject to local monetary controls.

UBS (Lux) Institutional Fund - GLOBAL BONDS 5 UBS (Lux) Institutional Fund - Global Bonds 5 actively invests mainly in fixed-term and floating rate debt securities and claims issued by public authorities and private borrowers worldwide and denominated in freely convertible currencies. The objective is to achieve an excess performance relative to the Citigroup World Government Bond Index (ex US) (the " benchmark " ). The subfund may also buy or sell futures, swaps and options on currencies in order to:

partially or entirely secure the foreign currency risk of the investments contained in the subfund's assets in respect of that subfund's currency of account. This can be achieved either directly (hedging a currency against the reference currency) or indirectly (hedging the currency against a third currency which is then hedged against the currency of account); build up currency positions against the currency of account, other freely convertible currencies or currencies included in the benchmark.

UBS (Lux) Institutional Fund - GLOBAL EQUITY (EX US) UBS (Lux) Institutional Fund - Global Equity (ex US) actively invests mainly in common and preferred stocks including ADR's, warrants on transferable securities and rights convertible into common stocks of companies with domicile or which are chiefly active in the developed countries included in the MSCI World (ex USA) Index (the "benchmark"). The objective is to achieve an excess performance relative to the benchmark. This may result in investments in smaller and/or unlisted companies in compliance with Article 2 of the Management Regulations. The markets of smaller and/or unlisted companies are more volatile and the possibility to realise gains, as well as the risk to suffer losses are higher. The subfund may hold short term fixed income transferable securities on an ancillary basis. The subfund aims at an active equity portfolio, which invests in a narrow selection of shares out of the investment universe. The focus is on consequent pricehahe ratio and follows a global, disciplined investment process. The research is based on a worldwide network of analysts. A team of strategists, which integrate the analyst's findings in the portfolio construction process, is responsible for the portfolio construction process. The subfund may also buy or sell futures, swaps, non-deliverable forwards and options on currencies in order to:

partially or entirely secure the foreign currency risk of the investments contained in the subfund's assets in respect of that subfund's currency of account. This can be achieved either directly (hedging a currency against the reference currency) or indirectly (hedging the currency against a third currency which is then hedged against the currency of account);

0 build up currency positions against the currency of account, other freely convertible currencies or currencies included in the benchmark.

The non-deliverable forward market allows building up currency positions and to hedge exchange rate exposures on currencies, without any physical transfer of these currencies and without having to deal in the local market. Therefore, the local counterparty risk and the cost of holding accounts in local currencies can be avoided. Further, US dollar- settled NDF between two offshore counterparties are not generally subject to local monetary controls.

UBS (Lux) Institutional Fund - KEY SELECTION EUROPEAN EQUITY UBS (Lux) Institutional Fund - Key Selection European Equity actively invests mainly in common and preferred stocks including ADR's, warrants on transferable securities and rights convertible into common stocks from companies domiciled or which are chiefly active in European Countries that have adopted the EUR as official currency. The objective is to achieve an excess performance relative to the MSCI Europe Index (the "benchmark"). This may result in investments in smaller and/or unlisted companies in compliance with Article 2 of the Management Regulations. The markets of smaller and/or unlisted companies are more volatile and the possibility to realise gains, as well as the risk to suffer losses are higher. The subfund may hold short term fixed income transferable securities on an ancillary basis.

UBS (Lux) Institutional Fund/Sales Prospectus 9/27

UBS (Lux) Institutional Fund The subfund aims a t an active equity portfolio, which invests in a narrow selection of shares out of the investment universe. The focus is on consequent price/value ratio and follows a global, disciplined investment process. The research is based on a worldwide network of analysts. The portfolio construction process is done by a team of strategists, which integrates the analyst's findings in the portfolio construction process. The subfund may also buy or sell futures, swaps, non-deliverable forwards and options on currencies in order to:

partially or entirely secure the foreign currency risk of the investments contained in the subfund's assets in respect of that subfund's currency of account. This can be achieved either directly (hedging a currency against the reference currency) or indirectly (hedging the currency against a third currency which is then hedged against the currency of account); build up currency positions against the currency of account, other freely convertible currencies or currencies included in the benchmark.

The non-deliverable forward market allows building up currency positions and to hedge exchange rate exposures on currencies, without any physical transfer of these currencies and without having to deal in the local market. Therefore, the local counterparty risk and the cost of holding accounts in local currencies can be avoided. Further, US dollar- settled NDF between two offshore counterparties are not generally subject to local monetary controls.

UBS (Lux) Institutional Fund - KEY SELECTION GLOBAL EQUITY UBS (Lux) Institutional Fund - Key Selection Global Equity actively invests mainly in common and preferred stocks including ADR's, warrants on transferable securities and rights convertible into common stocks of companies with domicile or which are chiefly active in the developed countries included in the MSCl World Index (the "benchmark"). The objective is to achieve an excess performance relative to the benchmark. This may result in investments in smaller and/or unlisted companies in compliance with Article 2 of the Management Regulations. The markets of smaller and/or unlisted companies are more volatile and the possibility to realise gains, as well as the risk to suffer losses are higher. The subfund may hold short term fixed income securities on an ancillary basis. The subfund aims at an active equity portfolio, which invests in a narrow selection of shares out of the investment universe. The focus is on consequent pricehahe ratio and follows a global, disciplined investment process. The research is based on a worldwide network of analysts. A team of strategists, which integrate the analyst's findings in the portfolio construction process, is responsible for the portfolio construction process. The subfund may also buy or sell futures, swaps, non-deliverable forwards and options on currencies in order to:

partially or entirely secure the foreign currency risk of the investments contained in the subfund's assets in respect of that subfund's currency of account. This can be achieved either directly (hedging a currency against the reference currency) or indirectly (hedging the currency against a third currency which is then hedged against the currency of account);

0 build up currency positions against the currency of account, other freely convertible currencies or currencies included in the benchmark.

The non-deliverable forward market allows building up currency positions and to hedge exchange rate exposures on currencies, without any physical transfer of these currencies and without having to deal in the local market. Therefore, the local counterparty risk and the cost of holding accounts in local currencies can be avoided. Further, US dollar- settled NDF between two offshore counterparties are not generally subject to local monetary controls.

UBS (LUX) Institutional Fund - KEY SELECTION US EQUITY UBS (LUX) Institutional Fund - Key Selection US Equity actively invests mainly in common and preferred stocks including ADR's, warrants on transferable securities and rights convertible into common stocks from Companies domiciled or which are chiefly active in US. The objective is to achieve an excess performance relative to the S&P 500 Index (the "benchmark"). This may result in investments in smaller and/or unlisted companies in compliance with Article 2 of the Management Regulations. The markets of smaller and/or unlisted companies are more volatile and the possibility to realise gains, as well as the risk to suffer losses are higher. The subfund may hold short term fixed income transferable securities on an ancillary basis. The subfund aims a t an active equity portfolio, which invests in a narrow selection of shares out of the investment universe. The focus is on consequent price/value ratio and follows a global, disciplined investment process. The research is based on a worldwide network of analysts. A team of strategists, which integrate the analyst's findings in the portfolio construction process, is responsible for the portfolio construction process.

UBS (Lux) Institutional Fund - MIDCAP US EQUITY UBS (Lux) Institutional Fund - MidCap US Equity actively invests mainly in stocks and other equity shares of medium or smaller size that are domiciled or chiefly active in the USA, and which are included in the S&P Mid Cap 400 (the "benchmark"). The objective is to achieve an excess performance relative to the benchmark. Investments are primarily made in common and preferred stocks including ADR's warrants on transferable securities and rights convertible into common stocks. The subfund may hold short term fixed income transferable securities on an ancillary basis.

UBS (Lux) Institutional Fund/Sales Prospectus 10/27

UBS (Lux) Institutional Fund UBS (Lux) lnstitutional fund - SHORT TERM USD UBS (Lux) Institutional Fund - SHORT TERM EUR These subfunds invest in short-term fixed income securities such as bonds with a residual maturity of less than one year, Floating Rate Notes (FRN) (provided that they qualify as transferable securities within the meaning of Article 41 of the Luxembourg law of December 20, 2002 relating to Undertakings for Collective Investments), Money Market Instruments, Euro Commercial Papers (ECP's) and Certificates of Deposits (CD's). All these investments are denominated in the currency mentioned in the subfund's name and rated minimum A3/A-. These subfunds are suitable for investors seeking a broadly diversified portfolio of USD respectively EUR short-term instruments with high quality and high liquidity. Based on its specific investment policy, these subfunds offer higher security and less volatile performance compared with other investments. Its units can be subscribed for and redeemed on each business day and thus represent a liquid investment. An investment in these subfunds must not be assimilated to a bank deposit and is not insured or guaranteed by a bank or a public authority. The price of the securities held by these subfunds may e.g. decrease in case of a rise in interest rates, a decline in the issuer's credit rating or the shortening of the security's maturity. Even for this type of subfunds, it cannot be guaranteed that the investor will recover the capital invested.

UBS (Lux) Institutional Fund - Small Caps US Equity UBS (Lux) Institutional Fund - Small Caps US Equity actively invests mainly in stocks and other equity shares of smaller companies with a market capitalization at the moment of investment of less than USD 2 billion and domiciled or chiefly active in the USA, which are included in the Russell 2000 Index (the "benchmark"). The objective is to achieve an excess performance relative to the benchmark. Investments are primarily made in common and preferred stocks including ADR's, warrants on transferable securities and rights convertible into common stocks. The subfund may hold short term fixed income transferable securities on an ancillary basis.

