UNITED
    STATES SECURITIES AND EXCHANGE COMMISSIONWashington, D.C.
    20549
    Form 10-K
 (Mark One)þ

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended
    December 31, 2010oro

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934For the transition period from
    
    to   Commission file number:
    001-50723
    Goldman Sachs Hedge
    Fund Partners, LLC
 (Exact name of registrant as
    specified in its charter)
  Delaware

04-3638229(State or Other Jurisdiction
    of

(I.R.S. EmployerIncorporation or
    Organization)

Identification No.)200 West Street

10282New York, New York

(Zip Code)(Address of Principal Executive
    Offices)   (212) 902-1000
 (Registrants Telephone Number, including Area
    Code)
  Securities registered pursuant to Section 12(b) of the
    Act: None
  Name of Each ExchangeTitle of Each Class

on Which Registered   Securities registered pursuant to Section 12(g) of the
    Act:
    o þ
  o þ
  þ o
  Regulation S-T þ o
  Regulation S-K Form 10-K Form 10-K. o
  Rule 12b-2
  Large accelerated filer
    o

Accelerated filer
    o

Non-accelerated filer
    þ
    (Do not check if a smaller reporting company)

Smaller reporting company
    o   Rule 12b-2 o þ
    Documents Incorporated By Reference




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##### 





GOLDMAN
    SACHS HEDGE FUND PARTNERS, LLC
  ANNUAL
    REPORT ON
    FORM 10-K
    FOR THE FISCAL YEAR ENDED DECEMBER 31, 2010
  TABLE OF
    CONTENTS
  PagePART IITEM 1.

BUSINESS


1ITEM 1A.

RISK FACTORS


65ITEM 1B.

UNRESOLVED STAFF COMMENTS


113ITEM 2.

PROPERTIES


113ITEM 3.

LEGAL PROCEEDINGS


113ITEM 4.

RESERVED


113PART IIITEM 5.

MARKET FOR REGISTRANTS COMMON EQUITY, RELATED STOCKHOLDER
    MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES


114ITEM 6.

SELECTED FINANCIAL DATA


116ITEM 7.

MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
    AND RESULTS OF OPERATIONS


117ITEM 7A.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK


138ITEM 8.

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA


142ITEM 9.

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
    FINANCIAL DISCLOSURE


142ITEM 9A.

CONTROLS AND PROCEDURES


142ITEM 9B.

OTHER INFORMATION


143PART IIIITEM 10.

DIRECTORS, EXECUTIVE OFFICERS OF THE MANAGING MEMBER AND
    REGISTRANT AND CORPORATE GOVERNANCE


144ITEM 11.

EXECUTIVE COMPENSATION


147ITEM 12.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
    AND RELATED STOCKHOLDER MATTERS


147ITEM 13.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR
    INDEPENDENCE


148ITEM 14.

PRINCIPAL ACCOUNTING FEES AND SERVICES


151PART IVITEM 15.

EXHIBITS AND FINANCIAL STATEMENT SCHEDULES


152




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##### 



PART I  ITEM 1.
    BUSINESS  GOLDMAN
    SACHS HEDGE FUND PARTNERS, LLC
      INVESTMENT
    PROGRAM
  Investment
    Objective and Approach
       1




---



##### 



and/or
  and/or
 2




---



##### 



Allocation
    Among the Investment Funds
       3




---



##### 



December 31,
    2010
  Fair Value ofFair Value of


CompanysCompanys


Investment as a % ofInvestee

Investment in
    $ Amount


Members
    Equity (1)GELS

$
248,593,542



39.98
%GFS

$
157,347,212



25.30
%GFS Trust

$
23,188,415



3.73
%GRV

$
1,649,094



0.27
%GTT

$
181,173,125



29.14
%HFPO

$
735,686



0.12
%Total

$
612,687,074



98.54
%(2)     (1)
    
    Members equity, used in the calculation of the fair value
    of the Investees as a percentage of members equity, is
    reduced for member redemptions that are paid after the balance
    sheet date according to ASC 480, Distinguishing
    Liabilities from Equity. Member redemptions are included
    in Redemptions payable in the Balance Sheet of the financial
    statements.(2)
    
    The total value of the Companys investment in the
    Investees was less than 100% of members equity because
    members equity reflected cash and cash equivalents held by
    the Company and not invested in the Investees.  December 31,
    2009
  Fair Value ofFair Value of


CompanysCompanys


Investment as a % ofInvestee

Investment in
    $ Amount


Members
    Equity (1)GELS

$
235,518,832



39.40
%GFS

$
132,477,127



22.17
%GFS Trust

$
37,532,758



6.28
%GRV

$
4,887,674



0.82
%GTT

$
155,217,816



25.97
%HFPO

$
20,801,289



3.48
%Total

$
586,435,496



98.12
%(2)     (1)
    
    Members equity, used in the calculation of the fair value
    of the Investees as a percentage of members equity, is
    reduced for member redemptions that are paid after the balance
    sheet date according to ASC 480, 4




---



##### 



Distinguishing Liabilities from Equity. Member
    redemptions are included in Redemptions payable in the Balance
    Sheet of the financial statements.(2)
    
    The total value of the Companys investment in the
    Investees was less than 100% of members equity because
    members equity reflected cash and cash equivalents held by
    the Company and not invested in the Investees.  December 31,
    2008
  Fair Value ofFair Value of


CompanysCompanys


Investment as a % ofInvestee

Investment in
    $ Amount


Members
    Equity (1)GELS

$
182,311,620



29.89
%GFS

$
212,189,214



34.79
%GRV

$
59,060,101



9.68
%GTT

$
119,121,670



19.53
%HFPO

$
42,106,058



6.91
%Total

$
614,788,663



100.80
%(2)     (1)
    
    Members equity, used in the calculation of the fair value
    of the Investees as a percentage of members equity, is
    reduced for member redemptions that are paid after the balance
    sheet date according to ASC 480, Distinguishing
    Liabilities from Equity. Member redemptions are included
    in Redemptions payable in the Balance Sheet of the financial
    statements.(2)
    
    The total value of the Companys investments in the
    Investees exceeded 100% of members equity because
    members equity reflected certain accrued liabilities of
    the Company, including fees and expenses and Redemptions payable
    at December 31, 2008.  December 31,
    2007
  Fair Value ofFair Value of


CompanysCompanys


Investment as a % ofInvestee

Investment in
    $ Amount


Members
    Equity (1)GELS

$
225,759,808



33.16
%GFS

$
257,594,595



37.84
%GRV

$
84,319,166



12.38
%GTT

$
97,949,282



14.39
%HFPO

$
36,813,437



5.41
%Total

$
702,436,288



103.18
%(2)     (1)
    
    Members equity, used in the calculation of the fair value
    of the Investees as a percentage of members equity, is
    reduced for member redemptions that are paid after the balance
    sheet date according to ASC 480, Distinguishing
    Liabilities from Equity. Member redemptions are included
    in Redemptions payable in the Balance Sheet of the financial
    statements.(2)
    
    The total value of the Companys investments in the
    Investees exceeded 100% of members equity because
    members equity reflected certain accrued liabilities of
    the Company, including fees and expenses and Redemptions payable
    at December 31, 2007. 5




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##### 



December 31,
    2006
  Fair Value ofFair Value of


CompanysCompanys


Investment as a % ofInvestee

Investment in
    $ Amount


Members
    Equity (1)GELS

$
243,737,514



36.81
%GFS

$
240,699,867



36.36
%GRV

$
98,479,997



14.87
%GTT

$
103,332,963



15.61
%Total

$
686,250,341



103.65
%(2)     (1)
    
    Members equity, used in the calculation of the fair value
    of the Investees as a percentage of members equity, is
    reduced for member redemptions that are paid after the balance
    sheet date according to ASC 480, Distinguishing
    Liabilities from Equity. Member redemptions are included
    in Redemptions payable in the Balance Sheet of the financial
    statements.(2)
    
    The total value of the Companys investments in the
    Investees exceeded 100% of members equity because
    members equity reflected certain accrued liabilities of
    the Company, including fees and expenses and Redemptions payable
    at December 31, 2006.  PERFORMANCE
    OF THE COMPANY
   6




---



##### 



January 1,
    2010  December 31, 2010
  Date of Issuance of

Net Return for PeriodSeries of
    Units (1)

Units

Outstanding (2)Class A Series 1




4.82
%Class A Series 45

January 2008


4.82
%Class A Series 46

February 2008


4.80
%Class A Series 47

March 2008


4.82
%Class A Series 48

April 2008


4.81
%Class A Series 49

May 2008


4.82
%Class A Series 50

June 2008


4.82
%Class A Series 51

July 2008


4.82
%Class A Series 52

August 2008


4.82
%Class A Series 53

September 2008


4.75
%Class A Series 54

October 2008


4.58
%Class A Series 66

September 2009


4.82
%Class A Series 67

September 2009


4.82
%Class A Series 68

September 2009


4.82
%Class A Series 69

September 2009


4.82
%Class A Series 70

September 2009


4.82
%Class A Series 71

September 2009


4.82
%Class A Series 72

September 2009


4.82
%Class A Series 73

September 2009


4.82
%Class A Series 77

January 2010


4.58
%Class A Series 78

February 2010


4.73
%Class A Series 79

March 2010


4.50
%Class A Series 80

April 2010


3.32
%Class A Series 81

May 2010


2.82
%Class A Series 82

April 2010


3.56
%Class A Series 83

April 2010


3.56
%Class A Series 84

June 2010


4.90
%Class A Series 85

July 2010


6.01
%Class A Series 86

August 2010


5.34
%Class A Series 87

September 2010


4.85
%Class A Series 88

October 2010


3.01
%Class A Series 89

November 2010


1.62
%Class A Series 90

December 2010


1.84
%     (1)
    
    As of December 31, 2010, the Company had 33 series of
    Class A Units (as defined below) outstanding. The
    Class A Series Units (as defined below) are identical
    in every regard except with respect to its individualized
    incentive allocation base. Effective January 1, 2011,
    Class A Series 48, 53, 54, 77 through 81, and 84
    through 90 were converted into Class A
    Series 46 units. Class A Series Units (other than
    Class A Series 1) issued in future periods
    represent issuances of new series and are different from
    existing series.(2)
    
    The net return is shown for the period during which the units
    were outstanding in 2010. 7




---



##### 



January 1,
    2009  December 31, 2009
  Date of Issuance of

Net Return for PeriodSeries of
    Units (1)

Units

Outstanding (2)Class A Series 1




9.07
%Class A Series 45

January 2008


9.07
%Class A Series 46

February 2008


9.07
%Class A Series 47

March 2008


9.07
%Class A Series 48

April 2008


9.07
%Class A Series 49

May 2008


9.07
%Class A Series 50

June 2008


9.07
%Class A Series 51

July 2008


9.07
%Class A Series 52

August 2008


9.07
%Class A Series 53

September 2008


9.07
%Class A Series 54

October 2008


8.96
%Class A Series 55

November 2008


8.76
%Class A Series 56

December 2008


8.66
%Class A Series 57

January 2009


8.61
%Class A Series 58

February 2009


7.74
%Class A Series 59

March 2009


7.91
%Class A Series 60

April 2009


7.94
%Class A Series 61

May 2009


7.18
%Class A Series 62

June 2009


5.15
%Class A Series 63

July 2009


5.08
%Class A Series 64

August 2009


3.95
%Class A Series 65

September 2009


2.68
%Class A Series 66

September 2009


2.82
%Class A Series 67

September 2009


2.82
%Class A Series 68

September 2009


2.82
%Class A Series 69

September 2009


2.82
%Class A Series 70

September 2009


2.82
%Class A Series 71

September 2009


2.82
%Class A Series 72

September 2009


2.82
%Class A Series 73

September 2009


2.82
%Class A Series 74

October 2009


1.22
%Class A Series 75

November 2009


1.39
%Class A Series 76

December 2009


0.16
%     (1)
    
