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Friday 08 February, 2008

Morley Alt.Inv.Strat

Circular to Shareholders

MorleyAlternativeInvStrat Fd PCC Ld
08 February 2008

                              SHAREHOLDER CIRCULAR



THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. If you are in
any doubt as to the action to be taken, you should immediately consult your
stockbroker, bank manager, solicitor or attorney or other professional advisor.

The Directors recommend that the Shareholders vote in favour of the change. The
proposal described in this circular is, in the opinion of the Directors, in the
best interests of the Shareholders as a whole.

If you have sold or transferred all your Shares in the Company, please hand this
document (and the enclosed Forms of Proxy) to the purchaser or transferee or to
the stockbroker, bank or other agent through whom you made the disposal for
onward transmission to the purchaser or transferee as soon as possible.





            Morley Alternative Investment Strategy Fund PCC Limited
                                 in respect of
                              G7 Fixed Income Fund

 (a protected cell investment company incorporated in Guernsey with registered
                                 number 38031)

Amendments to the Cell Rules






Notice of a Class Meeting of the holders of Participating Shares of the G7 Fixed Income Fund (the 'Shareholders') to
be held at Dorey Court, Admiral Park, St Peter Port, Guernsey GY1 6HJ, Channel Islands on 29 February 2008 at 4.15p.m.
is set out at the end of this document. The Amendments described in this document are conditional upon Shareholder
approval of the Resolutions at the Class Meeting. Shareholders are requested to complete and return their Form(s) of
Proxy.

To be valid, Forms of Proxy for use at the Class Meeting must be completed and returned in accordance with the
instructions printed thereon to the Administrator, Mourant Guernsey Limited, Dorey Court, Admiral Park, St Peter Port,
Guernsey GY1 6HJ, Channel Islands as soon as possible and in any event so as to arrive not later than 48 hours before
the time appointed for the Class Meeting.





                                                                                   7 February 2008






                               TABLE OF CONTENTS

 TOC /f /h /z Expected Timetable. PAGEREF _Toc133402840 /h 2

Letter from the Chairman. PAGEREF _Toc133402841 /h 3

Introduction. PAGEREF _Toc133402842 /h 3

Explanation of the Amendments. PAGEREF _Toc133402843 /h 3

Class Meeting. PAGEREF _Toc133402844 /h 5

Action to be taken. PAGEREF _Toc133402845 /h 5

Recommendation. PAGEREF _Toc133402846 /h 5

Definitions. PAGEREF _Toc133402847 /h 6

Notice of Class Meeting. PAGEREF _Toc133402848 /h 8











             EXPECTED TIMETABLE TC 'Expected Timetable' /f C /l '1'
Latest time and date for receipt of Forms of Proxy for the Class   4.15p.m. on 27 February 2008
Meeting
Class Meeting                                                      4.15p.m. on 29 February 2008




       LETTER FROM THE CHAIRMAN TC 'Letter from the Chairman' /f C /l '1'

                              G7 FIXED INCOME FUND
                                   a cell of
            MORLEY ALTERNATIVE INVESTMENT STRATEGY FUND PCC LIMITED

 (a protected cell investment company incorporated in Guernsey with registered
                                 number 38031)
Directors:                                                                               Registered Office:
Richard Crowder (Chairman)                                                                      Dorey Court
Raymond Apsey                                                                                  Admiral Park
Alan Clifton                                                                                  St Peter Port
Mark Thistlethwayte                                                                                Guernsey
Rupert Dorey                                                                                        GY1 6HJ


                                                                 Channel Islands



                                                                 7 February 2008

Dear Shareholder



Introduction TC 'Introduction' /f C /l '2'



Your Board is proposing amendments to the Cell Rules of the G7 Fixed Income Fund
(the 'G7 Fund'), a cell of Morley Alternative Investment Strategy Fund PCC
Limited (the 'Company') (the 'Amendments').

The Amendments are conditional on the Resolutions set out in the notice of the
Class Meeting being approved by Shareholders.

The purpose of this letter is to provide you with details of, and to seek your
approval for, the Amendments. Notice of a Class Meeting of the Company is set
out at the end of this document.

Explanation of the Amendments  TC 'Explanation of the Main Amendments' /f C /l
'2'

Changes to Investment Policies and Restrictions

1)       Addition of Investment policy (f)

'The G7 Fund may gain exposure to commodities via swaps, options or futures
linked to commodity indices.'