UBS (LUX) INSTITUTIONAL FUND - US CORPORATE BONDS UBS (LUX) Institutional Fund - US Corporate Bonds actively invests mainly in bond, notes and other fixed income and floating rate secured or unsecured investments issued by corporations and denominated in USD. The credit quality covers the range from AAA to BBB- (Standard & Poor's Rating) respective from AAA to Baa3 (Moody's Rating). The objective is to achieve an excess performance relative to the Lehman US Corporate Investment Grade Index (the "benchmark',).

UBS (Lux) Institutional Fund - US SECURITIZED MORTGAGE UBS (Lux) Institutional Fund - US Securitized Mortgage actively invests its assets in all types of mortgage-backed Securities, primarily of US issuers. Additionally, the fund may invest up to 20% of i ts assets in USD denominated fixed income securities of foreign issuers. The objective is t o achieve an excess performance relative to the Lehman MBS Fixed Rate Index (the " bench mark " ). The Fund's mortgage backed, mortgage-related and asset-backed securities are collateralized or backed by mortgages or other real property and may have all types of interest rate payment and rest terms, including fixed rate, adjustable and floating rate, pay-in-kind and auction rate features. These fixed income securities may include:

Government agency and privately issued mortgage-backed securities 0 Commercial mortgage backed securities 0 Collateralized mortgage and bond obligations 0 Real Estate Mortgage Investment Conduits (REMICs) collateralized by agency and private label pass-through

securities (Fixed and adjustable rate) 0 Home equity loan asset-backed securities 0 Manufactured housing asset-backed securities. Commercial mortgage backed securities are issued by private companies and covered through mortgage loans on property. Payment of the individual property investments serves to settle interest and repay loans. Asset backed securities are used for refinancing purposes and valued by rating agencies. They are covered by a pool of similar loans and/or assets, the repayment of which is effected through yields from the pool. Loans in this context may include mortgages, credit card debts and corporate credit or lease charges. The aforementioned securities correspond to securities in accordance with Article 41 of the Luxembourg Law of December 20, 2002.

UBS (Lux) Institutional Fund - USD HIGH YIELD UBS (Lux) Institutional Fund - USD High Yield actively invests primarily in transferable debt securities of lower borrowing quality, which are denominated in USD. Lower-rated bonds may carry an above-average yield, but also a higher solvency risk than investments in bonds of first- class issuers. This subfund will engage, for the account of Class CA units, in forward currency transactions, in order to substantially preserve the current USD value of Class CA units against EUR. Although it will not be possible to completely protect the entire Net Asset Value of Class CA units, the subfund intends in normal circumstances to preserve not less than 80% and no more than 100% of USD exposure against EUR of the Net Asset Value. Whenever changes in the value of the relevant portion of the portfolio or in the level of subscriptions for, or repurchase of, Class CA units may cause the

UBS (Lux) Institutional FundISales Prospectus 11/27

UBS (Lux) Institutional Fund coverage to fall below 80% or exceed 100% of such Net Asset Value, the subfund intends to make the above transactions in order to bring the coverage within those percentages, normally to approximately 90% of the Net Asset Value.

Investments in other UCITS and UCls The subfunds, which, according to their particular investment policy, invest their entire net assets (or a part of them) in other UClTS and UCls, act entirely or partially as a fund of funds. The general advantage of these funds as compared with funds investing directly is broader diversification and the fact that they spread the risk. A fund o fund diversifies the investment portfolio not just in respect of its own investments, since the investments objects (target funds) are also subject t o strict risk diversification rule; a fund of funds therefore gives the investor access to a product, which spreads the risk at two levels and thereby minimises the risks inherent in the individual investments. Certain commission payments and expenses may be incurred more than once when investing in existing funds (for example, commission for the custodian bank and the central administrative agent, managementkonsultation fees and issue/redernption commission for UCI and/or UCITS investments). These commissions and payments are charged at the level of the target fund and by the fund of funds itself. The subfunds may also invest in UCls and UClTS managed by UBS AG or by a company with which it is associated by the virtue of common management control or through a direct or indirect holding comprising more than 10% of the capital or voting rights. In this case subscription or redemption of shares would not entail any issue or redemption commission. Double charging of commission and expenses referred to above will be avoided by investing in institutionally priced unit classes.

Use of futures and options While taking account of the restrictions set forth in the section entitled “Special techniques and instruments that have securities and money market instruments as the underlying,” the Management Company may employ in relation to each subfund techniques and instruments that have securities and money market instruments as the underlying in the context of the orderly management of the assets of each respective subfund. By buying and/or selling futures on indices, the portfolio management is able to manage the flows of fund generated by subscriptionshedemptions as well as increase or decrease market exposure. By buying and/or selling call and put options on securities and indices, the portfolio management can increase or decrease the exposure for a corresponding security or market. By buying warrants on securities, the portfolio management can increase the exposure for a corresponding security. Futures, swaps and options and non-deliverable forwards (“ndf”) on currencies can be bought or sold by the portfolio management for the purpose of building up or securing foreign currency positions for the subfunds. At no time should the liabilities resulting from such transactions exceed the value of the net fund assets of the subfund concerned.

Risks connected with the use of derivatives: The prudent use of derivatives can yield advantages. However, derivatives can also entail risks that are different, and in some cases higher, than those associated with traditional investments. These risks include market risk, which applies to all forms of investment; the management risk, as the use of derivatives not only requires an understanding of the underlying instruments but also of the derivative itself, without it being possible a t the same time to monitor derivative performance under all possible market conditions; the risk of default, if the other party to a derivative transaction fails to respect the terms and conditions of the relevant contract. The risk of default in the case of derivatives traded on an exchange is generally lower as the risk associated with derivatives that are traded over-the-counter on the open market, as the clearing agents, which assume the function of issuer or counterparty in relation to each derivative traded on an exchange, assume a performance guarantee. To reduce the overall risk of default, such guarantee is supported by a daily payment system (i.e. cover requirements) maintained by the clearing agent. In the case of derivatives traded over-the-counter on the open market, there is no comparable clearing agent guarantee and in assessing the potential risk of default, the Management Company must take account of the creditworthiness of each counterparty in the case of derivatives that are traded over-the-counter on the open market. There are liquidity risks as it is difficult to buy or sell certain instruments. When derivative transactions are particularly large, or the corresponding market is illiquid (as is the case with many derivatives traded over-the-counter on the open market), it might not possible to execute a transaction or liquidate a position at an attractive price. The other risks associated with the use of derivatives include the risk of incorrectly valuing or determining the price of derivatives and that the derivatives fail to correlate perfectly with the underlying assets, interest rates and indices. Many derivatives are complex and frequently valued subjectively. Inappropriate valuations can result in higher cash payment requirements in relation to counterparties or in the loss of value for the Fund. There is not always a direct or parallel relationship between a derivative and the value of the assets, interest rates or indices from which it is derived. For these reasons, the use of derivatives by the Fund is not always an effective means of attaining its investment objective and can a t times even have the opposite effect.

UBS (Lux) Institutional Fund/Sales Prospectus 12/27

UBS (Lux) Institutional Fund Investments in UBS (Lux) Institutional Fund

Conditions for the issue and redemption of units Subfund units are issued and redeemed on every business day. In this context, "business day" refers to the normal bank business days (i.e. each day on which banks are open during normal business hours) in Luxembourg, with the exception of individual, non-statutory rest days in Luxembourg as well as days on which exchanges in the main countries in which the subfund invests are closed or 50% or more subfund investments cannot be adequately valued. "Non-statutory rest days" are days, on which several banks and financial institutions are closed. No issue or redemption will take place on days on which the Management Company has decided not to calculate net asset value as described in the section "Suspension of the net asset value calculation and of the issue, redemption and conversion of units". In addition, the Management Company is empowered to:

a) Reject a subscription application at its discretion and to discretionary decide to accept subscription and conversion requests on any other Valuation Date

b) At any time redeem Fund units held by unit holders who are not qualified to purchase or hold Fund units. Such redeemed units are reimbursed to the unit holder and thereby cease to be valid.

Subscription and redemption applications entered with the administrative agent or with UBS Global Asset Management - a unit of UBS AG - no later than by 15:OO hours Central European Time (cut-off time) on a business day (order date) will be processed on the following business day (valuation date) on the basis of the net asset value calculated for that day. As far as the subfunds Short Term EUR and Short Term USD are concerned, the cut-off-time is 12:OO hours CET. For subscriptions and redemptions received by the administrative agent or the central settlements agency of UBS Investment Bank in Switzerland - a unit of UBS AG - after the above mentioned cut-off times, the following business day will be treated as the order date Earlier closing times for receipt of orders can apply to orders placed with sales agencies in Luxembourg or abroad to ensure punctual forwarding to the administrative agent or central processing unit of UBS Investment Bank in Switzerland. The earlier closing times can be requested from the relevant sales agencies. This means that net asset value for settlement purposes is not known when the order is placed (forward pricing). It will be calculated on the valuation date on the basis of the last known prices (i.e. closing prices or if such do not reflect reasonable market value in the opinion of the Management Company, a t the last prices available a t the time of valuation). The individual valuation principles applied are described in the section that follows.