    As of December 31, 2009, the Company had 33 series of
    Class A Units (as defined below) outstanding. The
    Class A Series Units (as defined below) are identical
    in every regard except with respect to its individualized
    incentive allocation base. Effective January 1, 2010,
    Class A Series 55 through Class A Series 65
    and Class A Series 74 through Class A
    Series 76 units were converted into Class A
    Series 54 units. Class A Series Units (other
    than Class A Series 1) issue in future periods
    represent issuances of new series and are different from
    existing series.(2)
    
    The net return is shown for the period during which the units
    were outstanding in 2009. 8




---



##### 



January 1,
    2008  December 31, 2008
  Date of Issuance of

Net Return for PeriodSeries of Units(1)

Units

Outstanding(2)Class A Series 1




(13.71
)%Class A Series 45

January 2008


(13.71
)%Class A Series 46

February 2008


(12.20
)%Class A Series 47

March 2008


(14.00
)%Class A Series 48

April 2008


(12.45
)%Class A Series 49

May 2008


(13.27
)%Class A Series 50

June 2008


(14.85
)%Class A Series 51

July 2008


(14.90
)%Class A Series 52

August 2008


(12.59
)%Class A Series 53

September 2008


(11.44
)%Class A Series 54

October 2008


(6.48
)%Class A Series 55

November 2008


(2.77
)%Class A Series 56

December 2008


(0.97
)%     (1)
    
    As of December 31, 2008, the Company had 13 series of
    Class A Units outstanding. The Class A
    Series Units are identical in every regard except with
    respect to its individualized incentive allocation base.
    Class A Series Units (other than Class A
    Series 1) issued in future periods represent issuances
    of new series and are different from existing series.(2)
    
    The net return is shown for the month of issuance through
    December 31, 2008.  January 1,
    2007  December 31, 2007
  Date of Issuance of

Net Return for PeriodSeries of
    Units (1)

Units

Outstanding (2)Class A Series 1




11.51
%Class A Series 33

January 2007


11.51
%Class A Series 34

February 2007


9.77
%Class A Series 35

March 2007


8.90
%Class A Series 36

April 2007


7.95
%Class A Series 37

May 2007


6.21
%Class A Series 38

June 2007


3.95
%Class A Series 39

July 2007


3.43
%Class A Series 40

August 2007


3.54
%Class A Series 41

September 2007


5.58
%Class A Series 42

October 2007


3.87
%Class A Series 43

November 2007


0.36
%Class A Series 44

December 2007


0.73
%     (1)
    
    As of December 31, 2007, the Company had 13 series of
    Class A Units outstanding. The Class A
    Series Units are identical in every regard except with
    respect to its individualized incentive allocation base.
    Effective January 1, 2008, Class A Series 33
    through Class A Series 44 units were converted
    into Class A Series 1 units. Class A
    Series Units (other than Class A
    Series 1) issued in future periods represent issuances
    of new series and are different from existing series.(2)
    
    The net return is shown for the month of issuance through
    December 31, 2007. 9




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##### 



January 1,
    2006December 31, 2006
  Date of Issuance of

Net Return for PeriodSeries of
    Units (1)

Units

Outstanding (2)Class A Series 1




9.03
%Class A Series 21

January 2006


9.03
%Class A Series 22

February 2006


6.00
%Class A Series 23

March 2006


5.51
%Class A Series 24

April 2006


3.82
%Class A Series 25

May 2006


2.32
%Class A Series 26

June 2006


4.28
%Class A Series 27

July 2006


4.74
%Class A Series 28

August 2006


4.84
%Class A Series 29

September 2006


4.06
%Class A Series 30

October 2006


4.77
%Class A Series 31

November 2006


3.21
%Class A Series 32

December 2006


1.37
%     (1)
    
    As of December 31, 2006, the Company had 13 series of
    Class A Units outstanding. The Class A
    Series Units are identical in every regard except with
    respect to its individualized incentive allocation base.
    Effective January 1, 2007, Class A Series 21
    through Class A Series 32 units were converted
    into Class A Series 1 units. Class A Series
    (other than Class A Series 1) issued in future
    periods represent issuances of new series and are different from
    existing series.(2)
    
    The net return is shown for the month of issuance through
    December 31, 2006.     10




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##### 



Barclays


MSCICompany


3 Month


Aggregate


World


S&P 500Investment Period

(1)


LIBOR


Bond Index


Index


Index1/1/201012/31/2010


4.82
%


0.34
%


6.56
%


11.76
%


15.06
%1/1/200912/31/2009


9.07
%


0.87
%


5.93
%


29.99
%


26.46
%1/1/200812/31/2008


(13.71
)%


3.56
%


5.24
%


(40.71
)%


(37.00
)%1/1/200712/31/2007


11.51
%


5.32
%


6.96
%


9.04
%


5.49
%1/1/200612/31/2006


9.03
%


5.10
%


4.33
%


20.07
%


15.79
%     (1)
    
    Company returns shown are the net returns for Class A
    Series 1 for each of the investment periods shown. See
    above for the Companys net returns for Class A
    Series 45 through 54, 66 through 73, 77 through 90 for
    2010, Class A Series 45 through 76 for 2009,
    Class A Series 45 through 56 for 2008, Class A
    Series 33 through 44 for 2007, and Class A Series 21
    through 32 for 2006.  Description
    of the Investees and the Performance of the Investees
    Goldman
    Sachs Global Equity Long/Short, LLC
   11




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##### 



Investment Period*

Net Return for Period1/1/2010  12/31/2010


3.90
%1/1/2009  12/31/2009


13.37
%1/1/2008  12/31/2008


(16.75
)%1/1/2007  12/31/2007


11.70
%1/1/2006  12/31/2006


11.91
%     *
    
    Net return is based on the performance of Class C
    Series 1 units. Class C Series 1 units
    of GELS (including those issued to the Company) are not subject
    to management fees paid or incentive allocations made to GS HFS
    as managing member of GELS and therefore returns do not reflect
    the payment of any such fees or the making of any allocations to
    GS HFS. In addition, returns for Class C
    Series 1 units during the entire period reflect
    returns net of the compensation paid to Advisors. The returns
    shown for 2006, 2007, 2008, 2009 and 2010 are net of an
    administration fee paid by GELS to SEI Global Services, Inc.
    (SEI), who became the administrator of GELS on
    January 1, 2005. No administration fee was paid to GS HFS
    by GELS in 2006, 2007, 2008, 2009 and 2010.  Goldman
    Sachs Global Fundamental Strategies, LLC
      Merger
    Arbitrage
    High
    Yield/Distressed Securities
   12




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##### 



Special
    Situations
    Multi-strategy
    and Other
        Investment Period*

Net Return for Period1/1/2010  12/31/2010


9.60
%1/1/2009  12/31/2009


19.10
%1/1/2008  12/31/2008


(19.18
)%1/1/2007  12/31/2007


20.22
%1/1/2006  12/31/2006


14.57
%     *
    
    Net return is based on the performance of Class C
    Series 1 units. Class C Series 1 units
    of GFS (including those issued to the Company) are not subject
    to management fees paid or incentive allocations made to GS HFS
    as managing member of GFS and therefore returns do not reflect
    the payment of any such fees or the making of any allocations to
    GS HFS. In addition, returns for Class C
    Series 1 units during the entire period reflect
    returns net of the compensation paid to Advisors. The returns
    shown for 2006, 2007, 2008, 2009 and 2010 are net of an
    administration fee paid by GFS to SEI, who became the
    administrator of GFS on January 1, 2005. No administration
    fee was paid to GS HFS by GFS in 2006, 2007, 2008, 2009 and 2010.  Goldman
    Sachs Global Tactical Trading, LLC
   13




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##### 



over-the-counter
      Investment Period*

Net Return for Period1/1/2010  12/31/2010


9.65
%1/1/2009  12/31/2009


6.35
%1/1/2008  12/31/2008


3.27
%1/1/2007  12/31/2007


15.72
%1/1/2006  12/31/2006


5.61
%     *
    
    Net return is based on the performance of Class C
    Series 1 units. Class C Series 1 units
    of GTT (including those issued to the Company) are not subject
    to management fees paid or incentive allocations made to GS HFS
    as managing member of GTT and therefore returns do not reflect
    the payment of any such fees or the making of any allocations to
    GS HFS. In addition, returns for Class C
    Series 1 units during the entire period reflect
    returns net of the compensation paid to Advisors. The returns
    shown for 2006, 2007, 2008, 2009 and 2010 are net of an
    administration fee paid by GTT to SEI, who became the
    administrator of GTT on January 1, 2005. No administration
    fee was paid to GS HFS by GTT in 2006, 2007, 2008, 2009 and 2010.  Allocations
    to Other Investees
  Goldman
    Sachs Global Fundamental Strategies Asset Trust
        Investment Period*

Net Return for Period1/1/2010  12/31/2010


1.16
%3/31/2009  12/31/2009


5.06
%  14




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##### 



*
    
    Net return is based on the performance of GFS Trust interests.
    Interests of GFS Trust (including those issued to the Company)
    are not subject to management fees or incentive allocations.
    Returns for periods of less than one year are cumulative and not
    annualized.  Goldman
    Sachs Global Relative Value, LLC
        Investment Period*

Net Return for Period1/1/2010  12/31/2010


1.00
%1/1/2009  12/31/2009


6.70
%1/1/2008  12/31/2008


(9.37
)%1/1/2007  12/31/2007


4.53
%1/1/2006  12/31/2006


5.89
%     *
    
    Net return is based on the performance of Class C
    Series 1 units. Class C Series 1 units
    of GRV (including those issued to the Company) are not subject
    to management fees paid or incentive allocations made to GS HFS
    as managing member of GRV and therefore returns do not reflect
    the payment of any such fees or the making of any allocations to
    GS HFS. In addition, returns for Class C
    Series 1 units during the entire period reflect
    returns net of the compensation paid to Advisors. The returns
    shown for 2006, 2007, 2008, 2009 and 2010 are net of an
    administration fee paid by GRV to SEI, who became the
    administrator of GRV on January 1, 2005. No administration
    fee was paid to GS HFS by GRV in 2006, 2007, 2008, 2009 and 2010.  Goldman
    Sachs HFP Opportunistic Fund, LLC
   15




---



##### 



Investment Period*

Net Return for Period1/1/2010  12/31/2010


(5.28
)%1/1/2009  12/31/2009


11.27
%1/1/2008  12/31/2008


(4.51
)%7/1/2007  12/31/2007


(10.26
)%     *
    
    Net return is based on the performance of Class A
    Series 1 units. Class A Series 1 units
    of HFPO (including those issued to the Company) are not subject
    to management fees paid or incentive allocations made to GS HFS
    as managing member of HFPO and therefore returns do not reflect
    the payment of any such fees or the making of any allocations to
    GS HFS. In addition, returns for Class A
    Series 1 units during the entire period reflect
    returns net of the compensation paid to Advisors. Returns for
    periods less than one year are cumulative and not annualized.
    The returns shown are net of an administration fee paid by HFPO
    to SEI, who became the administrator of HFPO on July 1,
    2007. No administration fee was paid to GS HFS by HFPO in 2007,
    2008, 2009 and 2010.    Overview
    of the Investment Process of the Investment Funds
     16




---



##### 



Direct
    Allocations to Advisors
       17




---



##### 



Certain
    Considerations Relating to Limited Capacity of Potential
    Advisors
  non-U.S. investors
    and/or
    Hedging,
    Leverage and Other Strategies
  Hedging
   18




---



##### 



over-the-counter
  Leverage
             19




---



##### 



Temporary
    and Defensive Strategies
    Indirect
    Investments in Advisor Funds and with Advisors
     20




---



##### 



Investment
    in Exchange-Traded Advisor Funds
    Co-Investment
    and Other Investment Opportunities
   21




---



##### 



Secondary
    Investments
    Potential
    Types of Advisor Investments
  over-the-counter non-U.S. issuers,
  Economic
    Arrangements with Advisors
  and/or
 22