It is proposed that the G7 Fund's investment policies are amended and restated
so that exposure to commodities may be gained via swaps, options or futures
linked to commodity indices.

The Investment Manager anticipates growing demand for use of these instruments
to increase both diversification and returns.  The purpose of transacting these
instruments is to gain economic exposure to changes in prices of commodities
such as fuels, metals and agricultural commodities. Commodity analysis is
already used as an input to the G7 Fund process and drives the thinking behind
some of the strategies employed.  The G7 Team have been analysing these markets
for some time but currently can only benefit from this analysis via the
implication for fixed income markets rather than directly through the commodity
markets.









2)       Addition of Investment policy (g)

'The G7 Fund may invest in short, medium or long-term bank deposits in any
currency or deal in certificates of deposit and the full range of money market
instruments.'

It is proposed that the G7 Fund's investment policies are amended and restated
so that it is clear that, as referred to in the Portfolio Construction, the G7
Fund may undertake currency transactions.



3) Clarification of Investment restriction (b)

Currently, investment restriction (b) is as follows:

'No more than 20 per cent. of the value of the Gross Assets of the G7 Fund may
be lent to or invested in the securities of any one issuer or may be exposed to
the creditworthiness or solvency of any one counterparty (other than the Prime
Broker).'

It is proposed to expand this to include the exception allowed by the Irish
Stock Exchange with respect to securities issued or guaranteed by a government
(rule 2.61).

The proposed restriction would be:

'No more than 20 per cent. of the value of the Gross Assets of the G7 Fund may
be lent to or invested in the securities of any one issuer. This does not apply
to securities issued or guaranteed by a government, government agency or
instrumentality of any member state or OECD Member State or by any supranational
authority of which one or more EU or OECD Member States are members, and any
other state approved for such purpose by the Irish Stock Exchange. No more than
20 per cent. of the value of the Gross Assets of the G7 Fund may be exposed to
the creditworthiness or solvency of any one counterparty (other than the Prime
Broker). '



4) Clarification of Investment restriction (f)

Currently, investment restriction (f) is as follows:

 'At least 80 per cent. of the investments in the G7 Fund may be liquidated at
the Net Asset Value of the stock within two days (determined based on the
average liquidity of the stock over the 12 months immediately before the time
the investment is made).'

It is proposed to amend this to remove 'at the Net Asset Value of the stock' as
we do not believe in practice that this can be sufficiently guaranteed.

The proposed restriction would be:

 'At least 80 per cent. of the investments in the G7 Fund may be liquidated
within two days (determined based on the average liquidity of the stock over the
12 months immediately before the time the investment is made).'



Miscellaneous Amendments

In addition to the changes highlighted above, a number of other changes have
been made to the Prospectus. They are largely updating, formatting,
typographical and conforming changes. To the extent that they are substantive,
the Guernsey Manager has certified that they do not materially prejudice the
interests of Shareholders and do not operate to a material extent to release the
Guernsey Custodian or the Guernsey Manager from any responsibility to the
Shareholders.



Class Meeting TC 'Class Meeting' /f C /l '2'

You will find set out on page 8 of this document a notice convening a Class
Meeting of the Company to be held at 4.15p.m. on 29 February 2008 at Dorey
Court, Admiral Park, St Peter Port, Guernsey GY1 6HJ, Channel Islands. The
Resolutions will, if passed, make these Amendments to the Cell Rules.

Action to be taken TC 'Action to be taken' /f C /l '2'

The only action you need to take is to complete the accompanying Form of Proxy
for use at the Class Meeting.

Shareholders are asked to complete and return the Form of Proxy in accordance
with the instructions printed thereon to the Administrator, Mourant Guernsey
Limited, Dorey Court, Admiral Park, St Peter Port, Guernsey GY1 6HJ, Channel
Islands, so as to be received as soon as possible and, not later than 4.15p.m.
on 27 February 2008.



Recommendation TC 'Recommendation' /f C /l '2'

Your Directors consider that the Amendments as described in this circular are in
the best interests of the G7 Fund and its Shareholders as a whole.  Accordingly,
your Directors unanimously recommend Shareholders to vote in favour of each of
the 3 Resolutions to be proposed at the Class Meeting.