Investors are informed that the Management Company is entitled to take adequate measure in order to prevent practices known as "Market-Timing" in relation to investments in the Fund. The Management Company will also ensure that the relevant cut-off time for requests for subscription, redemption and conversion are strictly complied with and will therefore take adequate measures to prevent practices known as "Late Trading". In the event of recourse to distributors, the Management Company will ensure that the distributor duly complies with the relevant cut-off time.

The Management Company is entitled to reject requests for subscription and conversion in the event that it has knowledge or suspicions of the existence of such practices. In addition, the Management Company is authorized to take any further measures deemed appropriate to prevent the above mentioned practices, without prejudice however to the provisions under Luxembourg law.

Net asset value, issue and redemption price The net asset value and the issue and redemption price per unit of the different classes of any subfund are expressed in the currency of account of the subfund or the unit class concerned and are calculated every business day by dividing the overall net assets of the subfund to which the respective unit class is assigned by the number of units issued in the relevant class of this subfund. The percentage of the overall net asset value to be assigned to a subfund's unit class is determined by the relationship between the units issued in each class and the total number of units issued by the subfund. This percentage rate changes in accordance with distributions made and the issue and redemption of units as follows:

Each time a distribution is made on units of the following classes "AD-T2", the net asset value and issue and redemption price of units in this class are reduced by the amount of the distribution (which leads to a reduction in the percentage of the net asset value attributed to the class concerned). Meanwhile the net asset value of the other unit classes remains the same (leading to an increase in the percentage of the net asset value attributed to these classes). Each time units are issued or redeemed, the net asset value attributable to the unit class concerned is increased or reduced by the amount received or paid out.

If the total subscriptions or redemptions affecting all the unit classes of a subfund on a single trading day comes to a net capital inflow or outflow, the net asset value of the subfund may be increased or reduced respectively (Swinging Single Pricing, "SSP"). The maximum adjustment amounts to 1 YO of the net asset value. Estimated transaction costs and tax charges that may be incurred by the subfund as well as the estimated bid/offer spread of the assets in which the Fund invests may be taken into account. The adjustment leads to an increase in net asset value if the net movements result in a rise in all units of the Fund. It results in a reduction of net asset value if the net movements bring about a fall in the units. The board of directors can set a threshold value for each subfund. This may consist of the net movement on a trading day in relation to the net fund assets or to an absolute amount in the currency of the subfund concerned. The net asset value would be adjusted only if this threshold were to be passed on a trading day.

UBS (Lux) Institutional Fund/Sales Prospectus 13/27

UBS (Lux) Institutional Fund

Subfund

Launch: UBS (Lux) Institutional Fund - Global Aggregate FA UBS (Lux) Institutional Fund - Global Aggregate YA

When deciding about the introduction of SSP, the board of directors shall decide which subfunds will be affected. Subfund for which SSP is introduced will not have transaction fees payable and vice-versa.

Issue price Initial subscription period

10,000 EUR January 19, 2006 100 SEK

The value of the assets held by each subfund is calculated as follows: Securities, derivatives and other investments listed on an official stock exchange are valued a t the last available market price. If the same security, derivative or other investment is quoted on several stock exchanges, the last available listing on the stock exchange that represents the major market for this security will apply; In the case of securities, derivatives and other investments that are little traded on a stock exchange but for which a secondary market among securities traders exists using usual market price formation methods, the Management Company may value these securities and investments based on these prices. Securities, derivatives and other investments that are not listed on an official stock exchange, but which are traded on another Regulated Market, are valued at the last available price on this market Shares of other undertakings for collective investment in securities (UCITS) and/or undertakings for collective investment (UCI) will be valued at their last net asset value. Derivatives not listed on a stock exchange (OTC derivatives) are valued using independent resources. If only an independent resource is available for valuing a derivative, the plausibility of the valuation obtained is tested by means of model calculations acceptable to the Management Company and its auditors on the basis of the market value of the underlying instrument from which the derivative derives. In the event that any of the securities, derivatives or other investments held in the Fund's portfolio on the relevant day are not quoted or dealt in on any stock exchange or dealt in on any other Regulated Market or if, with respect of securities quoted or dealt in on any stock exchange or dealt in on any Regulated Market, the price as determined pursuant to the above is not representative of the relevant securities, the value of such securities will be determined based on a reasonable foreseeable price determined prudently and in good faith by the Management Company; Securities, derivatives and other investments that are denominated in a currency other than the reference currency of the relevant subfund and which are not hedged by means of currency transactions are valued a t the middle currency rate (midway between the bid and offer rate) obtained by external price providers. The value of swap transactions is calculated by the swap counterparty, on the basis of the net present value of all cash flows, both inflows and outflows. This valuation method is recognized by the Management Company and checked by the auditors. Based on the net acquisition price and by keeping the calculated investment return constant, the value of money market paper is successively adjusted to the redemption price thereof. In the event of material changes in market conditions, the valuation basis is adjusted on the new market yields; Time and fiduciary deposits are valued at their nominal value plus accrued interest.

For the subfunds UBS (Lux) Institutional Fund - Short Term USD and UBS (Lux) Institutional fund - Short Term EUR, the part of the assets which is composed of short-term fixed income securities as described in the respective subfund's investment policy, shall be valued as follows:

Based on the net acquisition price and by keeping the calculated investment return constant, the value of these securities is successively adjusted to the redemption price thereof. The valuation price can thus differ from the last known market price. The valuation price will be regularly compared to the market yields. In the event of material changes in market conditions, the valuation basis is adjusted on the new market yields. The Management Company is authorized to apply other generally recognized and auditable valuation criteria in order to achieve an appropriate valuation of the net assets if, due to extraordinary circumstances, a valuation in accordance with the above-mentioned regulations proves to be unfeasible or inaccurate. In the case of extraordinary circumstances, additional valuations, which will affect the prices of the units to be subsequently issued or redeemed, may be carried out within one day.

Issue of units The issue prices of units of the subfunds are calculated according to the paragraph "Net asset value, issue and redemption price". The initial subscription period, the issue price and the payment of the issue price for the new subfunds are as follows:

Payment for the initial SubscriDtion

January 24, 2006

plus issuing commission (of maximum 3% of the net asset value In favour of the sales agencies) and any stamp duties and fees After the initial subscription period, the issue price is based on the net asset value per unit plus an issuing commission of maximum 3% of the net asset value in favor of the sales agencies. In case of a subscription the fees (brokerage fees,

UES (Lux) Institutional FundISales Prospectus 14/27

UBS (Lux) Institutional Fund etc.), which arise on average for the fund in order to invest the amount subscribed, can be invoiced to the investor. Any taxes, commissions and other fees incurred in the respective countries in which fund units are sold will also be charged. Subscriptions for fund units are accepted a t the issue price a t the Management Company, the administrative agent as well as any other sales agency. Payment must be received by the Custodian of the Fund a t the latest two business days in Luxembourg after the Valuation Date. The Fund units will be transferred to the investors concerned without delay upon payment of the full issue price. The units will be issued as non-certificated registered units, unless the Management Company decides for certain category or classes of units to issue bearer units. Fractions of units will be issued up to the third decimal. Upon request and against payment by the unit holder of all incurred expenses, the Management Company may also decide to issue unit certificates in physical form. The Management Company reserves the right to issue unit certificates in denominations of 1 or more units, however fractions of units, will not be issued in certificate form. All units issued and still outstanding have the same rights. However, the Management Regulations envisage the possibility of establishing within a subfund various unit classes with specific features. The Management Company at its discretion may accept subscriptions in kind, in whole or in part. However in this case the investments in kind must be in accordance with the respective subfund's investment policy and restrictions. In addition these investments will be audited by the Fund's appointed auditor. The related costs are borne by the investor.

Redemption of units Unit holders can request redemption of their units a t any time by making an irrevocable redemption application to the Management Company, the administrative agent or t o one of the other sales agencies authorized to accept such applications. Redemption applications must be accompanied by any certificates, which might have been issued. The cash equivalent for redeemed subfund units is paid 3 business days after the order date unless legal provisions, such as foreign exchange controls or restrictions on capital movements, or other circumstances beyond the control of the custodian, make it impossible to transfer the redemption amount to the country in which the redemption application was submitted. Any taxes, commissions and other fees incurred in the respective countries in which fund units are sold will be charged. The development of the net asset value determines whether the redemption price is higher or lower than the issue price paid by the investor. In the event of an excessively large volume of redemption applications, the custodian and the Management Company may decide to delay execution of the redemption applications until the corresponding assets of the fund are sold without unnecessary delay. If such a measure is necessary, all redemption orders received on the same day will be settled a t the same price. The Management Company at its discretion may accept redemptions in kind, in whole or in part. However in this case the redemptions in kind must be in accordance with the respective subfund's investment policy and restrictions. In addition these redemptions will be audited by the Fund's appointed auditor. The related costs are borne by the investor.

Conversion of Units Generally, the unit holder of a subfund may convert any time into another subfund or unit class of the same subfund. However, the following exceptions apply:

The conversion is only possible into units issued; no conversion is possible if the issue of units by the subfund has been suspended The right to convert units is subject to compliance with any conditions applicable to the class or category of unit into which conversion is t o be effected Conversions can only be made for a definite number of units.

0 Due to technical restrictions conversions from the following classes: AA, CA, BA and XA units into the following classes: AA-T1 and AD-T2 units are not possible.

0 Conversions into Classes BA, XA and AA-TI and AD-T2 units will only be executed at the Management Company's discretion, under the condition that the investor has signed an agreement with UBS Global Asset Management.