---



##### 



and/or and/or
      and/or
  and/or and/or
   23




---



##### 



INTERNATIONAL
    ACTIVITIES
  non-U.S. issuers, non-U.S. currencies, non-U.S. currencies. non-U.S. markets
  non-U.S. currencies Non-U.S. Exchanges and/or Non-U.S. Investments Non-U.S. Futures Non-U.S. Exchange
  PORTFOLIO
    COMPANIES
  non-U.S. persons
   24




---



##### 



case-by-case
      out-of-pocket
     25




---



##### 



FEES AND
    EXPENSES
        Class ASeries 1Ratios to average net assets (annualized):Expenses


1.43
%Incentive allocation


0.00
%Total expenses and incentive allocation


1.43
%     26




---



##### 



Fees and

Percentage


DollarExpenses

Amount


AmountManagement Fee


1.25%(1)


$
12,867Incentive Allocation


5%(2)


$
2,389Administration Fee


0.02%(3)


$
691Placement Fee


None



NoneEntry Fee


None



NoneExit Fee


None



NoneMinimum Subscription Amount


N/A


$
1,000,000(4)     (1)
    
    The Managing Member receives a monthly Management Fee, equal to
    one-twelfth of 1.25% of the net assets of the Company,
    determined as of the end of the applicable month, appropriately
    adjusted to reflect capital appreciation or depreciation and any
    subscriptions, redemptions or distributions. See
    Capital Accounts; Allocation of Gains and
    Losses.(2)
    
    At the end of each fiscal year of the Company, the Managing
    Member is entitled to receive an Incentive Allocation equal to
    5% of the increase in the NAV of each series of units. The
    Managing Member does not receive a payment or make a
    contribution in the event of a decrease in the NAV of a series
    of units, and the Managing Member is only entitled to receive an
    Incentive Allocation relating to an increase in NAV of a series
    of units if the NAV of such series is above a Prior High NAV (as
    defined below). See Capital Accounts; Allocation of
    Gains and Losses.(3)
    
    Effective August 1, 2010, the Company incurs a monthly
    administration fee payable to SEI equal to one twelfth of 0.02%
    of the net assets of the Company as of each month end. The
    Company also continues to bear a pro rata portion of the
    administration fee paid to the administrator of the Investment
    Funds for services provided to the Investment Funds and
    Portfolio Companies and this administration fee ranged from
    0.04% to 0.06% for the year ended December 31, 2010. SEI is
    the administrator of each Investment Fund and certain Portfolio
    Companies.(4)
    
    The minimum subscription by a purchaser of Units is $1,000,000,
    although the Managing Member, in its sole discretion, may accept
    subscriptions below the minimum.    out-of-pocket
   27




---



##### 



sub-administrator.
  out-of-pocket
 28




---



##### 



winding-up
      and/or and/or
     29




---



##### 



sub-administrator
  sub-administrator sub-administrator
      Capital
    Accounts; Allocation of Gains and Losses
   30




---



##### 



*

    An accounting period refers to the following
    periods: the initial accounting period began upon the
    commencement of operations of the Company. Each subsequent
    accounting period begins immediately after the close of the
    preceding accounting period. Each accounting period closes at
    the close of business on the first to occur of (i) the last
    day of each calendar month, (ii) the last day of each
    fiscal year of the Company, (iii) the date immediately
    prior to the effective date of the admission of a new Member,
    (iv) the date immediately prior to the effective date of
    the issuance of additional units, (v) the date immediately
    prior to the effective date of any redemption or complete
    withdrawal by a Member, or (vi) such other dates as
    determined by the Managing Member. In addition, the final
    accounting period shall end on the date the Company dissolves.             31




---



##### 



THE
    MANAGING MEMBER
      www.adviserinfo.sec.gov www.adviserinfo.sec.gov)
         32




---



##### 



POTENTIAL
    CONFLICTS OF INTEREST
  General
    Categories of Conflicts Associated with the Company and the
    Investment Funds
            Potential
    Conflicts Relating to Other Activities of Goldman Sachs,
    Ancillary Benefits, the Selection of Advisors, the Sale of Units
    and the Allocation of Investment Opportunities
  Goldman
    Sachs Other Activities May Have an Impact on the Selection
    of Advisors for each Investment Fund   33




---



##### 



and/or
    Goldman
    Sachs May Derive Ancillary Benefits From Its Relationship With
    the Company and the Advisors    and/or
 34




---



##### 



35




---



##### 



Goldman
    Sachs Financial and Other Interests May Incentivize
    Goldman Sachs to Promote the Sale of Units          Sales
    Incentives and Related Conflicts Arising from Goldman
    Sachs Financial and Other Relationships with
    Intermediaries
   36




---



##### 



and/or
  and/or and/or and/or
   37




---



##### 



Potential
    Conflicts Relating to the Allocation of Investment Opportunities
    Among the Company or the Investment Funds and Other Goldman
    Sachs Accounts
    and/or
   38




---



##### 



sub-strategy
      non-U.S. investors
       39




---



##### 



Other
    Potential Conflicts Relating to the Management of the Company
    and the Investment Funds
  Potential
    Restrictions and Issues Relating to Information Held by Goldman
    Sachs
       40




---



##### 



Potential
    Conflicts Relating to the Valuation of the Investments of the
    Company and the Investment Funds
  third-party
  and/or and/or
 41




---



##### 



Potential
    Conflicts Relating to Goldman Sachs Proprietary Activities
    and Activities on Behalf of Other Accounts
           42




---



##### 



and/or
 43




---



##### 



and/or
  and/or
 44




---



##### 



and/or and/or
      and/or
   45




---



##### 



Potential
    Conflicts in Connection with Investments in Goldman Sachs Money
    Market Funds
  12b-1
  Potential
    Conflicts in Connection with Investments in Affiliated
    Funds
   46




---



##### 



and/or
  Goldman
    Sachs May In-Source or Outsource
    Potential
    Conflicts Pertaining to Advisor Fund Special Investments
    and Designated Investments
  and/or
  and/or
   47




---



##### 



Potential
    Conflicts Related to the Valuation of Investments
   48




---



##### 



Potential
    Conflicts That May Arise When Goldman Sachs Acts in a Capacity
    Other than Managing Member to the Company or the Investment
    Funds
  Potential
    Conflicts Relating to Principal and Cross Transactions
        and/or and/or
 49




---



##### 



Potential
    Conflicts That May Arise When Goldman Sachs Acts in Commercial
    Capacities for the Company and the Investment Funds with initial
    capacities
  mark-ups,
            The Board
    of Directors Lacks Independence
   50




---



##### 



Potential
    Conflicts in Connection with Proxy Voting by the Managing
    Member
    Potential Limitations and Restrictions on Investment
    Opportunities and Activities of Goldman Sachs and the Company
    and the Investment Funds
  and/or and/or
   51




---



##### 



Potential
    Conflicts Relating to the Selection of Investments by the
    Advisors
  An
    Advisors Other Activities May Have an Impact on the
    Advisor Funds, Portfolio Companies and Managed
    Accounts
    Potential
    Conflicts Relating to the Allocation of Investment Opportunities
    Among the Advisors Accounts
    and/or
   52




---



##### 



Other
    Potential Conflicts Relating to the Advisors Portfolio
    Management Activities
  Potential
    Restrictions and Issues Relating to Information Held by
    Advisors
          Potential
    Conflicts Relating to the Valuation of Advisor Funds, Portfolio
    Companies and Managed Accounts by Advisors
    Potential
    Conflicts Relating to an Advisors Proprietary Activities
    and Activities on Behalf of Other Accounts Managed by the
    Advisor
   53




---



##### 



54




---



##### 



and/or
   55




---



##### 



and/or
    Potential
    Conflicts That May Arise When an Advisor Acts in Commercial
    Capacities for the Advisor Funds, Portfolio Companies or Managed
    Accounts
  mark-ups,
      12b-1
 56




---



##### 



The
    Advisors May In-Source or Outsource
    Potential
    Conflicts in Connection with Brokerage Transactions and Proxy
    Voting by the Advisors
      over-the-counter
  non-U.S. broker-dealers.
 57




---



##### 



and/or
  Potential
    Regulatory Limitations and Restrictions on Investment
    Opportunities and Activities of the Advisors and the Advisor
    Funds, Portfolio Companies and Managed Accounts
  and/or
 58




---



##### 



Safeguards
    Implemented by the Managing Member to Address Conflicts of
    Interest
      Conflicts
    Resulting From Other Business Dealings of the Managing Member
    and its Affiliates
   59




---



##### 



Conflicting
    Obligations to the Company and Other Advisory Accounts
      Personal
    Interests of Advisory Personnel
    his/her
 60




---



##### 



Form 10-K
  Error and
    Error Correction Policy
    Identification of Compensable Errors.
      case-by-case
 61




---



##### 



Compensation for Errors.
  Notification of Errors.
  Errors by Advisors.
  Reprocessing NAV Errors and Compensation of
    Members.
 62




---



##### 



COMPETITION
    FISCAL
    YEAR
    EMPLOYEES
    SPECIAL
    NOTE REGARDING FORWARD-LOOKING STATEMENTS
    
    investment strategies and allocations of assets;
    future performance;
    the Companys liquidity position; and
    trends in the Investment Sectors.     63




---



##### 



RISK FACTORS
     64




---



##### 



ITEM 1A.  RISK
    FACTORS
  General
    Risks
    Risks
    Related to the Company and the Investment Funds
    Performance and Operation
  Past
    Performance of the Company is not Indicative of Future
    Results
  Special Risks of
    the Companys StructureRisks Associated with the
    Company Investing in Other EntitiesPast Performance of
    Affiliated Funds and Advisors are not Necessarily Indicative of
    the Results that the Company and any Investment Fund May
    Achieve or of Future Results
  A
    Substantial Portion of an Investment Funds Assets May be
    Invested Utilizing Strategies That are Not Within its Investment
    Sector; Most Advisors do not Provide Detailed Position
    Information Regarding their Portfolios
  BUSINESSPERFORMANCE OF THE
    COMPANYDescription of the Investees and the Performance of
    the Investees,
   65




---



##### 



and/or
  There Can
    Be No Assurance that the Managing Members Decisions
    Regarding Allocations will be Successful; Inaccurate Information
    Provided by the Advisors May Have a Material Adverse Effect on
    Implementing the Companys Investment Objective
  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
    RISKRisk Management
  Non-Diversified
    Status; the Managing Member may Allocate to One or More Advisors
    a Relatively Large Percentage of an Investment Funds
    Assets
   66




---



##### 



Dependence
    on the Managing Member and the Advisors; the Managing Member
    Generally Has Limited Access to Information on or Control over
    Advisors Portfolios and Members Assume the Risk that
    Advisors May Knowingly Misrepresent Information Which Could Have
    a Material Negative Impact on the Company
  and/or
  and/or
 67




---



##### 



68




---



##### 



The
    Company Does Not Currently Intend to Participate in New Issues
    Which May Limit Potential Gains
      Risks
    Related to the Companys Regulatory Environment
  Limited
    Regulatory Oversight; Members not Afforded Protection of
    Investment Company Act
       69




---



##### 



Rule 501(a)(1)-(3),
    Legal,
    Tax and Regulatory Risks; Disclosure of Information Regarding
    Members
   70




---



##### 



and/or and/or
  non-U.S.
  The
    Dodd-Frank Act
    high-risk high-risk
 71




---



##### 



and/or Regulation as a Bank Holding Company
  Regulation
    as a Bank Holding Company
     72




---



##### 



and/or Potential Conflicts
    of Interest
    Risks
    Related to the Units, Liquidity of Units and the Offering of the
    Units
  Units
    Will Not be Listed and Will Not be Marketable
    The
    Company has Limited Liquidity and Limited Rights for
    Redemption
       73




---



##### 



and/or difficult-to-value
 74




---



##### 



and/or
  Redemptions
    of Units are Subject to a Substantial Waiting Period and
    Potentially Outdated Information
    and/or
  Substantial
    Redemptions Could Have a Material Adverse Effect on the
    Company
    Risks Related to Issuers of
    SecuritiesAdvisor Special Investments
 75