                                Yours faithfully





                                Richard Crowder
                                    Chairman


                    DEFINITIONS TC 'Definitions' /f C /l '1'
Articles of Association                    the Articles of Association of the Company
Cell                                       a separate portfolio of assets and liabilities in the Company
                                           representing all consideration received by the Company on the
                                           allotment and issue of each relevant class of Participating
                                           Shares including the assets, liabilities, income and expenditure
                                           attributable thereto, and created in accordance with and subject
                                           to the provisions of the Protected Cell Companies Ordinance, 1997
                                           to 1998, as amended
Cell Rules                                 the rules adopted by the Directors in respect of each class of
                                           Participating Shares of the relevant Cell and specifying all
                                           relevant provisions for such Cell and Participating Shares which
                                           the Articles of Association require to be contained in such
                                           rules, and in respect of the G7 Fund are contained in the
                                           Prospectus
Channel Islands Stock Exchange             The Channel Islands Stock Exchange, LBG
Class Meeting                              the meeting of the Shareholders in respect of the G7 Fund
                                           convened for 4.15p.m. on 29 February 2008, notice of which is set
                                           out at the end of this document
Company                                    Morley Alternative Investment Strategy Fund PCC Limited.
Directors                                  the board of directors of the Company
Euro, €                                    the single currency of participating Member States of the
                                           European Monetary Union
Form of Proxy                              the form of proxy sent to registered Shareholders with this
                                           document
G7 Fund                                    G7 Fixed Income Fund
Guernsey Manager                           Morley Fund Management (Channel Islands) Limited
Investment Manager                         such party as may be appointed investment manager of the Company
                                           from time to time
Irish Stock Exchange                       The Irish Stock Exchange Limited
Participating Shares                       participating redeemable shares of the Company which may be
                                           issued in different classes in different Cells
Prospectus                                 the document dated 28 January 2003, as superseded by the document
                                           of 14 October 2003, which was supplemented by the documents of 10
                                           December 2003 and 26 November 2004, as superseded by the document
                                           dated 26 May 2006 and supplemented by the document dated 11
                                           August 2006
Resolutions                                the resolutions set out in the Notice of Class Meeting at the end
                                           of this document
Revised Prospectus                         the revised prospectus incorporating the full terms of the
                                           proposed amendments which will be available for inspection at the
                                           place of the Class Meeting for at least 15 minutes prior to and
                                           during the Class Meeting
Shareholders                               holders of Participating Shares of the G7 Fund
Shares                                     Tranche 1 Shares, Tranche 2 Shares and Tranche 3 Shares
Sterling, £                                sterling, being the currency of the United Kingdom
Tranche 1 G7 ($) Shares                    participating redeemable shares in the G7 Fund designated as
                                           Tranche 1 G7 ($) Shares and denominated in US Dollars
Tranche 1 G7 (£) Shares                    participating redeemable shares in the G7 Fund designated as
                                           Tranche 1 G7 (£) Shares and denominated in Sterling
Tranche 1 G7 (€) Shares                    participating redeemable shares in the G7 Fund designated as
                                           Tranche 1 G7 (€) Shares and denominated in Euros
Tranche 1 Shares                           the Tranche 1 G7 (£) Shares, Tranche 1 G7 (€) Shares and Tranche
                                           1 G7 ($) Shares
Tranche 2 G7 ($) Shares                    participating redeemable shares in the G7 Fund designated as
                                           Tranche 2 G7 ($) Shares and denominated in US Dollars
Tranche 2 G7 (£) Shares                    participating redeemable shares in the G7 Fund designated as
                                           Tranche 2 G7 (£) Shares and denominated in Sterling
Tranche 2 G7 (€) Shares                    participating redeemable shares in the G7 Fund designated as
                                           Tranche 2 G7 (€) Shares and denominated in Euros
Tranche 2 G7 (Y) Shares                    participating redeemable shares in the G7 Fund designated as
                                           Tranche 2 G7 (Y) Shares and denominated in Yen
Tranche 2 Shares                           the Tranche 2 G7 (£) Shares, Tranche 2 G7 (€) Shares, Tranche 2
                                           G7 ($) Shares and Tranche 2 G7 (Y) Shares
Tranche 3 G7 ($) Shares                    participating redeemable shares in the G7 Fund designated as
                                           Tranche 3 G7 ($) Shares and denominated in US Dollars
Tranche 3 G7 (£) Shares                    participating redeemable shares in the G7 Fund designated as
                                           Tranche 3 G7 (£) Shares and denominated in Sterling
Tranche 3 G7 (€) Shares                    participating redeemable shares in the G7 Fund designated as
                                           Tranche 3 G7 (€) Shares and denominated in Euros
Tranche 3 G7 (Y) Shares                    participating redeemable shares in the G7 Fund designated as
                                           Tranche 3 G7 (Y) Shares and denominated in Yen
Tranche 3 Shares                           the Tranche 3 G7 (£) Shares, Tranche 3 G7 (€) Shares, Tranche 3
                                           G7 ($) Shares and Tranche 3 G7 (Y) Shares
US Dollars, US$, $                         US dollars, being the currency of the United States
US                                         United States of America
Yen, Y                                     Japanese Yen, being the currency of Japan