The same procedures apply to the submission of conversion applications as apply to the issue and redemption of units. The number of units to convert into is calculated with the following formula:

P * X * S a = -------------

E

where: cx =

13 =

x = 6 =

c = net asset value per unit of the subfund and/or unit class in which the conversion shall be

number of units of the new subfund or the unit class in which to convert number of units of the subfund or the unit class from which to convert net asset value of the units presented for conversion

foreign exchange rate between the subfunds or the unit classes concerned. If both subfunds or unit classes are valued in the same currency of account, this coefficient equals 1

performed plus any taxes, commissions or other fees.

UBS (Lux) Institutional Fundhales Prospectus 15/27

UBS (Lux) Institutional Fund

In case of conversion, based on the net asset value, the fees (brokerage fees, etc.) which arise on an average for the subfund in order to invesVdisinvest the amount converted, can be invoiced to the investor.

Prevention of money laundering Distributors of Fund units must respect the rules set out by the Luxembourg law of February 19, 1973 regarding the sale of medicinal substances and the fight against drug addiction and the law of April 5, 1993 regarding the financial sector and of November 12, 2004 on the prevention of money laundering and financing of terrorism as they may be amended or revised from time to time, and any regulation currently in force.

Amongst others, subscribers must establish their identity with the distributors or the sales agent which collects their subscription. The distributors or the sales agent must request from subscribers the following identification documents: for individuals, certified copy of passportlidentity card (certified by the distributors or the sales agent or by the local public authority); for corporations or other legal entities, certified copy of articles of incorporation, certified copy of the Register of Commerce and Companies, copy of the latest annual accounts published, full identification of the beneficial owner, i.e. final shareholder.

Distributors must make sure that the sales agents are strictly observing the above identification procedure. UBS Fund Services (Luxembourg) S.A. and the Fund may at any time request assurance for compliance from the distributors. UBS fund Services (Luxembourg) S.A. controls the observance of the above-mentioned rules for any subscription/redemption requests it receives from subscribers established in non-Member States of the financial Action Task Force on Money Laundering ("FATF"). In addition, the distributor and its appointed sales agents must also all rules regarding the prevention of money laundering in force in the respective distribution countries. Member States of FATF are those states which adhere to the regulations of the "Financial Action Task Force on Money Laundering " .

Suspension of the net asset value calculation and of the issue, redemption and conversion of units The Management Company may temporarily suspend calculation of the net asset value and hence the issue and redemption of units for one or more subfunds and the switching between the individual subfunds when:

one or more stock exchanges or markets in which the valuation of a major part of the net assets is based, or foreign exchange markets in whose currency the net asset value or a major part of the net assets is denominated, are closed on days that are not customary holidays or trading is suspended or when these stock exchanges and markets are exposed to limitations or temporary severe fluctuations; events beyond the control, liability or influence of the Management Company make it impossible to access the subfund's assets under normal conditions or such access would be detrimental to the interests of the unitholders; disruptions in the communications network necessary for calculation of the net asset value or any other reason make it impossible to calculate with sufficient exactitude the value of a considerable part of the subfund's net assets; limitations on exchange operations or other transfers of assets render it impracticable for the subfund to execute business transactions, or where purchases and sales of the subfund's assets cannot be executed at the normal conversion rates.

A suspension of the calculation of the net asset value, a suspension of the issue or redemption of units and a suspension of the switching between subfunds will be notified without delay to all the responsible authorities in those countries in which units of the UBS (Lux) Institutional Fund are approved for sale to the public and will be published in a Luxembourg daily newspaper as well as in the official publications specified for the respective countries in which fund units are sold.

In addition, the Management Company is a t any time empowered a) to refuse purchase applications a t its own discretion; b) to redeem units which were purchased in defiance of an exclusion order.

0

0

0

Distribution of income In accordance with article 10 of the Management Regulations, once the annual accounts are closed the Management Company will decide whether and to what extent distributions are to be paid out by each subfund. The payment of distributions must not result in the net assets of the fund falling below the minimum amount of fund assets prescribed by law. If a distribution is made, payment will be effected no later than two months after the end of the financial year. The Management Company is authorized to pay interim dividends and to suspend the payment of distributions. Entitlements to distributions and allocations not claimed within five years of falling due shall lapse and be paid back into the subfund concerned. If the subfund in question has already been liquidated, the distributions and allocations will accrue to the remaining subfunds of the fund in proportion to their respective net assets. The Management Company may decide, in connection with the appropriation of net investment income and capital gains, to issue bonus units. An income equalization amount will be calculated so that the distribution corresponds to the actual income entitlement, Distributions are made upon submission of the relevant coupons. The Management Company determines the method of payment.

UBS (Lux) Institutional Fund/Sales Prospectus 16/27

UBS (Lux) Institutional Fund

Name of Subfund UBS Portfolio Administration and (Lux) Institutional Fund Unitclass Management Custodial expenses Transaction fee 5,

(alphabethical order) Fee per annum per annum 4,

None

None

None

None

max. 0.065% None

None max. 0.065% None None

AD-T2” 0.60% max. 0.065% None

.. - 0.45% . max. 0.065%

max. 0.065% -. . . . AA and AA-TJ ’)

Absolute Return Bond EUR . . . .

. -. . . . . . . .. . . . BA ’) None

.- -

None None F A and XA3) .... . . . . . - - . . - . . . .-

AD-T2 ’) 0.35% max. 0.065%

~ - . - Eco Performance .. AA‘)and AA-T1 ‘) 0.%5%

- . - ... ... .......... None

None . . . . .

EA’]

FA and XA3’ ..

.. .- .- ....... . .- ...... . . . .

0.40% -

0.65% max. 0.065% AA” and AA-T1

.... ... . . . . None max. 0.065% BA2)

FA and xA3’

AD-T2 ’) 0.50% max. 0.065%

Max. 0.18%

max. 0.18%

. . . . . . . . . . . . . . Emerqing Markets Bonds 0.40%

0.40%

0.40%

-_ - . . . . . .

- - None None ..... __ . . . . . . . . .

0.50%

0.50%

none 0.50%

Emerging Markets Equity -. .... . .- - - . ... -. .... .. - 1.10%

None

None

AAI’and AA-TI ’)

. . - -. - . . . _. . . BA’)

FA and XA3)

Taxes and expenses

Tax

The Fund is subject to Luxembourg legislation. In conformity with current legislation in the Grand Duchy of Luxembourg, the Fund is not subject to any Luxembourg withholding, income, capital gains or wealth taxes. The Fund is, however, subject to the Grand Duchy of Luxembourg‘s “taxe d’abonnement” of 0.01% p.a. on total net assets which is payable at the end of every quarter. This tax is calculated on the net assets of each subfund at the end of every quarter.

... ..... -. -.. ... ....

AD-T2” 0.70%

Euro Bonds AA”. and-AA-Tl ’I...- 0.40%

- BA” None None FA and XA”

AD-T2” 0.30%

. . ~

. . . ... ... .....

.... - . . -. . .- .-

Unitholders are advised that the law of 21 June 2005 (the “Law”) has implemented into Luxembourg law, the Council Directive 2003/48/EC on the taxation of savings income in the form of interest payments (defined as Savings Directive). According to the Savings Directive, as from July 1, 2005, cross boarder payments of interest to individuals resident in another other Member State will be subject to a withholding tax system or an automatic disclosure of Information. Dividends distributed by a Subfund of the Fund will be subject to the Savings Directive if more than 15% of the relevant Subfund’s assets are invested in debt claims as defined in the Directive. The distributors or the &%!gent must request, if applicabl6yfrorn subscribers the,Tax-Identification Number (”TIN”) issued for thipurposes to the investor by filsktate of tax residence. Proceeds realised by shareholders on the disposal of shares will be subject to such reporting or withholding if more than 40% (as of 1.1.201 1: 25%) of the relevant Subfund’s assets are invested in such debt claims.

.

0.50% max. 0.18%

rnax. 0.065% None

None

None None

max. 0.065% None

_. --

. -.. max. 0.065% . --

...... ..

The different tax figures provided are based on the last data available for the calculation date of the respective tax figures. Provided that the Subfund concerned is not subject to the Savings Directive or the unitholder is not concerned thereof, the unitholder is not subject to any capital gains, income, withholding, gift, estate, inheritance or other tax in Luxembourg except for investors domiciled, resident or having a permanent establishment in Luxembourg and except for certain former residents of Luxembourg owning more than ten per cent of the units in the Fund. The above summary of the tax implications is not exhaustive. Investors are therefore advised to seek professional advice in relation to the laws and regulations in force and, where appropriate, seek advice on the subscription, purchase, possession and sale of shares at their place of residence.

UBS (Lux) institutional Fund/Sales Prospectus 17/27

UBS (Lux) Institutional Fund

1 00%

None

None

0 60%

~

-

0 25% .~ -

None

None -~

-

0 15%

0 25% - None

None ~. --

__ 0 15%

Euro Corporate Bonds I

max. 0.065%

rnax. 0.065%

None

max. 0.065%

rnax. 0.065%

max. 0.065%

None

max. 0.065%

rnax. 0.065%

max. 0.065%

None

rnax. 0.065%

.

.. - -. -

-. . ~

.. .

-

-

e uro,Egui

None

None

None

None

None

Nine-

None

None

None

None N$ne

None

. .-

. . .~

. . -

. - .

