The effect of the laws of bankruptcy, insolvency, reorganization, arrangement, moratorium, fraudulent conveyance, and other similar laws now or hereafter in effect relating to or affecting the rights and remedies of creditors;. We are basing this opinion on our understanding that, prior to issuing any Securities, the Company will advise us in writing of the terms thereof and other information material thereto, and will file such supplement or amendment to this opinion if any as we may reasonably consider necessary or appropriate with respect to such Securities. Historical performance of the Index is not an indication of future performance. The Company has the power to create the obligation covered by the Amendment, and has taken the required steps to authorize entering into the obligations covered by the Amendment and Offering Statement;. At your request, we have examined Post-Qualification Amendment No. Capitalized terms used below and elsewhere in this document but not defined herein shall have the meanings attributed to them in the ETRACS Prospectus. Future performance of the Index may differ significantly from historical performance, either positively or negatively.

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The Amendment, the Offering Statement, the P35-1k2-1fd9 Circular included as Part II of the Offering P35-1k2-1fd9, and the exhibits filed as p35-1k2-1fd9 part thereof or incorporated p35-1k2-1fd9 by reference. Limited historical information will be available for you p35-1k2-1fd9 consider in making an independent investigation of the Index performance, which may make it more difficult for you to make an informed decision with respect to an investment in the ETRACS ETNs than if the Index had a longer performance history.

This opinion is p35-1k2-1fd9 to laws, including rules and regulations, in p35-1k2-1fd9 on the date of effectiveness of the Amendment. Innovative strategies, convenient access.

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Products and services mentioned in this material may not be available for residents of p35-1k2-1fd9 jurisdictions. Before you invest, you should read these documents and any p35-1k2-1fd9 documents that P35-1k2-1fd9 has filed with the SEC for more complete information about UBS and the offering to which this communication relates.

Specifically, and without implied limitation, we assume p35-1k2-1fd9 obligation to advise p35-1k2-1fd9 Company of any fact, circumstance, event or change in the law subsequent p35-1m2-1fd9 the date of effectiveness of the Amendment, compliance with any continuing disclosure requirements that may be applicable, or p35-1k2-1fd9 any facts that may thereafter be brought to our attention whether or not such occurrence would affect or modify any of the opinions expressed herein.

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Additionally, in rendering the opinions set forth below, we have assumed that: This opinion is intended solely for p35-1k2-1fd9 in connection with the p35-1k2-1fd9 and sale of the Securities subject to p35-1k2-1fd9 Amendment and is not to be relied p35-1l2-1fd9 for any other purpose.

Unified Fund Services, Inc. If the MLPs do not make distributions or those distributions do not p35-1k2-1fd9 the investor p35-k12-1fd9, then investors will not receive any coupons. The effect of p35-1k2-1fd9 principles of equity p35-1k2-1fd9 similar principles, including, without limitation, concepts of materiality, reasonableness, good faith and fair dealing, public policy and unconscionability, and the possible p35-1k2-1fd9 of specific performance, injunctive relief, or other equitable remedies, regardless p35-1k2-1fd9 whether in a proceeding in equity or at law.

We render this opinion only with respect to, and express no opinion herein concerning the application or effect of the p35-1k2-1fd9 of any jurisdiction other than p35-1k2-1fd9 existing laws of the United P35-1k2-1fd9 of America and of the State of Georgia, and solely with respect to whether the Securities are the valid and binding obligations of the Company, the existing laws of the State of Georgia without regard to principles or laws regarding choice of law or conflict of p35-1k2-1fd9.

As a result, the return on MLPL will always be p35-1k2-1fd9 than the total return of the P35-1k2-1fd9 or the total return on a direct investment in the Index constituents. Because the Current Principal Amount is reset monthly, you will be exposed to compounding of monthly returns.

Based upon p35-1k2-1fd9 foregoing, we are of the following opinion that:. If you have any questions, p35-1k2-1fd9 contact the undersigned. Paul Travelers Insurance, Bond No. Monday to Friday 8: The p35-1k2-1fd9 associated with the ETN are reported as ordinary income on Formand p35-1k2-1fd9 the p35-1k2-1fd9 burden associated with K-1 forms p35-1k2-1fd9 eliminated.

Past performance is not necessarily indicative of future results. UBS specifically prohibits the redistribution or reproduction of this material in whole or in part without the prior written p35-1i2-1fd9 of UBS and UBS accepts no liability whatsoever for p35-1k2-1fd9 actions of p35-1k2-1fd9 parties 3p5-1k2-1fd9 this respect.


The Index was created in March and has no performance history prior to that date. Please mark the copy to indicate receipt of the materials and return it in the envelope provided. In rendering this opinion, we have examined such records and documents as we have deemed necessary in order to render the opinion set forth herein, including the following:.


As a result, the total return on MLPL will always be lower than the total return on the Index p35-1k2-1fd9 the total return on a direct p35-1k2-1fd9 in the Index constituents. As a result, the Index has a limited performance history, and it is uncertain how the index will perform. This opinion is qualified by, and is subject to, and we render no opinion p35-1k2-1fd9 respect to, the p35-1k2-1fd9 limitations and exceptions p35-1k2-1fd9 the enforceability of the P35-1k22-1fd9.

Filed Pursuant to Rule P35-1k2-1fe9 Travelers Insurance underwriter as presented to the P35-1k2-1fd9.

Member of SIPC http: Also enclosed herewith is a copy of the Resolutions of p35-1k2-1fd9 majority of the Board of Trustees who are not p35-1k2-1fd9 persons” of the above-captioned Registrant approving the amount, type, form, and coverage of the Fidelity Bond now in p35-1k2-1fd9 for the Registrant.

The effect of laws relating to banking, usury or permissible rates of interest for loans, forbearances or p35-1k2-1fd9 use of money.

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p35-1k2-1fd9 Action of the Directors of the Company p35-1k2-1fd9 the Amendment; and. At your request, we have examined Post-Qualification Amendment No. The Company has the power to create the obligation covered p35-1k2-1fd9 the Amendment, and p35-1k2-1fd9 taken the required steps to authorize entering into the obligations covered by the P35-1k2-1fd and Offering Statement.