---



##### 



Special Risks
    of the Companys StructureRisks Related to the
    Companys StructureThe Investment Funds and the
    Advisors Investments May not be Diversified and There can
    be no Assurance that the Companys Allocation Methodologies
    will Achieve the Companys Allocation Goals.
  Certain
    Classes of Units May Have No
    Lock-Up
    Period
  lock-up lock-ups)
  Redemption May
    be in Cash or In-Kind Under the Sole Discretion of the Managing
    Member; Members May Bear Risks Related to In-Kind Securities and
    Pay Fees in Disposing of In-Kind Securities
   76




---



##### 



Special
    Considerations Applicable to the Continuous Offering of Units;
    After the Initial Offering of Units Subsequent Purchasers of
    Units May Suffer Losses Because of Previously Established Open
    Positions
    i.e. pro rata
 77




---



##### 



Investing
    Prior to Receipt of Subscription Monies and Prior to the
    Effective Date of Subscriptions
    Special
    Risks of the Companys Structure
   78




---



##### 



Risks
    Related to the Companys Structure
  The
    Investment Funds and the Advisors Investments May
    not be Diversified and There can be no Assurance that the
    Companys Allocation Methodologies will Achieve the
    Companys Allocation Goals
        The
    Companys Financial Statements are, and in the Future Will
    Ultimately be, Based on Estimates of Valuations Provided by
    Third Party Advisors Which May not be Accurate or May Need to be
    Adjusted in the Future
  difficult-to-value
 79




---



##### 



and/or General RisksRisks Related to
    the Company and the Investment Funds Performance and
    OperationDependence on the Managing Member and the
    Advisors; the Managing Member Generally Has Limited Access to
    Information on or Control over Advisors Portfolios and
    Members Assume the Risk that Advisors May Knowingly Misrepresent
    Information Which Could Have a Material Negative Impact on the
    Company Risks Associated with the
    Company Investing in Other EntitiesValuation of the
    Investment Funds Investments Will be Determined Utilizing
    Valuations Provided by the Advisors Which are Generally not
    Audited; Uncertainties in Valuations Could Have a Material
    Adverse Effect on the Companys Net Assets
  BUSINESSTHE MANAGING MEMBERError and Error
    Correction Policy
   80




---



##### 



The Other
    Business Activities and Relationships of Goldman Sachs and the
    Companys Advisors May Create Conflicts of
    Interest
  BUSINESSPOTENTIAL CONFLICTS OF INTEREST
  Affiliates
    of Goldman Sachs and Members of the Company May Market and Trade
    Derivatives Linked to the Performance of the Company, Which May
    Adversely Affect the NAV of the Company
  and/or
   81




---



##### 



Special
    Risks of the Fund of Funds Structure
    Members
    of the Company are Subject to Multiple Levels of Fees and
    Expenses Because of the Companys Structure, and the Fee
    Structure of the Company May Create Incentives for Advisors to
    Make Risky Investments
  BUSINESSFEES AND EXPENSES
    and/or
  The
    Company Could Indirectly Incur Duplicative Transaction Costs
    Without Accomplishing a Net Investment Result
   82




---



##### 



Compensation
    Arrangements With the Managing Member and the Advisors of the
    Investment Funds May Create Incentives for the Managing Member,
    the Investment Funds or the Advisors to Make Riskier Investments
    or to Inflate Returns
    Transactions
    Between and Among Funds May Be Undervalued and Negatively Affect
    the Companys Performance
    difficult-to-value
  Risks
    Associated with the Company Investing in Other
    Entities
  Past
    Performance of Affiliated Funds and Advisors are not Necessarily
    Indicative of the Results that the Company and Any Investment
    Fund May Achieve or of Future Results
  BUSINESS
 83




---



##### 



PERFORMANCE OF THE COMPANYCertain Considerations
    Relating to Limited Capacity of Potential Advisors
  A
    Members Investment in the Company will be Affected by the
    Investment Policies and Decisions of Advisors Which are Outside
    the Companys Control
  Investment Related
    Risks
  Limitations
    on Ability to Invest in Advisors May Result in Assets Not Being
    Used to Pursue Investment Objectives
    Valuation
    of the Investment Funds Investments Will be Determined
    Utilizing Valuations Provided by the Advisors Which are
    Generally not Audited; Uncertainties in Valuations Could Have a
    Material Adverse Effect on the Companys Net
    Assets
  General RisksRisks Related to the Company
    and the Investment Funds
 84




---



##### 



Performance and OperationDependence on the Managing
    Member and the Advisors; the Managing Member Generally Has
    Limited Access to Information on or Control over Advisors
    Portfolios and Members Assume the Risk that Advisors May
    Knowingly Misrepresent Information Which Could Have a Material
    Negative Impact on the Company
  and/or
    and/or
  Risks Related to the Companys
    StructureThe Companys Financial Statements are, and
    in the Future Will Ultimately be, Based on Estimates of
    Valuations Provided by Third Party Advisors Which May not be
    Accurate or May Need to be Adjusted in the Future
   85




---



##### 



Risks Related to the Companys
    StructureThe Companys Financial Statements are, and
    in the Future Will Ultimately be, Based on Estimates of
    Valuations Provided by Third Party Advisors Which May not be
    Accurate or May Need to be Adjusted in the Future
  Investment
    Fund Allocations to Advisor Funds are Difficult to Monitor
    and Control
    Trading
    in Investments May be Illiquid Which May Cause Substantial
    Losses and May Negatively Impact the Ability to Make
    Distributions to a Withdrawing or Redeeming Member
       86




---



##### 



Advisor
    Redemption Holdbacks and Other Advisor Fund Liquidity
    Restrictions May Adversely Affect Remaining Members
  Risks Related to the Units, Liquidity of Units
    and the Offering of the UnitsThe Company has Limited
    Liquidity and Limited Rights for Redemption
    Risks Related to the
    Companys StructureThe Companys Financial
    Statements are, and in the Future Will Ultimately be, Based on
    Estimates of Valuations Provided by Third Party Advisors Which
    May not be Accurate or May Need to be Adjusted in the
    Future
  Risks on
    Liquidation
   87




---



##### 



Managed
    Account Allocations Expose the Investment Funds to Liability
    Exceeding Allocations
    An
    Investment Fund May Not be Able to Vote or May Limit its
    Voting Abilities
    Lack of
    Operating History of Certain Advisors; Past Performance of
    Advisors is not Indicative of Future Results
    Advisors
    Invest Independently and May Hold Economically Offsetting
    Positions
  and/or and/or
 88




---



##### 



Advisors
    May Have Limited Capacity to Manage Additional Investment
    Fund Investments, Which Could Cause Dilution or
    Concentration of the Companys Investments or Negatively
    Affect Allocation of Investments
  BUSINESSPERFORMANCE OF THE
    COMPANYCertain Considerations Relating to Limited Capacity
    of Potential Advisors
  BUSINESSPERFORMANCE OF THE
    COMPANYCertain Considerations Relating to Limited Capacity
    of Potential Advisors
    Advisor
    Funds Securities are Generally Illiquid Which May Increase
    Costs and Limit Redemptions
   89




---



##### 



Frequent
    Trading and Turnover Typically Result in High Transaction Costs
    and the Investment Funds Have No Control Over This
    Turnover
    Indemnification
    of Advisors May Create Costs for the Company and the Investment
    Funds
    Allocation
    of the Companys Assets May Not Protect the Company from
    Exposure to Economic Downturns in Any Investment Fund or
    Investment Sector
  and/or
  Investment
    Related Risks
   90




---



##### 



Risks
    Related to Investment and Trading
  An
    Investment in the Company Involves a High Degree of Risk That
    the Entire Amount Invested May be Lost; Investment Results May
    Vary Substantially over Time
  BUSINESSINVESTMENT
    PROGRAM
    The
    Advisors May be Unable to or May Choose not to Seek to Achieve
    their Investment Goals; Advisors May Not be Able to Locate
    Suitable Investment Opportunities
  and/or
    Competition
   91




---



##### 



The Use
    of Leverage May Substantially Increase the Adverse Impact to
    Which the Investment Funds Investment Portfolios May be
    Subject
  BUSINESSPERFORMANCE OF THE COMPANYHedging,
    Leverage and Other Strategies
       92




---



##### 



Convergence
    Risk May Result in Significant Losses of the Investment Funds
    and the Company
    Possible
    Effects of Speculative Position Limits Could Adversely Affect
    the Operations and Profitability of the Investment Funds and the
    Company
  non-U.S. exchanges
   93




---



##### 



Short
    Selling Creates the Risk of Significant Losses
    against-the-box, against-the-box, against-the-box.
    The
    Ability of an Investment Fund to Hedge Successfully will Depend
    on the Particular Advisors Ability to Predict Pertinent
    Market Movements Which Cannot be Assured
    over-the-counter
 94




---



##### 



non-U.S. currencies
  Forward
    Contracts May Entail Significant Risks and Uncertainties Which
    Could Result in Substantial Losses to the Investment Funds and
    the Company
  i.e. non-U.S. security. non-U.S. securities. non-U.S. securities non-U.S. currencies
   95




---



##### 



Swap
    Agreements May Increase or Decrease the Overall Volatility of an
    Investment Funds Portfolio
    i.e.
      The
    Prices of an Investment Funds Investments Can be Highly
    Volatile and Influenced by External Factors Outside the Control
    of Such Investment Fund
  and/or
   96




---



##### 



sub-prime sub-prime Failure
    of the Investment Funds Counterparties, Brokers, and
    Exchanges Exposes Investment Funds to Credit Risks in Various
    Forms
  Failure
    of the Investment Funds Counterparties, Brokers, and
    Exchanges Exposes Investment Funds to Credit Risks in Various
    Forms
    non-U.S. brokers non-U.S. regulatory
   97




---



##### 



over-the-counter over-the-counter marking-to-market
    Third
    Party Co-Investment with Advisor Funds
    Reliance
    on Technology
   98




---



##### 



Third-Party
    Use of Publicly Available Information or Similar Trading
    Strategies
    Risks
    Related to International Investments
  Trading
    on Non-U.S.
    Exchanges May Involve Higher Risk of Financial Irregularities
    and/or Lack of Appropriate Risk Monitoring and
    Controls
  non-U.S. exchanges, non-U.S. exchanges, non-U.S. exchanges, and/or
  Non-U.S.
    Investments Involve Special Risks not Usually Associated with
    Investments in U.S. Securities
  non-U.S. issuers non-U.S. countries, non-U.S. entities non-U.S. company non-U.S. countries
 99




---



##### 



non-U.S. countries
  non-U.S. countries
  non-U.S. governments
  Investment
    in Emerging Markets Involves Significant Risks, Including
    Inflation and Currency Devaluations
    non-U.S. securities
   100




---



##### 



Privatizations
    Foreign
    Currency Transactions and Exchange Rate Risk Create Additional
    Risks for Advisors Investing in Certain Financial
    Instruments
  non-U.S. currencies
  Non-U.S.
    Futures Transactions Afford Less Protection as Rules of a
    Non-U.S.
    Exchange May Not be Enforced by a U.S. Regulator
  Non-U.S. futures non-U.S. exchange. non-U.S. exchange non-U.S. exchange, non-U.S. exchange non-U.S. country. non-U.S. country non-U.S. futures non-U.S. futures non-U.S. futures non-U.S. option
 101




---



##### 



Risks
    Related to Securities and Other Instruments
  Investing
    in Derivative Instruments Involves Risk of Loss to the Advisors
    That Could Materially Adversely Affect the Value of the
    Companys Net Assets
            Equity
    Securities and Equity-Related Instruments May be Subject to
    Various Types of Risk, Including Market Risk, Liquidity Risk,
    Counterparty Credit Risk, Legal Risk and Operations
    Risk
   102




---



##### 



Fixed
    Income Securities are Subject to Credit Risk and Price
    Volatility
    and/or non-U.S. government;
  and/or
  High
    Yield Debt Investments are Subject to Significant Risks of
    Default, Illiquidity and Volatility
      Other
    Debt Instruments; CBOs and CLOs
   103