.. -

.-

-

t Euro Equity Advanced

._

. - I= --

t - . -- I- FAggr? _-:

.-

~ ~~

Global Equitylex US. I L - -. Ke Selection European E@ 7 - -- r- Key Selection Global Equity

. - c t- Key Selection US Equity r

. -

..

AA’Iand AA-Tl’) ! .~ ~ -

BA” L p p p -

FA and XA3’

AD-T2”

AA” and AA-TI ’’

FA and XA3’

~ - -~

B A ~ ) -~

AD-T2”

AA ”and AA-Tl’) EA *’ XA 3’

AD-T2 ’)

__ ~.

AA” and AA-T1 ‘’ BA”

FA and XA3’ .~ ._

_. ~. --

AD-T2”

AA”and AA-TI ’) ~ -~ -

~. -- BAS) FA,YA and XA3’

~- --

AD-T2”

pAA1)andAArT1 ~

B A ~ )

FA and XA3)

AD-T2”

~. ~- -

. --

AA” and AA-T1 ’’

FA and XA3’

AA” and AA-TI

.~

FA and XA3’ - AD-T2

AA (USD)”, AA (EUR)”, AA-T1 (USD)”and AA-TI (EUR)”

EA (USD)”and EA (EUR)2’

FA, XA (USD)”and XA (EUR)3)

AD-T2 (EUR)”

AA (USD)’) and - AA-T1 (USD) I’

BA (USD)”and EA (EUR)2’

FA, XA (USD)2’

AD-T2 (USD)”

~- r - -

-- ~. -

--

- --

AA” and AA-T1 ” ..

-~ BA*)

~.

FA, XA3’

AD T2”

AA I] and AA-TI I) BA”

FA, XA3’

AD-T2”

AA” and AA-TI BA”

FA, XA”

AD-T2“

~-

-. - -.

__

~

0.55% -. ~ -

None

None

0.40%

-

-

’ 045% -- ~

None

’ None - - -

~ --

0.35%

0 75%

None None

0 45%

0 75%

--

- -- -~

-. ~. -

None

None - -~ -

.. .~ --

0.45%

None max. 0.065% max. 0.065% 1 None

- -. ~

None

max. 0.065% None

max. 0.065% None

None max. 0.065% None None

max. 0.065% None

max. 0.065% None

. .. None

_. --

-. .~

-- -. . , ~

-. ~ ~

max 0065%

--

max 0065% max 0065% None

max. 0.065% I None ~

None

max. 0.065% None

max. 0.065% None

max. 0.065% None

None max. 0.065% None

None max. 0.065% Max. 0.065% None

None None

max. 0.065% None

max. 0.065% None

None max. 0.065% None None

max. 0.065% None

None max. 0.065% None max. 0.065% None None

rnax. 0.065% None

.. . None

. ,-

~~

~. ..

.. - None -. ~.

.. - ~- .- -. .~

. .~

~. .-

. -- . -

.. ~ . -

. ,--

. . .

. .... ~ .. ~. .-

None max. 0.065% ---

max. 0.065% N o n e - .

None

max. 0.065% None

max. 0.065% None

max. 0.065% None

None

rnax. 0.065% None

.. - None ~.

-. ... .

-. . . -

. None ~.

UBS (Lux) Institutional Fund/Sales Prospectus 18/27

UBS (Lux) Instituti,onaI Fund None rnax. 0.065%

rnax. 0.065% None

None FA, XA3’ AD-T2” 0.65% max. 0.065% Nine

AA’! and M - T 1 ’) 0.55% max. 0.065% None

None-

None None

-. .... . .. .... -- Small Caps US Equity AA”, and AA-T1 ’) 1 .OO%

. . ..... ... . -- None

None None .-

B A ~ ’

. ~.. - . - -

.- U S Corporate Bond-s .. -

..... . - ._ . .- . max. 0.065% B A ~ ) None

None . . .. ---

. -. - -. - . . .~ . ..... FA, XA3’

0.40%

AAl’andM-TI ’I 0.40%

None

None

0.30%

AD-T2”

US SecuritizedMortgage . -

.. . . - BA2’

FA, XA3’

AD-T2”

~-

. . .

AA (USD)” 0.60% USDHigh Yield - .. -. . .

.... None

None

0.60%

. - BA(USD)~)

v CA(EUR)” . - .

FA( U S D), XA( US D)3) . . . . . . - .

’) for this unit class, the Portfolio Management fee is charged at the subfund‘s level, in addition to operational and administrative expenses, calculated on the average net assets attributable to class AA units and payable monthly.

For this unit class, the Portfolio Management fee is charged outside the Fund, directly at the level of the agreement concluded by the investor with UBS Global Asset Management or one of it5 authorised delegates. Unit class 5A on/y bears operational and administrative expenses. If a unit holder terminates the agreement with UBS Global Asset Management or one of its authorised delegates, the net aaet value of the units will be redeemed to the unit holder.

3’ for these unit claxses, the fees for Portfolio Management, Custody and Administration are charged outside the fund, directly at the level of the agreement concluded by the investor with UBS Global Asset Management or one of its authorised delegates. If a unit holder terminates the agreement with U5S Global Asset Management or one of its authorised delegates, the net asset value of the units will be redeemed to the unit holder.

Calculated on the average total net assets of the subfund and paid monthly.

5 , lnvestors are subject to a transaction fee on all purchases and redemptions of units. The proceeds of the transaction fee are retained by the subfund to offset trading costs associated with purchase and redemptions to protect the other clients from asset dilution. The transaction fee will be waived in case of a subscription or redemption in kind.

max. 0.065% None None max. 0.065%

max. 0.065% None

None

max. 0.065% None

None max. 0.065% max. 0.065% None

None None

max. 0.065% None

...

., None

.. -

._, - . ,. -

..--

-__. .~ . ......

In addition, the Fund shall bear the following expenses: all taxes which may be payable on the Fund’s assets or income and especially the “taxe d‘abonnement”; the customary commissions usually incurred on security transactions; the costs which may be incurred for extraordinary steps or measures in particular expert opinions or lawsuits which might be necessary for the protection of the Fund’s assets; all costs relating to the setting-up of the fund; the cost of preparing, depositing and publishing agreements and other documents concerning the Fund, including fees for the notification of and registration with all authorities, the cost of preparing, translating, printing and distributing the periodical publications and all other documents which are required by the relevant legislation or regulations, the cost of preparing and distributing notifications to unit holders, the fees for the Fund’s auditors and legal advisers and all other similar expenses.

The costs involved in launching new subfunds wilt be written off over a period of up to five years in the respective subfunds only. Operational and administrative expenses are allocated among the subfunds, the categories and the classes of units pro rata to their respective net assets (or in a fair and reasonable manner as determined by the Management Company). The Management Company shall not be remunerated out of the Fund‘s assets.

When investing in shares of funds which are managed by UBS AG or a company it controls, no issue or redemption commission is chargeable on subscription to or redemption of these shares.

If subfunds invest in funds which refund either entirely or partly the fees charged to their assets by means of payment, such payments will be added in full to the assets of the subfunds concerned.

Information to unit holders

Regular reports and publications An annual report is published for each subfund and the fund as a whole on 30 April and a semi-annual report on 31 August.

UBS (Lux) Institutional Fund/Sales Prospectus 19/27

UBS (Lux) Institutional Fund These reports contain a breakdown of each subfund or each unit class in the relevant currency of account. The consolidated breakdown of assets for the fund as a whole is given in EUR. The annual report, which is published within four months of the end of the financial year, contains the annual accounts audited by the independent auditors. The audited annual report will be sent to unit holders free of charge a t their address set forth in the register of unit holders within four months of the end of the financial year. Un-audited semi-annual reports of the Fund will be sent at the same place within two months of the end of the period to which they refer. If bearer units have been issued, the reports will be made available within the above-mentioned time frames a t the Management Company's registered office and the custodian bank. The issue and redemption price of the units of each subfund is announced in Luxembourg at the head office of the Management Company and the custodian bank. Notifications to the unit holders, which may involve changes to the Management Regulations, will be sent to the unit holders at their addresses indicated in the register of unit holders. If bearer units have been issued, such notifications will be published in a Luxembourg newspaper. The Fund may a t its discretion decide to publish the Net Asset Value, the issue, conversion and redemption price of the Fund's units in their respective reference currency and in any other currency considered to be of any interest to the investors. If necessary, any information relating to a suspension or resumption of the calculation of the Net Asset Value, the issue or redemption price as well as all notifications to unit holders will be published in the "Memorial" and in the "d'Wort", and, if necessary in the different distribution countries.

Keeping of documents The following documents are available from the head office of the Management Company:

1. the Management Regulations 2. the latest annual and semi-annual fund reports

The following documents are kept a t the head office of the Management Company, where they are available for inspection:

1. the Articles of Association of the Management Company 2. the agreements concluded between the custodian bank and the Management Company.

These agreements may be altered by common consent of the parties involved.