        NOTICE OF CLASS MEETING TC 'Notice of Class Meeting' /f C /l '1'

            MORLEY ALTERNATIVE INVESTMENT STRATEGY FUND PCC LIMITED
                              G7 FIXED INCOME FUND

NOTICE IS HEREBY GIVEN that a Class Meeting of the G7 Fixed Income Fund will be
held at Dorey Court, Admiral Park, St Peter Port, Guernsey GY1 6HJ, Channel
Islands on 29 February 2008 at 4.15p.m. for the following purposes:

1.    To appoint a Chairman.

2.    To table forms of proxy.

3.    To consider, and if thought fit, pass the following resolution:

       Ordinary Resolution 1:

THAT the G7 Fund's Investment Policies and Restrictions be amended and restated
as per Part I of the Revised Prospectus.

4.    To consider, and if thought fit, pass the following resolution:

       Ordinary Resolution 2:

THAT the Revised Prospectus and the terms thereof shall, insofar as it
constitutes the Cell Rules applicable to the G7 Fund be and hereby is approved
in accordance with Article 9.2.2 of the Articles of Association of the Company.

5.    To consider, and if thought fit, pass the following resolution:

       Ordinary Resolution 3:

THAT the Directors of the Company be and hereby are authorised and requested to
take all such steps as they may deem necessary or desirable in furtherance of
the implementation of the above Ordinary Resolutions.



Dated: 7 February 2008

                                                           By Order of the Board
                                                        MOURANT GUERNSEY LIMITED

                                                                       Secretary

Registered Office:
Dorey Court
Admiral Park
St Peter Port
Guernsey
GY1 6HJ
Channel Islands
Notes:
(1)       A Shareholder entitled to attend and vote at the meeting is entitled to appoint a proxy or
proxies to attend the meeting and, on a poll, to vote instead of him.  A proxy need not be a Shareholder.
  A Form of Proxy is enclosed with this document which should be completed in accordance with the
instructions printed thereon. The appointment of a proxy will not prevent a Shareholder from subsequently
attending and voting at the meeting in person.

(2)       To be valid, the instrument appointing a proxy, and any power of attorney or other authority
under which is executed (or a duly certified copy of any such power or authority), must (failing previous
registration with the Company) be lodged at the office of the Administrator, Mourant Guernsey Limited,
Dorey Court, Admiral Park, St Peter Port, Guernsey GY1 6HJ, Channel Islands, not less then 48 hours
before the time appointed for the holding of the meeting or adjourned meeting.

(3)       Entitlement to attend and vote at the meeting, and the number of votes which may be cast
thereat, will be determined by reference to the Company's register of members at 4.15p.m. on 27 February
2008 or, if the meeting is adjourned, 48 hours before the time fixed for the adjourned meeting (as the
case may be).

(4)       (To facilitate entry to the meeting, members are requested to bring with them the admission
card which is attached to the proxy card.)

(5)       (Shareholders should note that the doors to the meeting will be open at 4.00p.m. )

(6)       (Mobile phones may not be used in the meeting hall, and cameras, tape or video recorders are
not allowed in the meeting hall.)



This announcement has been issued through the Companies Announcement Service of

                           The Irish Stock Exchange.




                      This information is provided by RNS
            The company news service from the London Stock Exchange    

ISEILFLIFVITIIT                                                                                                                                                                                                                                              

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