---



##### 



Structured
    Securities May Present a Greater Degree of Market Risk and May
    be More Volatile, Less Liquid and More Difficult to Price
    Accurately Than Less Complex Securities
    Call
    Options Involve Significant Risks for Buyers and
    Sellers
      Put
    Options Involve Significant Risks for Buyers and
    Sellers
   104




---



##### 



Reverse
    Repurchase Agreements May Increase the Volatility of an
    Investment Funds and the Companys Investment
    Portfolio
    There are
    Significant Risks Associated with When-Issued and Forward
    Commitment Securities
    Derivatives
    with Respect to High Yield and Other Indebtedness Expose
    Advisors to Counterparty and Issuer Risk
   105




---



##### 



Credit
    Default Swaps
  and/or
  Risks of
    Spread Transactions
    The
    Company May be Prevented From Achieving its Objective During any
    Period in Which Assets are not Substantially Invested in
    Accordance with Principal Investment Strategies
    Restricted
    and Illiquid Investments May Prevent Prompt Liquidation of
    Unfavorable Positions Resulting in Substantial Loss
   106




---



##### 



non-U.S. exchanges
  Risks
    Related to Issuers of Securities
  The
    Issuers of Securities Acquired by Advisors will Sometimes Face a
    High Degree of Business and Financial Risk
        Expected
    Transactions May not Take Place or may Result in Substantial
    Losses
   107




---



##### 



Investments
    in Small Capitalization Companies are Speculative and May be
    Difficult to Value
  over-the-counter
  Investments
    in Issuers of Indebtedness May be Adversely Affected in the
    Event of an Issuers Insolvency
   108




---



##### 



non-U.S. issuers
  Purchases
    of Securities and Other Obligations of Financially Distressed
    Companies Create an Enhanced Risk of Substantial Loss or Loss of
    Entire Investment
  and/or
  Investments
    in Certain Multi-Advisor Structures
  BUSINESSPERFORMANCE OF THE COMPANYOverview
    of the Investment Process of the Investment Funds Special Risks of the Fund of Funds
    Structure
  Additional
    Investment Risks of Certain Advisor Funds
   109




---



##### 



non-U.S. general
  difficult-to-value
    Advisor
    Special Investments
  difficult-to-value
    and/or
 110




---



##### 



Changes
    to the Trading and Investment Strategies Utilized by the
    Advisors
  sub-strategies, sub-strategies and/or sub-strategies sub-strategy
 111




---



##### 



Limits of
    Risk Disclosure
  The
    Company Should be Considered a Speculative Investment and
    Members Should Retain Their Investment Only if They Can Sustain
    a Complete Loss of their Investment
            and/or and/or
   112




---



##### 



ITEM 1B.
    UNRESOLVED
    STAFF COMMENTS    ITEM 2.
    PROPERTIES    ITEM 3.
    LEGAL
    PROCEEDINGS    ITEM 4.
    RESERVED 113




---



##### 



PART II  ITEM 5.
    MARKET
    FOR REGISTRANTS COMMON EQUITY, RELATED STOCKHOLDER MATTERS
    AND ISSUER PURCHASES OF EQUITY SECURITIES  Market
    Information
          Quarter Ended


High


Low3/31/09


$
133.05


$
132.786/30/09


$
136.59


$
133.789/30/09


$
142.06


$
138.1412/31/09


$
143.89


$
141.813/31/10


$
145.73


$
143.676/30/10


$
146.47


$
141.859/30/10


$
146.19


$
142.8012/31/10


$
150.82


$
147.95     Record
    Holders of Units of the Company
    Distributions
    Recent
    Sales of Unregistered Units and Use of Proceeds
  Form 10-Q Form 8-K.
 114




---



##### 



Purchases
    of Units by the Company and Affiliated Purchasers
    Form 10-Q. EXHIBITS AND FINANCIAL STATEMENT
    SCHEDULES
  Performance
    Graph
      Cumulative
    Performance (January 2006 - December 2010)
  
  Indices Source: Bloomberg, Bond.Hub
   
    The performance of the Company is based on net returns for
    Class A Series 1 Units. The performance of the units
    shown in the graph is not necessarily indicative of future
    performance.
    General: References to market or composite indices,
    benchmarks or other measures of relative market performance over
    a specified period of time (for purposes of this section, each
    an index) are provided 115




---



##### 



for your information only. Reference to an index does not imply
    that the portfolio will achieve returns, volatility or other
    results similar to the index. The composition of an index may
    not reflect the manner in which a portfolio is constructed in
    relation to expected or achieved returns, portfolio guidelines,
    restrictions, sectors, correlations, concentrations, volatility
    or tracking error targets, all of which are subject to change
    over time.  
    MSCI World Index: The Morgan Stanley Capital
    International World Index is a price index of the total return
    with dividends reinvested monthly net of dividend withholding
    tax of a representative group of listed companies for each
    region, with each component market weighted on the basis of
    market capitalization relative to the total market
    capitalization of the market being measured and adjusted for
    changes in capital within the component firms.
    S&P 500 Index: Standard & Poors
    S&P 500 Index is an index based on the prices of the
    securities of 500 different companies. Total returns are
    calculated by adding the dividend income and price appreciation
    for a given time period.
    Barclays Aggregate Bond Index: Barclays Aggregate Bond
    Index represents securities that are U.S. domestic,
    taxable, and dollar denominated. The index covers the
    U.S. investment grade fixed rate bond market, with index
    components for government and corporate securities, mortgage
    pass-through securities, and asset-backed securities. These
    major sectors are subdivided into more specific indices that are
    calculated and reported on a regular basis.  ITEM 6.
    SELECTED
    FINANCIAL DATA    Year Ended
    December 31,Operations Data

2010


2009


2008


2007


2006Net trading gain/(loss)

$
37,931,357


$
60,555,634


$
(91,647,625
)

$
87,875,947


$
76,020,409Total expenses

$
8,867,518


$
8,871,658


$
9,978,508


$
9,808,096


$
9,926,911Net income/(loss)

$
29,085,355


$
51,843,963


$
(101,224,791
)

$
78,394,581


$
66,569,645Less: Incentive allocation to the managing member

$
283,319


$
137,681


$
14,474


$
3,919,729


$
3,328,482Net income/(loss) available for pro-rata allocation to members

$
28,802,036


$
51,706,282


$
(101,239,265
)

$
74,474,852


$
63,241,163   Financial Condition

Year Ended as of December 31,Data

2010


2009


2008


2007


2006Investments

$
612,687,074


$
586,435,496


$
614,788,663


$
702,436,288


$
686,250,341Total assets

$
642,636,484


$
621,906,334


$
641,732,463


$
705,861,961


$
687,475,191Total liabilities

$
20,842,491


$
24,208,299


$
31,796,392


$
25,077,879


$
25,400,717Members equity

$
621,793,993
(1)

$
597,698,035
(2)

$
609,936,071
(3)

$
680,784,082
(4)

$
662,074,474
(5)Ending NAV/Unit:Class A Series 1

$
150.82


$
143.89


$
131.92


$
152.88


$
137.10     (1)
    
    Members equity as of December 31, 2010 reflects
    redemptions payable in the amount of $18,895,114 at
    December 31, 2010.(2)
    
    Members equity as of December 31, 2009 reflects
    redemptions payable in the amount of $22,410,715 at
    December 31, 2009. 116




---



##### 



(3)
    
    Members equity as of December 31, 2008 reflects
    redemptions payable in the amount of $28,982,893 at
    December 31, 2008.(4)
    
    Members equity as of December 31, 2007 reflects
    redemptions payable in the amount of $22,708,145 at
    December 31, 2007.(5)
    
    Members equity as of December 31, 2006 reflects
    redemptions payable in the amount of $23,701,199 at
    December 31, 2006.  ITEM 7.
    MANAGEMENTS
    DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
    OPERATIONS  Managements
    Discussion and Analysis of Financial Condition and Results of
    Operations
  Overview
  SELECTED FINANCIAL DATA RISK FACTORSSpecial Risks of the
    Companys StructureRisks Related to the
    Companys StructureThe Companys Financial
    Statements Are, and in the Future Will Ultimately be, Based on
    Estimates of Valuations Provided by Third Party Advisors Which
    May not be Accurate or May Need to be Adjusted in the
    Future
         117




---



##### 



and/or
        Results
    of Operations
   118




---



##### 



2010
    Performance
    Overview
          119




---



##### 



Portfolio Weight


Year Endedas a % of


December 31, 2010Investee

Members Equity
    (1)


Net Return (2)GELS


39.98
%


3.90
%GFS


25.30
%


9.60
%GTT


29.14
%


9.65
%     (1)
    
    Members equity, used in the calculation of the fair value
    of the Investees as a percentage of members equity, is
    reduced for member redemptions that are paid after the balance
    sheet date according to ASC 480, Distinguishing
    Liabilities from Equity. Members redemptions are included
    in Redemptions payable in the Balance Sheet of the financial
    statements.(2)
    
    These returns are based on the performance of Class C
    Series 1 units for GELS, GFS and GTT. The returns
    include administration fees. No management fee or incentive
    allocation was charged by the managing member of the Investment
    Funds with respect to the Companys investment in any of
    the Investment Funds. Past performance is not indicative of
    future results, which may vary.    The
    Investees
    Goldman
    Sachs Global Equity Long/Short, LLC
           120




---



##### 



Goldman
    Sachs Global Fundamental Strategies, LLC
           121




---



##### 



Goldman
    Sachs Global Tactical Trading, LLC
             122




---



##### 



2009
    Performance
    Overview
    40-year
      123




---



##### 



Portfolio Weight


Year Endedas a % of


December 31, 2009Investee

Members Equity
    (1)


Net Return (2)GELS


39.40
%


13.37
%GFS


22.17
%


19.10
%GFS Trust


6.28
%


5.06
%(3)GRV


0.82
%


6.70
%GTT


25.97
%


6.35
%HFPO


3.48
%


11.27
%     (1)
    
    Members equity, used in the calculation of the fair value
    of the Investees as a percentage of members equity, is
    reduced for member redemptions that are paid after the balance
    sheet date according to ASC 480, Distinguishing
    Liabilities from Equity. Members redemptions are included
    in Redemptions payable in the Balance Sheet of the financial
    statements.(2)
    
    These returns are based on the performance of Class C
    Series 1 units for GELS, GFS, GRV and GTT and
    Class A Series 1 units for HFPO and GFS Trust
    interests for GFS Trust. The returns include administration
    fees. No management fee or incentive allocation was charged by
    the managing member of the Investment Funds with respect to the
    Companys investment in any of the Investment Funds. Past
    performance is not indicative of future results, which may vary.(3)
    
    GFS Trust commenced operations on March 31, 2009. The
    return is for the period from March 31, 2009 to
    December 31, 2009.    The
    Investees
    Goldman
    Sachs Global Equity Long/Short, LLC
       124




---



##### 



Goldman
    Sachs Global Fundamental Strategies, LLC
     125




---



##### 



Goldman
    Sachs Global Fundamental Strategies Asset Trust
    Goldman
    Sachs Global Tactical Trading, LLC
      year-to-date
 126




---



##### 



Goldman
    Sachs HFP Opportunistic Fund, LLC
      Goldman
    Sachs Global Relative Value, LLC
    2008
    Performance
    Overview
   127




---



##### 



Portfolio Weight


Year Endedas a% of


December 31, 2008Investee

Members Equity
    (1)


Net Return (2)GELS


29.89
%


(16.75
)%GFS


34.79
%


(19.18
)%GRV


9.68
%


(9.37
)%GTT


19.53
%


3.27
%HFPO


6.91
%


(4.51
)%     (1)
    
    Members equity, used in the calculation of the fair value
    of the Investees as a percentage of members equity, is
    reduced for member redemptions that are paid after the balance
    sheet date according to ASC 480, Distinguishing
    Liabilities from Equity. Members redemptions are included
    in Redemptions payable in the Balance Sheet of the financial
    statements.(2)
    
    These returns are based on the performance of Class C
    Series 1 units for GELS, GFS, GRV and GTT and
    Class A Series 1 units for HFPO. The returns
    include administration fees. No management fee or incentive
    allocation was charged by the managing member of the Investees
    with respect to the Companys investment in any of the
    Investees. Past performance is not indicative of future results,
    which may vary.    The
    Investees
    Goldman
    Sachs Global Equity Long/Short, LLC
     128