Liquidation and merqinq of the fund and its subfunds

Liquidation of the fund and its subfunds

Unit holders, their heirs or other beneficiaries may not demand the division or liquidation of the entire fund or one or more individual subfunds. The Management Company is empowered, however, to liquidate the fund or existing subfunds provided that, taking into account the interests of the unit holders, such liquidation is considered reasonable or necessary for the protection of the Management Company and the fund or for reasons of investment policy. The decision to liquidate a subfund shall be published in a Luxembourg daily newspaper and, if necessary, in the official publications specified for the respective countries in which fund units are sold as listed in this sales prospectus. No units may be issued after the date of such a decision and any conversion into the concerned subfund shall be suspended. The redemption of units or conversion out of the concerned subfund will still be possible even after this decision is implemented, so that it will be ensured that any liquidation costs will be taken into account by the subfund and are thus borne by all investors holding units of the subfund a t the time the decision to liquidate is made. In the event of liquidation, the Management Company will dispose of the fund's assets in the best interests of the unit holders and instruct the custodian to distribute the net proceeds from the liquidation of the subfunds to the unit holders of said subfunds in proportion to their respective holdings. Any liquidation proceeds, which cannot be distributed to the unit holders, may be deposited with the custodian for a period of 6 months. Afterwards, they will be deposited with the "Caisse de Consignation" in Luxembourg until expiry of the limitation period. Liquidation of the fund is mandatory in the cases prescribed by law and in the event of the Management Company being liquidated. Notice of such liquidation is published in at least two daily newspapers (one of them being a Luxembourg daily newspaper) as well as in the "Memorial". The liquidation procedure is identical in both cases with the exception that, in the case of the fund's liquidation, any liquidation proceeds which cannot be distributed to unit holders a t the conclusion of the liquidation procedure are immediately deposited with the "Caisse de Consignation".

Merger of subfunds or one subfund with another undertaking for collective investment (UCI)

If the net assets of a subfund, for whatever reason, fall below EUR 10 million or its equivalent in any other currency, or if the economic, legal or political environment changes, the Management Company can decide to cancel units of the corresponding subfund and to allocate the corresponding unit holders units in another subfund or in another UCI. In the event of such a decision by the Management Company, the merger shall be binding for all unit holders of the subfund concerned after expiry of a one-month period commencing on the date the decision is published. During this one-month period, unit holders can submit their units for redemption without any fees or administration costs being charged. The decision to merge subfunds or one single subfund with another UCI established in accordance with the above law will be announced in a Luxembourg daily newspaper, and, if necessary, in the official publications specified for the countries in which fund units are sold as listed in this sales prospectus.

UBS (Lux) Institutional Fundhales Prospectus 20127

UBS (Lux) Institutional Fund Applicable law, place of performance and authoritative language The Luxembourg District Court is the place of performance for all legal disputes between the unit holders, the Management Company and the custodian bank. Luxembourg law applies. However, in matters concerning the claims of investors from other countries, the Management Company and/or the custodian bank can elect to make themselves and the fund subject t o the jurisdiction of the countries in which the fund units were bought and sold. The English version of this sales brochure is the authoritative version. However, in the case of units sold to investors from the other countries in which fund units can be bought and sold, the Management Company and the custodian bank may recognize approved translations (i.e. approved by the Management Company and the custodian bank) into the languages concerned as binding upon themselves and the fund.

Investment principles The following conditions also apply to the investments made by each subfund: 1 Investment instruments 1 . I The Fund's investments consist exclusively of:

a) transferable securities and money market instruments admitted to or dealt in on a regulated market; b) securities and money market instruments which are listed or traded on a securities exchange or another

regulated market which is recognized, open to the public and operating in a due and orderly fashion (hereinafter referred to as "regulated market") in a European, American, Asian, African or Australasian country (hereinafter referred to as an "approved country");" recently issued transferable securities and money market instruments, provided that: c)

the terms of issue include an undertaking that application will be made for admission to official listing on a stock exchange or to another regulated market which operates regularly and is recognised and open to the public, provided that the choice of the stock exchange or the market has been provided for in the instruments of incorporation of the Fund; such admission is secured within one year of issue;

d) Units of UCITS authorised according to Directive 85/61 I/EEC and/or other UCI within the meaning of the first and second indent of Article l(2) of Directive 85/61 I/EEC, should they be situated in a Member State of the European Union or not, provided that: 0 such other UCI are authorised under laws which provide that they are subject to supervision considered by

the CSSF to be equivalent to that laid down in Community law, and that cooperation between authorities is sufficiently ensured. Currently, this is the case with the authorities situated in the Member States of the European Union, Japan, Hongkong, USA, Canada, Switzerland and Norway. the level of guaranteed protection for unit-holders in such other UCI is equivalent t o that provided for unit- holders in a UCITS, and in particular that the rules on asset segregation, borrowing, lending, and uncovered sales of transferable securities and money market instruments are equivalent t o the requirements of Directive 85/61 I/EEC;

0 the business of the other UCI is reported in half-yearly and annual reports to enable an assessment to be made of the assets and liabilities, income and operations over the reporting period; no more than 10% of the UCITS or the other UCI assets, whose acquisition is contemplated, can be, according to its instruments of incorporation, invested in aggregate in units of other UCITS or other UCls;

e) Deposits with credit institutions which are repayable on demand or have the right to be withdrawn, and maturing in no more than 12 months, provided that the credit institution has its registered office in a Member State of the European Union or, if the registered office of the credit institution is situated in a non-Member State, provided that it is subject to prudential rules considered by the CSSF as equivalent to those laid down in Community law; Financial derivative instruments, including equivalent cash-settled instruments, dealt in on a regulated market referred to in sub-paragraphs a), b) and c); and/or financial derivative instruments dealt in over-the-counter ("OTC derivatives"), provided that

the underlying consists of instruments covered by paragraph (I), financial indices, interest rates, foreign exchange rates or currencies, in which the Fund may invest according to i ts investment objectives as stated in the Funds' instruments of incorporation, the counter-parties to OTC derivative transactions are institutions subject to prudential supervision, and belonging to the categories approved by the CSSF, and the OTC derivatives are subject to reliable and verifiable valuation on a daily basis and can be sold, liquidated or closed by an offsetting transaction a t any time a t their fair market value at the Funds' initiative;

g) Money market instruments other than those dealt in on a regulated market which are liquid, and have a value which can be accurately determined a t any time, if the issue or issuer of such instruments is itself regulated for the purpose of protecting investors and savings, and provided that they are:

issued or guaranteed by a central, regional or local authority, a central hank of a Member State, the European Central Bank, the European Union or the European Investment Bank, a non-Member State or, in

f)

UBS (LUX) Institutional Fundhales Prospectus 21/27

UBS (Lux) Institutional Fund the case of a Federal State, by one of the members making up the federation, or by a public international body to which one or more Member States belong, or issued by an undertaking any securities of which are dealt in on regulated markets referred to in sub- paragraphs a), b) or c), or issued or guaranteed by an establishment subject to prudential supervision, in accordance with criteria defined by Community law or by an establishment which is subject to and comply with prudential rules considered by the CSSF to be at least as stringent as those laid down by Community law, or issued by other bodies belonging to the categories approved by the CSSF provided that investments in such instruments are subject to investor protection equivalent to that laid down in the first, the second or the third indent and provided that the issuer is a company whose capital and reserves amount at least t o ten million euros (EUR 10,000,000.-) and which presents and publishes its annual accounts in accordance with Fourth Directive 78/660/EEC, is an entity which, within a group of companies which includes one or several listed companies, is dedicated to the financing of the group or is an entity which is dedicated to the financing of securitisation vehicles which benefit from a banking liquidity line.

1.2 However: a) the Fund may invest no more than 10% of i ts assets in transferable securities and money market instruments

other than those referred to in paragraph (1); b) the Management Company may acquire movable and immovable property which is essential for the direct

pursuit of its business; c) the Fund may not acquire either precious metals or certificates representing them.

1.3. The Fund may hold ancillary liquid assets. 1.4. The Management Company must ensure that the overall risk associated with derivatives does not exceed the total

net value of the Fund portfolio. As part of its investment strategy, each subfund, within the limits set out in 2.2 to 2.4, may invest in derivatives provided that the overall risk of the underlying assets does not exceed the investment limits cited in point 2 below.

2 Risk diversification (1) A subfund may invest no more than 10% of its assets in transferable securities or money market instruments issued by the same body. A subfund may not invest more than 20% of its assets in deposits made with the same body. The risk exposure to a counterparty of the Fund in an OTC derivative transaction may not exceed 10% of i ts assets when the counterparty is a credit institution referred to in paragraph 1 . I . f), or 5% of its assets in the other cases. (2) The total value of the transferable securities and money market instruments held by a subfund in the issuing bodies in each of which it invests more than 5% of its assets must not exceed 40% of the value of its assets. This limitation does not apply to deposits and OTC derivative transactions made with financial institutions subject to prudential supervision. Notwithstanding the individual limits laid down in paragraph ( I ) , a subfund may not combine:

Investments in transferable securities or money market instruments issued by,

exposures arising from OTC derivatives transactions undertaken with a single body in excess of 20% of its assets.

