EXHIBIT E
Form of Letter from the Fund
to Investors in Connection with the Fund's Acceptance of Tenders of
Limited Liability Company Interests
THIS LETTER IS BEING SENT TO YOU IF YOU TENDERED YOUR INTEREST IN THE FUND, OR A
PORTION THEREOF.
[_________], 2004
Dear Investor:
BACAP Alternative Multi-Strategy Fund, LLC (the "Fund") has received
and accepted for purchase your tender of your limited liability company
interest, or a portion thereof, in the Fund. Enclosed is a statement showing the
breakdown of your capital withdrawal resulting from our purchase of your
interest in the Fund, or a portion thereof, and the manner in which payment of
the purchase price is being distributed, in accordance with the terms of the
tender offer.
You have been paid at least 95% of the purchase price of the interest
tendered, based on the estimated unaudited net asset value of the Fund as of
December 31, 2003, provided that, in the case of a partial tender, your account
retains the required minimum balance, in accordance with the terms of the tender
offer. The funds were wired directly into your account or such other account
that you designated in writing. You remain a member of the Fund with respect to
the portion of your interest in the Fund that you did not tender.
The balance of the purchase price will be paid to you after the
completion of the Fund's year-end audit for the fiscal year ending March 31,
2004, and is subject to year-end audit adjustment. This amount will be paid
promptly after the conclusion of the year-end audit, or on such earlier date as
the Fund's Board of Managers may determine, according to the terms of the tender
offer. We expect the audit to be completed by the end of May 2004.
Should you have any questions, please feel free to contact Forum
Shareholder Services, LLC at (207) 879-6093.
Sincerely,
BACAP ALTERNATIVE MULTI-STRATEGY FUND, LLC
Enclosure
PROMISSORY NOTE
Pursuant to the Offer to Purchase (the "Offer") limited liability
company interests in the Fund ("Interest" or "Interests" as the context
requires) up to $12,000,000 through the tender of Interests or portions thereof
based on the estimated unaudited net asset value of the Fund as of December 31,
2003 or such later date as corresponds to any extension of the Offer made by
BACAP Alternative Multi-Strategy Fund, LLC (the "Fund") with respect to
Interests in the Fund, the Fund hereby promises to pay, in the manner set forth
below, to the person identified below as the payee (the "Payee") an amount equal
to the excess, if any, of (a) the value of the Interests tendered by the Payee
as of December 31, 2003, determined based on the audited 2003 financial
statements of the Fund in accordance with the valuation policy of the Fund, over
(b) the Cash Payment to the Payee; provided, however, that if the Fund's Board
of Managers determines that payment of all or a portion of the purchase price by
a distribution of marketable securities is necessary to avoid or mitigate any
adverse effect of the Offer on the remaining Investors of the Fund, then such
payment shall be made by distributing such marketable securities, all as more
fully described in the Offer.
This note shall be due and payable promptly after the completion of
the audit of the Fund's financial statements for the fiscal year ending March
31, 2004.
The amount payable by the Fund under this note shall not include
interest.
Payment of this note shall be made by wire transfer to the account in
which the Payee held its Interest, or such other account as the Investor may
designate in writing.
This note may not be pledged, assigned or otherwise transferred by the
Payee.
This note shall be construed according to and governed by the laws of
the State of North Carolina without giving effect to the conflict of laws
principles thereof.
Any capitalized term used herein but not defined shall have the
meaning ascribed to it in the Offer.
Payee: ___________________
BACAP ALTERNATIVE MULTI-STRATEGY
FUND, LLC
By:
-------------
Keith Winn
President
03564.0004 #444794