---



##### 



Goldman
    Sachs Global Fundamental Strategies, LLC
     129




---



##### 



Goldman
    Sachs Global Relative Value, LLC
      U.S.-focused
      mark-to-market
 130




---



##### 



Goldman
    Sachs Global Tactical Trading, LLC
             131




---



##### 



Goldman
    Sachs HFP Opportunistic Fund, LLC
            Comparison
    of Selected Financial Information for the years ended
    December 31, 2010, 2009 and 2008  Interest
    and Dividend Income
    Expenses
     132




---



##### 



Incentive
    Allocation
        Liquidity
    and Capital Resources
     133




---



##### 



lock-up lock-ups.
   134




---



##### 



135




---



##### 



Recent
    Accounting Pronouncements
  Improving Disclosures about Fair Value Measurements (ASC
    820). No. 2010-06, No. 2010-06 No. 2010-06
  Critical
    Accounting Policies and Estimates
  Use of
    estimates
         136




---



##### 



December 31,
    2010
  % of fair value

% of fair valueinvestments valued using

utilizing NAV provided byInvestee

quoted market prices

external advisorsGELS

%

40.57%GFS

%

25.68%GTT

1.00%

28.57%Total

1.00%

94.82%   December 31,
    2009
  % of fair value

% of fair valueinvestments valued using

utilizing NAV provided byInvestee

quoted market prices

external advisorsGELS

0.07%

40.09%GFS

%

21.59%GFS Trust

%

6.40%GTT

0.57%

25.89%Total

0.64%

93.97%   RISK FACTORSGeneral
    RisksRisks Related to the Company and the Investment
    Funds Performance and OperationDependence on the
    Managing Member and the Advisors; the Managing Member Generally
    Has Limited Access to Information on or Control over
    Advisors Portfolios and Members Assume the Risk that
    Advisors May Knowingly Misrepresent Information Which Could Have
    a Material Negative Impact on the Company,
    Special Risks of the Companys
    StructureRisks Related to the Companys
    StructureThe Companys Financial Statements are, and
    in the Future Will Ultimately be, Based on Estimates of
    Valuations Provided by Third Party Advisors Which May not be
    Accurate or May Need to be Adjusted in the Future, and
    Risks Associated with the Company Investing in Other
    EntitiesValuation of the Investment Funds
    Investments Will be Determined Utilizing Valuations Provided by
    the Advisors Which are Generally not Audited; Uncertainties in
    Valuations Could Have a Material Adverse Effect on the
    Companys Net Assets
   137




---



##### 



Off-Balance
    Sheet Risk
    Contractual
    Obligations
    ITEM 7A.
    QUANTITATIVE
    AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK  Quantitative
    and Qualitative Disclosures About Market Risk
    Year EndedDecember 31, 2010Net Trading% of Members


Fair Value/Value


Gain/(Loss)Investee

Equity (1)


at Risk


(In millions)


LiquidityGELS


39.98
%

$
248,593,542


$
9.1



(2
)GFS


25.30
%

$
157,347,212


$
12.8



(3
)GFS Trust


3.73
%

$
23,188,415


$
0.1



(4
)GRV


0.27
%

$
1,649,094


$
0.1



(5
)GTT


29.14
%

$
181,173,125


$
15.9



(6
)HFPO


0.12
%

$
735,686


$
(0.1
)


(7
)Total


98.54
% (8)

$
612,687,074


$
37.9   138




---



##### 



Year EndedDecember 31, 2009Net Trading% of Members


Fair Value/Value


Gain/(Loss)Investee

Equity (1)


at Risk


(In millions)


LiquidityGELS


39.40
%

$
235,518,832


$
24.2



(2
)GFS


22.17
%

$
132,477,127


$
22.5



(3
)GFS Trust


6.28
%

$
37,532,758


$
2.2



(4
)GRV


0.82
%

$
4,887,674


$
1.5



(5
)GTT


25.97
%

$
155,217,816


$
8.1



(6
)HFPO


3.48
%

$
20,801,289


$
2.1



(7
)Total


98.12
% (8)

$
586,435,496


$
60.6     (1)
    
    Members equity, used in the calculation of the investments
    as a percentage of members equity, is reduced for member
    redemptions that are paid after the balance sheet date according
    to ASC 480, Distinguishing Liabilities from
    Equity. Member redemptions are included in Redemptions
    payable in the Balance Sheet of the financial statements.(2)
    
    Redemptions can be made quarterly with 61 days
    notice, or at the sole discretion of the Managing Member.(3)
    
    Redemptions can be made quarterly on or after the first
    anniversary of the initial purchase of the units with at least
    91 days notice, or at the sole discretion of the
    Managing Member.(4)
    
    GFS Trust does not provide investors with a voluntary redemption
    right. Pursuant to the terms of the trust agreement for GFS
    Trust, distributions will be made to holders of interests in GFS
    Trust as GFS Trust receives proceeds in respect of its Advisors.
    The estimated remaining holding period of its remaining
    underlying investments range from one to six years.(5)
    
    GRV ceased its trading activities effective on July 1,
    2009, and will dissolve at the time all assets are liquidated,
    liabilities are satisfied and liquidation proceeds are
    distributed through payment of a liquidating distribution. GRV
    suspended redemptions pending the completion of the liquidation
    proceedings. The estimated remaining holding period of its
    remaining underlying investments range from one to six years.(6)
    
    Redemptions can be made quarterly with 60 days
    notice, or at the sole discretion of the Managing Member.(7)
    
    HFPOs current holdings consist solely of one illiquid
    investment in an Advisor Fund, which cannot be redeemed until
    the relevant Advisor liquidates such investment. The estimated
    remaining holding period of the illiquid investment is
    approximately two to five years.(8)
    
    The total value of the Companys investment in the
    Investees was less than 100% of members equity because
    members equity reflected cash and cash equivalents greater
    than total liabilities.  Risk
    Management
    Value-at-Risk one-day
 139




---



##### 



RISK FACTORSGeneral
    RisksRisks Related to the Company and the Investment
    Funds Performance and OperationA Substantial Portion
    of an Investment Funds Assets May be Invested Utilizing
    Strategies That are Not Within its Investment Sector; Most
    Advisors do not Provide Detailed Position Information Regarding
    their Portfolios and Dependence on the
    Managing Member and the Advisors; the Managing Member Generally
    Has Limited Access to Information on or Control over
    Advisors Portfolios and Members Assume the Risk that
    Advisors May Knowingly Misrepresent Information Which Could Have
    a Material Negative Impact on the Company
  RISK
    FACTORSGeneral RisksRisks Related to the Company and
    the Investment Funds Performance and OperationA
    Substantial Portion of an Investment Funds Assets May be
    Invested Utilizing Strategies That are Not Within its Investment
    Sector; Most Advisors do not Provide Detailed Position
    Information Regarding their Portfolios and
    Dependence on the Managing Member and the Advisors;
    the Managing Member Generally Has Limited Access to Information
    on or Control over Advisors Portfolios and Members Assume
    the Risk that Advisors May Knowingly Misrepresent Information
    Which Could Have a Material Negative Impact on the
    Company
  10-30
   140




---



##### 



BUSINESSINVESTMENT PROGRAMAllocation Among
    the Investment Funds
         141




---



##### 



ITEM 8.
    FINANCIAL
    STATEMENTS AND SUPPLEMENTARY DATA  page F-1
    Fiscal Quarter EndedMar. 31,


June 30,


Sep. 30,


Dec. 31,2009


2009


2009


2009Net Trading Gain/(Loss)

$
6,140,299


$
18,620,945


$
25,706,878


$
10,087,512Total Expenses

$
2,244,249


$
2,200,386


$
2,184,443


$
2,242,580Net Income/(Loss)

$
3,976,409


$
16,474,468


$
23,537,710


$
7,855,376Net Income/(Loss) Available for pro rataallocation to
    Members

$
3,975,595


$
16,453,430


$
23,464,525


$
7,812,732   Fiscal Quarter EndedMar. 31,


June 30,


Sep. 30,


Dec. 31,2010


2010


2010


2010Net Trading Gain/(Loss)

$
10,147,025


$
(14,822,553
)

$
20,889,590


$
21,717,295Total Expenses

$
2,217,325


$
2,316,934


$
2,216,350


$
2,116,909Net Income/(Loss)

$
7,932,107


$
(17,133,623
)

$
18,680,638


$
19,606,233Net Income/(Loss) Available for pro rataallocation to
    Members

$
7,875,210


$
(17,078,339
)

$
18,599,659


$
19,405,506   ITEM 9.
    CHANGES
    IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
    FINANCIAL DISCLOSURE    ITEM 9A.
    CONTROLS
    AND PROCEDURES  Disclosure
    Controls and Procedures
  Rule 13a-15(e)
  Managements
    Report on Internal Control over Financial Reporting
  Rule 13a-15(f) 15d-15(f)
  
    pertain to the maintenance of records that in reasonable detail
    accurately and fairly reflect the transactions and dispositions
    of the assets of the company; 142




---



##### 




    provide reasonable assurance that transactions are recorded as
    necessary to permit preparation of consolidated financial
    statements in accordance with generally accepted accounting
    principles, and that receipts and expenditures of the company
    are being made only in accordance with authorizations of
    management and directors of the company; and
    provide reasonable assurance regarding prevention or timely
    detection of unauthorized acquisition, use or disposition of the
    companys assets that could have a material effect on the
    consolidated financial statements.          Changes
    in Internal Control Over Financial Reporting
  Rule 13a-15(f)
  ITEM 9B.
    OTHER
    INFORMATION   143




---



##### 



PART III  ITEM 10.
    DIRECTORS,
    EXECUTIVE OFFICERS OF THE MANAGING MEMBER AND REGISTRANT AND
    CORPORATE GOVERNANCE  BUSINESSTHE MANAGING MEMBER
  Name

Age

Position(s)Kent A. Clark


46


Managing Director and Chief Investment Officer of the Managing
    MemberJennifer Barbetta


38


Managing Director and Chief Financial Officer of the Managing
    MemberWestley D. Chapman


44


Managing Director of the Managing MemberJ. Christopher A. Kojima


41


Director of the CompanyA. Charles Baillie


43


Director of the Company     Kent A. Clark
  Jennifer Barbetta
  Westley D. Chapman
 144




---



##### 



J. Christopher A. Kojima
  A. Charles Baillie
  Compliance
    with Section 16(a) of the Securities Exchange Act of
    1934
    Code of
    Ethics
  Form 10-K Form 8-K. Form 10-K,
 145




---



##### 



Corporate
    Governance
  Nominating
    Committee and Compensation Committee
  Section 10A-3
  Audit
    Committee and Audit Committee Financial Expert
  Section 10A-3
    
    reviewed and discussed the financial statements with management
    of the Managing Member responsible for the management and
    operations of the Company;
    discussed with the independent auditors the matters required to
    be discussed by the Statement of Auditing Standards
    No. 114, as amended, as adopted by the Public Company
    Accounting Oversight Board in Rule 3200T;
    received the written disclosures and the letters from the
    independent accountants required by the Public Company
    Accounting Oversight Board in Rule 3526, and has discussed
    with the independent accountant, the independent
    accountants independence; and based on the review and
    discussions referred to above, the Board of Directors
    recommended that the audited financial statements be included in
    the Companys Annual Report for filing with the SEC.  Advisory
    Committee
    Board
    Meetings and Committees; Annual Meeting Attendance; Shareholder
    Communications
     146




---



##### 



ITEM 11.
    EXECUTIVE
    COMPENSATION  BUSINESSFEES AND EXPENSES
  Fee Type

Fee AmountManagement Fee paid or payable by the Company

$
7,787,932Incentive Allocation paid or payable by the Company

$
283,319Placement Fee paid or payable by the Company to Goldman Sachs

$
   ITEM 12.
    SECURITY
    OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
    RELATED STOCKHOLDER MATTERS  Security
    Ownership of Certain Beneficial Owners
    Security
    Ownership of Management
      Percentage of AllInvestorsNumber of Units