(3) The limit laid down in paragraph ( I ) , first sentence, is raised to a maximum of 35% if the transferable securities or money market instruments are issued or guaranteed by a Member State of the European Union, by its local authorities, by a non-Member State or by public international bodies to which one or more Member States are members. (4) The limit laid down in paragraph (l) , first sentence, is raised to a maximum of 25% for certain debt securities if they are issued by a credit institution whose registered office is situated in a Member State of the European Union and which is subject by law to special public supervision designed to protect the holders of debt securities. In particular, sums deriving from the issue of such debt securities must be invested pursuant to the law in assets which, during the whole period of validity of the debt securities, are capable of covering claims attaching to the debt securities and which, in the event of bankruptcy of the issuer, would be used on a priority basis for the reimbursement of the principal and payment of the accrued interest. When a subfund invests more than 5% of its assets in such debt securities as referred to in first indent and issued by one issuer, the total value of such investments may not exceed 80% of the value of the subfund’s assets. (5) The transferable securities and money market instruments referred to in paragraphs (3) and (4) are not taken into account for the purpose of applying the limit of 40% referred to in paragraph (2). The limits set out in paragraphs ( l ) , (2). (3) and (4) may not be combined; thus, investments in transferable securities or money market instruments issued by the same body or in deposits or derivative instruments made with this body in accordance with paragraphs ( l ) , (2). (3) and (4) may not exceed a total of 35% of the assets of the subfund. Companies which are included in the same group for the purposes of consolidated accounts, as defined in accordance with Directive 83/349/EEC or in accordance with recognised international accounting rules are regarded as a single body for the purpose of calculating the limits contained in the present Point 2. Each subfund may invest in aggregate up to 20% of its assets in transferable securities and money market instruments with the same group. (6) By way of derogation from the paragraphs ( l ) , (2 ) , (3) , (4) and (5). a subfund may invest in accordance with the principle of risk-spreading up to 100% of its assets in different transferable securities and money market instruments issued or guaranteed by a Member State of the European Union, its local authorities, a non-Member State of the

deposits made with, and/or

UBS (Lux) Institutional Fund/Sales Prospectus 22/27

UBS (Lux) institutional Fund European Union or public international bodies of which one or more Member States of the European Union are members. These securities or money market instruments must be divided into a t least six different issues, with securities or money market instruments from one and the same issue not exceeding 30% of the total net assets of a subfund. (7) The limits laid down in (1) and (2) are raised to a maximum 20% for investments in shares and/or debt instruments issued by the same body when, according to the subfund‘s investment policy, the aim of the subfund is to replicate the composition of a certain stock or debt securities index which is recognised by the CSSF, on the following basis:

the index’s composition is sufficiently diversified the index represents an adequate benchmark for the market to which it refers; it is published in a appropriate manner

This limit is raised to 35% where that proves to be justified by exceptional market conditions, in particular in regulated markets where certain transferable securities or money market instruments are highly dominant. The investment up to this limit is only permitted for a single issuer. (8) Regarding investments in other UClTS or other UCls the following conditions apply:

a) Unless defined otherwise in the investment policy of the concerned subfund, the Management Company may invest no more than 10% of the net assets of a subfund in units of a single UCITS or other UCI. To apply this investment limit each subfund of a UCI comprising several subfunds is regarded as a separate issuer provided that separation of the subfunds’ liability is ensured in respect of third parties.

b) Investments in units of other UCls as UCITS may not exceed in aggregate 30% of the net assets of the subfund. The investments of the UClTS or other UCI in which the subfund invests are not included in the upper limits given in paragraphs ( I ) , (2). and (3). If a subfund acquires shares in other UCITS and/or other UCls which are managed by the Management Company directly or on the basis of a transfer from the Management Company or a company with which the Management Company is affiliated by virtue of joint management or control, or a substantial direct or indirect interest, the Management Company or other company may not charge any fees for subscription to or redemption of units of this other UCITS and/or UCI through the subfund.

d) For subfunds which in line with their investment policy invest a major portion of their assets in units of other UCITS and/or other UCls, the maximum management fee levied by the subfund itself and by the other UCITS and/or other UCls in which the subfund intends investing are explained in the section “Expenses paid by the Fund”.

c)

If the limits mentioned under paragraphs (1) and (2) are exceeded unintentionally or due to the exercise of subscription rights, the Management Company must attach top priority in its sales of securities to normalizing the situation while, at the same time, considering the best interests of the shareholders. Provided that they continue to observe the principle of risk diversification, newly established subfunds may deviate from the restrictions set forth under paragraphs ( I ) , (2). (3) and (4) for a period of six months after being approved by the authorities.

3 Investment restrictions (1) The Management Company acting in connection with all of the collective investment funds which it manages and which fall within the scope of Part I of the Law of 20 December 2002, may not acquire any shares carrying voting rights which would enable it to exercise significant influence over the management of an issuing body. (2) Moreover, the Fund may acquire no more than:

10% of the non-voting shares of the same issuer; 10% of the debt securities of the same issuer; 25% of the units of the same UCITS and/or other UCI; 10% of the money market instruments of the same issuer.

The limits laid down in the second, third and fourth indents may be disregarded a t the time of acquisition if at that time the gross amount of debt securities or money market instruments, or the net amount of the securities in issue, cannot be calculated. (3) Paragraphs (1) and (2) are waived as regards:

a) transferable securities and money market instruments issued or guaranteed by a Member State of the European Union or i ts local authorities;

b) transferable securities and money market instruments issued or guaranteed by a non-Member State of the European Union;

c) transferable securities and money market instruments issued by public international bodies of which one or more Member States of the European Union are members;

d) shares held by UCITS in the capital of a company incorporated in a non-Member State of the European Union which invests its assets mainly in the securities of issuing bodies having their registered office in that State, where under the legislation of that State, such a holding represents the only way in which the UCITS can invest in the securities of issuing bodies of that State. This derogation, however, shall apply only if in its investment policy the company from the non-Member State of the European Union complies with the limits laid down in 2 (1) to 2 (5) and 2 (7) and 3 (1) and (2). Where the limits set in 2 (1) to 2 (5) and 2 (8) a) to d) are exceeded, the last two sentences of 2 (8) shall apply mutatis mutandis;

UBS (Lux) Institutional Fund/Sales Prospectus 23/27

UBS (Lux) Institutional Fund e) shares held by one or more investment companies in the capital of subsidiary companies carrying on only the

business of management, advice or marketing in the countryhtate where the subsidiary is located, in regard to the repurchase of units at unit-holders' request exclusively on its or their behalf.

(4) The Management Company may not borrow more than 10% of the total net assets of a Sub-Fund, and then only from financial institutions and on a temporary basis. The Management Company may, however, acquire foreign currency by means of a back-to-back loan. However, the Management Company can borrow up to 10% of the net assets of each Sub-Fund to make possible the acquisition of immovable property essential for the direct pursuit of i ts business. In this case, these borrowings and those referred to above (temporary borrowings) may not in any case in total exceed 15% of the Sub-Funds' net assets. (5) The Management Company may not grant loans or act as a guarantor on behalf of third parties. However, this restriction does not prevent the acquisition of securities, money market instruments or the other instruments listed in 1.1 e), g) and h) if not fully paid up; (6) The Management Company may not carry out uncovered sales of transferable securities, money market instruments or other financial instruments referred to in 1.1 e) g) and h). The Management Company is authorized to introduce further investment restrictions a t any time in the interests of the unit holders provided these are necessary to ensure compliance with the laws and regulations of those countries in which the Fund's units are offered and sold.

4 Special techniques and instruments that have securities and money market instruments as the underlying

In addition to the use of derivatives as set forth in 1.1 f), the Management Company may employ the following techniques and instruments for each subfund provided these are employed in the interests of an orderly management of the assets of the respective subfund. The Fund must ensure that the overall risk associated with derivativesdoes not exceed net assets. The following are taken into account in computing risk: the market value of the underlying instruments, the risk of default, future foreseeable market developments and the period within which the positions are to be liquidated. This also applies to the following two points:

In the case of investments in derivatives that fall within the limits set forth below, the overall risk for the underlying instruments may not exceed the investment limits set forth under 2. investments in index-based derivatives need not be taken into account in the case of the investment limits set forth under 2 . If a derivative has a security or money market instrument as the underlying, it has to be taken into account with regard to compliance with the rules set forth under 4.

4.1 Omions on securities The Management Company may, in compliance with the following guidelines, buy and sell both call and put options on approved instruments for a subfund, provided they are traded on a regulated market, or buy and sell over-the-counter options, provided that the counterparties of such transactions are first-class financial institutions which specialize in such types of transactions.

a) Purchase of ontions The sum of the premiums paid to purchase outstanding call and put options, together with the total premiums paid for the purchase of outstanding call and put options related to non-hedging transactions, may not exceed 15% of the total net assets of the subfund concerned.

b) Sale of options At the time call options are sold, the subfund must actually own the underlying securities or equivalent call options or other instruments (e.g. warrants) required to adequately hedge its obligations under these contracts. The underlying securities may not be sold before the option expires unless they are hedged by offsetting options or other instruments contained in the subfund's net assets; these last-mentioned options and instruments may not be sold either. When selling put options, the countervalue of the assumed obligations must be covered by liquid assets throughout the entire option period. The total obligations arising from the sale of call and put options (not including the sale of call options that have been adequately hedged by the subfund), together with the total obligations resulting from non-hedging transactions, may not exceed at any time the total net assets of the subfund in question. In this context, the obligations arising from the sale of call and put options is equivalent to the total of all the strike prices which would apply if these options were to be exercised.

4.2 Financial futures, swaps and oDtions on financial instruments With the exception of swap transactions and OTC contracts used to hedge interest-rate risks, futures and options on financial instruments are restricted to contracts traded on a regulated market. Over-the-counter (OTC) options may only be concluded if the counterparties are first-class financial institutions, which specialise in transactions of this kind.

UBS (Lux) Institutional Fund/Sales Prospectus 24/27

UBS (Lux) Institutional Fund Hedqinq of market risks To secure against unfavourable trends on the financial markets (stock, Bond and currency markets), the Management Company may, for each subfund, sell futures and call options on a stock exchange index, currencies or other financial paper or indices, or buy put options on a stock exchange index, currencies or other financial paper or indices according to 1 .g or conclude swap contracts that provide for payments by the Fund to the other party to the transaction on the basis of stock exchange indices, currencies or transactions involving other financial paper or indices. As such transactions are to serve hedging purposes, there must be an adequate correlation between the structure of the securities portfolio that is to be hedged and the underlying5 to the instruments (Options, futures or Swaps) used for the hedging. The resulting obligations must not exceed the market value of the securities to be hedged.

Hedaina of interest rate risks The Management Company may, for each subfund, sell futures and call options on interest rates, or buy put options on interest rates, as well as enter into interest rate swap contracts, swaptions and forward rate agreements on interest rates in the open market with first-class financial institutions that specialize in transactions of this kind. The sum of the resulting obligations must not exceed the value of the assets to be hedged in the currency of the corresponding contracts.

Transactions for efficient control of the risk of default The Management Company can also employ credit default swaps (CDS). A CDS is a fixed-income investment with a short maturity in the form of a standardized derivative contract that is no different from a bond in terms of credit risk. The counterparty must be a first-class financial institution that specializes in transactions of this kind. Both the issuer and the underlying borrower are governed a t all times by the investment principles and must comply with the investment policy described in this sales prospectus. When using a CDS, the counterparty pays the other party a premium in exchange for a compensatory payment if an agreed credit event (e.9. a default in interest payment) occurs in the underlying reference unit (e.g. bonds, loans, etc.) to one of the reference parties. The periodic payment or premium is normally expressed in basis points per nominal value. As a rule, premiums are paid periodically for a default hedge. Short-term transactions may, however, be set up beforehand . The counterparties are normally referred to as protection buyers (who pay the premium) and protection sellers (who pay the compensatory payment). Depending on the terms of the agreement, the protection buyer delivers the reference asset (or other agreed asset which either ranks equally or on a subordinated basis in terms of payment) a t market value on the occurrence of a credit event (e.g. loss of interest payments). Alternatively, the settlement may also be in cash. The obligations arising from a CDS can be defined as follows:

the obligations correspond to the net short position of the underlying reference unit or asset (nominal value of reference -I accrued interest + premiums paid); the obligations from a CDS should not exceed 20% of the subfund's net assets; the total obligations arising from a CDS, along with the obligations arising from the other transactions under point 4.2 d), should not exceed the net assets of the subfund.

they are sometimes traded with higher spreads (the difference between the buying and selling price) than bonds due to factors related to supply and demand or the credit spread curve of the country, frequently they offer the only opportunity to invest in fixed-income securities with very short maturities.

0

The advantages of a default swap are:

0

higher counterparty risk. The additional risks entailed by default swaps are:

Transactions aimed at ensurina efficient Dortfolio manaaement The Management Company may buy and sell on behalf of each subfund futures and options on all categories of financial instruments provided that the resulting obligations, together with the obligations arising from swap transactions and the sale of call and put options on securities, do not exceed the net assets of the subfund in question. Sales of call options on securities that are adequately hedged will not be included in this calculation. Furthermore the Management Company can conclude swaps (including Total Return Swaps and Credit Default Swaps) on any kind of financial instruments and index-derived Swap transactions in which the Management Company and the counter party agree to exchange the returns of a security, money market instrument, financial instrument, or financial index according 1 .g, or securities- or index-baskets against the return of other securities, money market instruments, financial instruments, or financial indexes according 1 .g, or securities- or index-baskets. The counterparties of such transactions must be first-class financial institutions, which specialize in such types of transactions. Such swap transactions may not, however, be used a t any time to change the Fund's investment policy.

In this connection, the obligations arising from transactions not involving options on securities will be defined as follows:

UBS (lux) Institutional Fund/Sales Prospectus 25/27

UBS (Lux) Institutional Fund The obligations from futures contracts correspond to the market value of the net contract positions (after offsetting buying and selling contracts) in identical financial instruments, without taking the respective maturities into consideration, and the obligations from options purchased and written correspond t o the sum of the delta-adjusted strike prices of those options forming the net selling positions and relating to the same underlying asset, without taking into account the respective maturities. By Swap transactions and Swaptions the daily issued market value of the netted contracts.

4.3 Securities lendinq The Fund may also lend portions of its securities portfolio to third parties. In general, lending may only be effected via recoqnized clearinqhouses such as Clearstream International or Euroclear, or through the intermediary of prime financiar institutions tha t specialize in such activities and in the modus specified by them. Such transactions may not be entered into for longer than 30 days, however. If the loan exceeds 50% of the securities portfolio of the corresponding subfund, it may only be executed on condition that termination of the loan contract is possible immediately. In the case of securities lending transactions, the Fund must, in principle, receive a guarantee, the value of which on conclusion of the loan contract should a t least correspond to the total valuation of the securities lent out and any accrued interest thereon. This guarantee must consist of liquid assets and/or securities issued or guaranteed by an OECD member state or its public central, regional or local authorities or by an international organisation, and which are blocked in the Fund's name until after the expiry of the aforementioned contract. Such a guarantee is not required if the securities lending transaction is effected via Clearstream International or Euroclear or another organization which guarantees that the value of the securities lent out will be refunded.

The Fund may, for any subfund, engage accessorily in repurchase transactions ("repos" or "reverse repos") involving the purchase and sale of securities where the seller has the right or obligation to repurchase the securities sold from the buyer a t a fixed price and within a certain period stipulated by both parties upon conclusion of the agreement. The Fund may effect repurchase transactions either as a buyer or a seller. However, any transactions of this kind are subject to the following guidelines:

Securities may only be purchased or sold under a repurchase agreement if the counterparty is a prime financial institution specializing in this kind of transaction. As long as the repurchase agreement is valid, the securities bought cannot be sold before the right to repurchase the securities has been exercised or the repurchase period has expired. In addition, it must be ensured that the volume of the liabilities of repurchase agreements of each subfund is structured in such a way that the subfund can meet i ts redemption obligations towards its unit holders at anytime.

4.4 Securities rewrchase aqreements

4.5 Techniques and instruments for hedqinq currencv risks In order to hedge the Fund against currency risks, the Management Company may, for each subfund, sell currency futures contracts and currency call options or buy currency put options provided they are traded on a stock exchange or on another regulated market, or over the counter on the open market. Currency futures may be sold and swaps negotiated by the Management Company on the open market with prime financial institutions specializing in this kind of transaction. In case a certain currency is not sufficiently correlated with other currencies in the same subfund, transactions concluded in this currency should neither exceed the value of the subfund's assets that are denominated in this currency nor the holding period or residual maturity of these assets. If there is a sufficient correlation, the currency risk can also be hedged by selling a currency with which the currency in which the assets are denominated is closely correlated. Such a course of action may be preferable if it is more cost-effective for the Fund and/or if the transactions in the correlating currency are easier to make on the market. In this case the volume of these transactions in a specific currency may not exceed the total value of this subfund in all currencies, which closely correlate to the currency concerned, and the maturities of these transactions may not exceed the duration of the su bf u nd .

Where included in the subfund's investment policy the portfolio management may also buy or sell futures, swaps and options on currencies for the subfund concerned for the purpose of building up foreign currency positions. However, the liabilities arising from such transactions should never exceed the net assets of the subfund concerned .

UBS (Lux) Institutional FundISales Prospectus 26/27

UBS (Lux) Institutional Fund

Specifications for the individual countries in which Fund units are sold

Sale in the Federal Republic of Germany

a) Sales and Information Agency and Paying Agent

UBS Deutschland AG, Stephanstrasse 14-16, D-60313 Frankfurt am Main (PO Box 10 20 42, D-60020 Frankfurt am Main) Further sales agencies may be appointed.

b) Applications for issue, redemption or conversion of units Issue and redemption applications and, if necessary, the unit certificates to be enclosed with the redemption application, as well as conversion applications may be submitted to the Sales and Information Agency and Paying Agent.

In Germany, the proceeds from redemptions, distributions of income and other possible payments to unit holders may be collected via the paying agent mentioned above, and paid out in cash and in EUR if requested by the unit holder.

c) Proceeds from redemptions, distributions of income and other possible payments to unit holders

d) Information to unit holders Available Fund documents The following documents will be available free of charge from the Sales and Information Agency and Paying Agent during normal working hours:

the sales prospectus 0

the Management Regulations 0

In addition, information may be obtained on the issue, redemption and conversion prices, and all contracts and other documents mentioned in the chapter "Information to unit holders" of the sales prospectus are available for inspection a t these agencies.

Official publications Notifications to the unit holders concerning the Fund, publication of the issue and redemption prices, publication of the interim profit and accrued income equivalent to distribution (this information is published daily, along with the issue and redemption price) will be published in the "Borsen-Zeitung".

the simplified prospectuses per subfund

the latest annual and semi-annual reports

Sale in France

Addendum for French investors

Council Directive 85/61 I/EEC of 20 December 1985 on UCITS provides new joint provisions allowing the cross-border sale of units of the UCITS, which are subject to this guideline. This common basis does not exclude the possibility of these provisions being implemented differently. Units of a European UCITS may therefore also be sold in France if i ts activity is not subject t o the same provisions, which grant approval to this kind of product in France. French investors will receive a supplement to this prospectus, which has been approved by the "AutoritP des marches financiers". This supplement is intended solely for these investors.

Sale in ltalv

Units of the fund may be sold in Italy.

UBS (Lux) Institutional Fund/Sales Prospectus 27/27