Name of Beneficial
    Owner

Interests0


Kent A. Clark


0


Jennifer Barbetta


0


Westley D. Chapman


0


J. Christopher A. Kojima


0


A. Charles Baillie


0


Directors and executive officers as a group


  147




---



##### 



Changes
    in Control
    ITEM 13.
    CERTAIN
    RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR
    INDEPENDENCE  BUSINESSPOTENTIAL CONFLICTS OF
    INTEREST
  BUSINESSPOTENTIAL
    CONFLICTS OF INTEREST
  BUSINESSPOTENTIAL CONFLICTS OF INTEREST
  BUSINESSINVESTMENT PROGRAMInvestment
    Objective and Approach
  BUSINESSFEES AND EXPENSES
        Regulation S-K,
   148




---



##### 



Director
    Independence
  Section 10A-3
  Brokerage
      over-the-counter
     149




---



##### 



Placement
    Agent
  sub-placement sub-placement
     150




---



##### 



ITEM 14.
    PRINCIPAL
    ACCOUNTING FEES AND SERVICES    Year EndedDecember 312010


2009Audit Fees

$
187,437


$
179,473Audit-Related Fees

$



$
Tax Fees(1)

$
121,200


$
81,500All Other Fees

$



$
Total

$
308,637


$
260,973     (1)
    
    Tax services primarily involve assistance with the preparation
    of tax returns and K-1s.   151




---



##### 



PART IV  ITEM 15.
    EXHIBITS AND
    FINANCIAL STATEMENT SCHEDULES    Financial Statements
  PageDescription of Financial
    Statements

NumberGoldman Sachs Hedge Fund Partners, LLC Financial StatementsReport of Independent Registered Public Accounting Firm


F-2Schedule of Investments as of December 31, 2010 and
    December 31, 2009


F-3Balance Sheet as of December 31, 2010 and December 31,
    2009


F-4Statement of Operations for the years ended December 31,
    2010, 2009 and 2008


F-5Statement of Changes in Members Equity for the years ended
    December 31, 2010, 2009 and 2008


F-6Statement of Cash Flows for the years ended December 31,
    2010, 2009 and 2008


F-7Notes to Financial Statements


F-8   2.
    Financial Statement Schedules.    3.
    List of Exhibits.  page E-1.
 152




---



##### 



SIGNATURES
          By:
    /s/  Jennifer
    Barbetta         Signature

Capacity

Date/s/  J.
    Christopher A. KojimaJ.
    Christopher A. Kojima

Director

March 28, 2011/s/  A.
    Charles BaillieA.
    Charles Baillie

Director

March 28, 2011  153




---



##### 



INDEX
    OF EXHIBITS
  Exhibit No.

Description3
*

Copy of Amended and Restated Limited Liability Company Agreement
    of Goldman Sachs Hedge Fund Partners, LLC dated January 1, 2006
    (Note: the Companys LLC Agreement also defines the rights
    of the holders of units of the Company) (filed as Exhibit 3 to
    the Form 8-K, filed January 6, 2006, and incorporated herein by
    reference).10.1
*

Copy of Amended and Restated Limited Liability Company Agreement
    of Goldman Sachs Global Tactical Trading, LLC, dated as of
    January 1, 2006 (filed as Exhibit 10.1 to the Form 8-K, filed
    January 6, 2006, and incorporated herein by reference).10.2
*

Copy of Amended and Restated Limited Liability Company Agreement
    of Goldman Sachs Global Equity Long/Short, LLC, dated as of
    January 1, 2008 (filed as Exhibit 10.2 to the Form 10-K filed
    March 31, 2008, and incorporated herein by reference).10.3
*

Copy of Amended and Restated Limited Liability Company Agreement
    of Goldman Sachs Global Relative Value, LLC, dated as of January
    1, 2006 (filed as Exhibit 10.3 to the Form 8-K, filed January 6,
    2006, and incorporated herein by reference).10.4
*

Form of Amended and Restated Limited Liability Company Agreement
    of Goldman Sachs Global Fundamental Strategies, LLC, to be dated
    as of April 1, 2008 (filed as Exhibit 10.5 to the Form 10-K,
    filed March 31, 2008, and incorporated herein by reference).10.5
*

Copy of Limited Liability Company Agreement of Goldman Sachs HFP
    Opportunistic Fund, LLC, dated as of June 25, 2007 (filed as
    Exhibit 10.6 to the Form 10-K, filed March 31, 2008, and
    incorporated herein by reference).10.6
*

Distribution Agreement between Goldman Sachs Hedge Fund
    Partners, LLC and Goldman, Sachs & Co. dated March 1, 2002
    (filed as Exhibit 10.5 to the Form 10, filed April 29, 2004, and
    incorporated herein by reference).10.7
*

Administration Agreement between Goldman Sachs Hedge Fund
    Partners, LLC and Goldman Sachs Hedge Fund Strategies LLC
    (formerly Goldman Sachs Princeton LLC) dated March 1, 2002
    (filed as Exhibit 10.6 to the Form 10, filed April 29, 2004, and
    incorporated herein by reference).10.8
*

Administration Agreement between Goldman Sachs Hedge Fund
    Partners, LLC and SEI Global Services, Inc. dated February 9,
    2007 (filed as Exhibit 10.7 to the Form 10-K, filed April 2,
    2007, and incorporated herein by reference).14.1
*

Code of Ethics for Goldman Sachs Hedge Fund Partners, LLC (filed
    as Exhibit 14.1 to the Form 10-K, filed March 29, 2005, and
    incorporated herein by reference).14.2
*

Amended Code of Ethics for Goldman Sachs Hedge Fund Strategies
    LLC (filed as Exhibit 14.2 to the Form 10-K, filed April 2,
    2007, and incorporated herein by reference).31.1


Certification in the form prescribed by Rule 13a-14(a) or
    15d-14(a) under the Securities Exchange Act of 1934.31.2


Certification in the form prescribed by Rule 13a-14(a) or
    15d-14(a) under the Securities Exchange Act of 1934.32.1


Certification in the form prescribed by 18 U.S.C. Section
    1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley
    Act of 2002.     *
    
    Previously filed E-1




---



##### 



INDEX OF
    FINANCIAL STATEMENTS  PageDescription of Financial
    Statements

NumberGoldman Sachs Hedge Fund Partners, LLC Financial StatementsReport of Independent Registered Public Accounting Firm


F-2Schedule of Investments as of December 31, 2010 and
    December 31, 2009


F-3Balance Sheet as of December 31, 2010 and December 31,
    2009


F-4Statement of Operations for the years ended December 31,
    2010, 2009 and 2008


F-5Statement of Changes in Members Equity for the years ended
    December 31, 2010, 2009 and 2008


F-6Statement of Cash Flows for the years ended December 31,
    2010, 2009 and 2008


F-7Notes to Financial Statements


F-8  F-1




---



##### 



Report of
    Independent Registered Public Accounting Firm  The Board of
    Directors and Members
    Goldman Sachs Hedge Fund Partners, LLC
            F-2




---



##### 



GOLDMAN
    SACHS HEDGE FUND PARTNERS, LLC
  Schedule
    of Investments
  December 31,
    2010 and December 31, 2009
  2010


2009% of





% ofFair


members


Fair


membersAffiliated Investee

value


equity(1)


value


equity(1)Goldman Sachs Global Equity Long/Short, LLC

$
248,593,542



39.98
%

$
235,518,832



39.40
%Goldman Sachs Global Fundamental Strategies, LLC


157,347,212



25.30
%


132,477,127



22.17
%Goldman Sachs Global Fundamental Strategies Asset Trust


23,188,415



3.73
%


37,532,758



6.28
%Goldman Sachs Global Relative Value, LLC


1,649,094



0.27
%


4,887,674



0.82
%Goldman Sachs Global Tactical Trading, LLC


181,173,125



29.14
%


155,217,816



25.97
%Goldman Sachs HFP Opportunistic Fund, LLC


735,686



0.12
%


20,801,289



3.48
%Total investments (cost $529,138,634 and $526,489,487,
    respectively)

$
612,687,074



98.54
%

$
586,435,496



98.12
%     December 31, 2010Proportionate


% ofUnderlying





Share of


MembersAffiliated Investee

Investment


Strategy


Fair Value


Equity(1)Goldman Sachs Tactical Trading, LLC


GS Global Trading Advisors, LLC(2
)


Managed Futures


$
47,508,604



7.64
%   December 31, 2009Proportionate


% ofUnderlying





Share of


MembersAffiliated Investee

Investment


Strategy


Fair Value


Equity(1)Goldman Sachs Tactical Trading, LLC


GS Global Trading Advisors, LLC(2
)


Managed Futures


$
58,480,624



9.78
%     (1)
    
    Members equity, used in the
    calculation of the fair value of each of the investees and the
    underlying investment as a percentage of members equity,
    is reduced for member redemptions that are paid after the
    balance sheet date according to Statement of Financial
    Accounting Standards ASC 480, Distinguishing
    Liabilities from Equity. Member redemptions are included
    in Redemptions payable in the Balance Sheet. Excluding
    Redemptions payable, total investments would represent 95.63%
    and 94.57% of members equity at December 31, 2010 and
    December 31, 2009, respectively.(2)
    
    Affiliated investment fund with a
    monthly liquidity term.   F-3




---



##### 



GOLDMAN
    SACHS HEDGE FUND PARTNERS, LLCBALANCE SHEET
    December 31, 2010 and December 31, 2009
  2010


2009ASSETSAssets:Investments in affiliated Investees, at fair value (cost
    $529,138,634 and $526,489,487, respectively)

$
612,687,074


$
586,435,496Cash and cash equivalents


29,949,410



35,470,838Total assets

$
642,636,484


$
621,906,334LIABILITIES AND MEMBERS EQUITYLiabilities:Redemptions payable

$
18,895,114


$
22,410,715Management fee payable


1,322,217



1,288,968Interest payable






13,556Accrued expenses and other liabilities


625,160



495,060Total liabilities


20,842,491



24,208,299Members equity (units outstanding 4,849,206.06 and
    4,736,483.29, respectively)


621,793,993



597,698,035Total liabilities and members equity

$
642,636,484


$
621,906,334Analysis of members equity:Net capital contributions, accumulated net investment
    gain/(loss) and realized gain/(loss) on investments

$
538,245,553


$
537,752,026Accumulated net unrealized gain/(loss) on investments


83,548,440



59,946,009Total members equity(1)

$
621,793,993


$
597,698,035     (1)
    Refer to Note 8 for units outstanding and NAV per unit
    amounts by series.   F-4




---



##### 



GOLDMAN
    SACHS HEDGE FUND PARTNERS, LLCSTATEMENT OF OPERATIONS
    For the years ended December 31, 2010, 2009 and
    2008
  2010


2009


2008Interest and dividend income

$
21,516


$
159,987


$
401,342Expenses:Management fee


7,787,932



7,578,899



8,638,530Professional fees


665,360



1,049,718



1,059,248Interest expense


183,060



81,111



81,333Other expenses


231,166



161,930



199,397Total expenses


8,867,518



8,871,658



9,978,508Net investment income/(loss)


(8,846,002
)


(8,711,671
)


(9,577,166
)Realized and unrealized gain/(loss) on investments in affiliated
    Investees:Net realized gain/(loss)


14,328,926



38,166,633



43,741,004Net change in unrealized gain/(loss)


23,602,431



22,389,001



(135,388,629
)Net trading gain/(loss)


37,931,357



60,555,634



(91,647,625
)Net income/(loss)

$
29,085,355


$
51,843,963


$
(101,224,791
)    F-5




---



##### 



GOLDMAN
    SACHS HEDGE FUND PARTNERS, LLCSTATEMENT OF CHANGES IN
    MEMBERS EQUITY
    For the years ended December 31, 2010, 2009 and
    2008
  Managing





Totalmembers


Members


membersequity


equity


equityMembers equity at December 31, 2007

$



$
680,784,082


$
680,784,082Subscriptions






124,251,266



124,251,266Redemptions


(14,474
)


(93,860,012
)


(93,874,486
)Allocations of net income/(loss):Pro-rata allocation






(101,224,791
)


(101,224,791
)Incentive allocation


14,474



(14,474
)


Members equity at December 31, 2008






609,936,071



609,936,071Subscriptions






73,875,837



73,875,837Redemptions


(137,681
)


(137,820,155
)


(137,957,836
)Allocations of net income/(loss):Pro-rata allocation






51,843,963



51,843,963Incentive allocation


137,681



(137,681
)


Members equity at December 31, 2009






597,698,035



597,698,035Subscriptions






64,918,041



64,918,041Redemptions


(283,319
)


(69,624,119
)


(69,907,438
)Allocations of net income/(loss):Pro-rata allocation






29,085,355



29,085,355Incentive allocation


283,319



(283,319
)


Members equity at December 31, 2010

$



$
621,793,993


$
621,793,993    F-6




---



##### 



GOLDMAN
    SACHS HEDGE FUND PARTNERS, LLCSTATEMENT OF CASH FLOWS
    For the years ended December 31, 2010, 2009 and
    2008
  2010


2009


2008Cash flows from operating activitiesNet income/(loss)

$
29,085,355


$
51,843,963


$
(101,224,791
)Adjustments to reconcile net income/(loss) to net cash
    provided by (used in) operating activities:Subscription of investments in affiliated Investees


(66,075,305
)


(142,600,000
)


(151,000,000
)Proceeds from redemptions of investments in affiliated Investees


77,755,084



231,508,801



147,000,000Net realized gain/(loss) from investments in affiliated Investees


(14,328,926
)


(38,166,633
)


(43,741,004
)Net change in unrealized gain/(loss) of investments in
    affiliated Investees


(23,602,431
)


(22,389,001
)


135,388,629Increase/(decrease) in operating liabilitiesManagement fee payable


33,249



(728,685
)


(164,006
)Interest payable


(13,556
)


6,667



Accrued expenses and other liabilities


130,100



(293,897
)


607,771Net cash from operating activities


2,983,570



79,181,215



(13,133,401
)Cash flows from financing activitiesSubscriptions


64,918,041



73,875,837



124,251,266Redemptions


(73,423,039
)


(144,530,014
)


(87,599,738
)Net cash from financing activities


(8,504,998
)


(70,654,177
)


36,651,528Net change in cash and cash equivalents


(5,521,428
)


8,527,038



23,518,127Cash and cash equivalents at beginning of year


35,470,838



26,943,800



3,425,673Cash and cash equivalents at end of year

$
29,949,410


$
35,470,838


$
26,943,800Supplemental disclosure of cash flow informationCash paid by the Company during the year for interest

$
196,616


$
74,444


$
81,333In-kind transfer from Goldman Sachs Global Fundamental
    Strategies, LLC to Goldman Sachs Global Fundamental Strategies
    Asset Trust (Refer to Note 3)

$



$
47,730,311


$
    F-7




---



##### 



GOLDMAN
    SACHS HEDGE FUND PARTNERS, LLC



NOTES TO
    FINANCIAL STATEMENTS



December 31,
    2010  Note 1 
    Organization    Note 2 
    Significant
    accounting policies  Basis of
    presentation
    Use of
    estimates
    Fair
    value of investments
       F-8




---



##### 



GOLDMAN
    SACHS HEDGE FUND PARTNERS, LLC
   NOTES TO
    FINANCIAL STATEMENTS (continued)
   December 31,
    2010
   Note 2 
    Significant
    accounting policies (continued)    
    Level 1Unadjusted quoted prices in active markets
    that are accessible at the measurement date for identical,
    unrestricted assets or liabilities;
    Level 2Quoted prices in markets that are not active
    or financial instruments for which significant inputs are
    observable (including investments in Investees that can be
    redeemed at the measurement date or in the near-term at NAV),
    either directly or indirectly; and
    Level 3Prices or valuations that require significant
    unobservable inputs (including investments in Investees that
    will never have the ability to be voluntarily redeemed or are
    restricted from redemption for an uncertain or extended period
    of time from the measurement date).    Realized
    and unrealized gain/(loss) on investments in affiliated
    Investees
    Cash and
    cash equivalents
    Allocation
    of net income/(loss)
    Subscriptions
    and redemptions
   F-9




---



##### 



GOLDMAN
    SACHS HEDGE FUND PARTNERS, LLC
   NOTES TO
    FINANCIAL STATEMENTS (continued)
   December 31,
    2010
   Note 2 
    Significant
    accounting policies (continued)  Income
    taxes
      Recent
    accounting developments
  Improving Disclosures about Fair Value Measurements (ASC
    820). No. 2010-06, No. 2010-06 No. 2010-06
  Note 3 
    Investments
    in affiliated Investees     F-10




---



##### 



GOLDMAN
    SACHS HEDGE FUND PARTNERS, LLC
   NOTES TO
    FINANCIAL STATEMENTS (continued)
   December 31,
    2010
   Note 3 
    Investments
    in affiliated Investees (continued)      December 31, 2010Assets

Level 1


Level 2


Level 3


TotalInvestments by investment strategy:Equity Long/Short

$



$
248,593,542


$



$
248,593,542Event Driven






157,347,212



23,188,415



180,535,627Relative Value










1,649,094



1,649,094Tactical Trading






181,173,125







181,173,125Multi-Strategy










735,686



735,686Total

$



$
587,113,879


$
25,573,195


$
612,687,074   December 31, 2009Assets

Level 1


Level 2


Level 3


TotalInvestments by investment strategy:Equity Long/Short

$



$
235,518,832


$



$
235,518,832Event Driven






132,477,127



37,532,758



170,009,885Relative Value










4,887,674



4,887,674Tactical Trading






155,217,816







155,217,816Multi-Strategy






20,801,289







20,801,289Total

$



$
544,015,064


$
42,420,432


$
586,435,496       Investees by investment strategyEvent Driven


Relative Value


Multi-Strategy


TotalBalance at January 1, 2010

$
37,532,758


$
4,887,674


$



$
42,420,432Net realized gain/(loss) on investments in affiliated investees


(75,398
)


87,499







12,101Net change in unrealized gain/(loss) on investments in
    affiliated investees held at year-end


152,178



39,949



(58,363
)


133,764Net subscriptions/(redemptions)


(14,421,123
)


(3,366,028
)






(17,787,151
)Level 3 transfers in










794,049



794,049Balance at December 31, 2010

$
23,188,415


$
1,649,094


$
735,686


$
25,573,195  F-11




---



##### 



GOLDMAN
    SACHS HEDGE FUND PARTNERS, LLC
   NOTES TO
    FINANCIAL STATEMENTS (continued)
   December 31,
    2010
   Note 3 
    Investments
    in affiliated Investees (continued)      Investees by investment strategyEvent Driven


Relative Value


TotalBalance at January 1, 2009





$



$



$
Net realized gain/(loss) on investments in affiliated investees






380,599



(1,417,919
)


(1,037,320
)Net change in unrealized gain/(loss) on investments in
    affiliated investees held at year-end






1,427,159



386,882



1,814,041Net subscriptions/(redemptions)






35,725,000



(24,193,735
)


11,531,265Net Level 3 transfers in/(out)










30,112,446



30,112,446Balance at December 31, 2009





$
37,532,758


$
4,887,674


$
42,420,432       December 31,Investee

2010


2009GELS

$
218,989,189


$
211,430,047GFS


138,846,103



122,004,423GFS Trust


20,402,700



32,545,763GRV


1,686,248



5,165,590GTT


148,505,266



136,619,878HFPO


709,128



18,723,786$
529,138,634


$
526,489,487     Year Ended December 31,Investee

Liquidity


2010


2009


2008GELS


(1
)

$
9,074,710


$
24,207,212


$
(37,448,188
)GFS


(2
)


12,794,779



22,529,461



(49,405,381
)GFS Trust


(3
)


76,780



2,188,357



GRV


(4
)


127,448



1,439,227



(6,259,065
)GTT


(5
)


15,955,309



8,096,147



3,172,388HFPO


(6
)


(97,669
)


2,095,230



(1,707,379
)Total





$
37,931,357


$
60,555,634


$
(91,647,625
)     (1)
    
    Redemptions can be made quarterly with 61 days
    notice, or at the sole discretion of the Managing Member. F-12




---



##### 



GOLDMAN
    SACHS HEDGE FUND PARTNERS, LLC
   NOTES TO
    FINANCIAL STATEMENTS (continued)
   December 31,
    2010
   Note 3 
    Investments
    in affiliated Investees (continued)   (2)
    
    Redemptions can be made quarterly on or after the first
    anniversary of the initial purchase of the units with at least
    91 days notice, or at the sole discretion of the
    Managing Member.(3)
    
    GFS Trust does not provide investors with a voluntary redemption
    right. Pursuant to the terms of the trust agreement for GFS
    Trust, distributions will be made to holders of interests in GFS
    Trust as GFS Trust receives proceeds in respect of its
    underlying investments. The estimated remaining holding period
    of its remaining underlying investments range from one to six
    years.(4)
    
    GRV ceased its trading activities effective on July 1,
    2009, and will dissolve at the time all assets are liquidated,
    liabilities are satisfied and liquidation proceeds are
    distributed through payment of a liquidating distribution. GRV
    suspended redemptions pending the completion of the liquidation
    proceedings. The estimated remaining holding period of its
    remaining underlying investments range from one to six years.(5)
    
    Redemptions can be made quarterly with 60 days
    notice, or at the sole discretion of the Managing Member.(6)
    
    HFPOs current holdings consist solely of one illiquid
    Advisor Fund, which cannot be redeemed until the relevant
    Advisor liquidates such investment. The estimated remaining
    holding period of the illiquid investment is approximately two
    to five years.    Goldman
    Sachs Global Equity Long/Short, LLC
    Goldman
    Sachs Global Fundamental Strategies, LLC
    Goldman
    Sachs Global Fundamental Strategies Asset Trust
   F-13




---



##### 



GOLDMAN
    SACHS HEDGE FUND PARTNERS, LLC
   NOTES TO
    FINANCIAL STATEMENTS (continued)
   December 31,
    2010
   Note 3 
    Investments
    in affiliated Investees (continued)    Goldman
    Sachs Global Tactical Trading, LLC
    Goldman
    Sachs HFP Opportunistic Fund, LLC
    Goldman
    Sachs Global Relative Value, LLC
      Management
    fees and incentive allocations/fee
   F-14




---



##### 



GOLDMAN
    SACHS HEDGE FUND PARTNERS, LLC
   NOTES TO
    FINANCIAL STATEMENTS (continued)
   December 31,
    2010
   Note 3 
    Investments
    in affiliated Investees (continued)    2010


2009


2008Management


Incentive


Management


Incentive


Management


IncentiveInvestee

fees


fee


fees


fee


fees


feeGELS


1.60
%


19.78
%


1.54
%


18.25
%


1.63
%


19.77
%GFS


1.66
%


18.75
%


1.58
%


18.00
%


1.72
%


17.78
%GFS Trust


1.54
%


17.50
%


1.42
%


16.04
%






GRV


1.11
%


9.60
%


1.27
%


12.22
%


1.64
%


17.83
%GTT


1.90
%


19.06
%


1.85
%


17.81
%


2.26
%


22.28
%HFPO



(1)



(1)


1.99
%


19.86
%


2.35
%


23.49
%     (1)
    
    The sole Advisor Fund within HFPO is illiquid and the Advisor
    has elected to forego the management and incentive fees.  Note 4 
    Fees      Note 5 
    Risk
    Management    Form 10-K
   F-15




---



##### 



GOLDMAN
    SACHS HEDGE FUND PARTNERS, LLC
   NOTES TO
    FINANCIAL STATEMENTS (continued)
   December 31,
    2010
   Note 5 
    Risk
    Management (continued)  Market
    risk
                    Credit
    risk
     F-16




---



##### 



GOLDMAN
    SACHS HEDGE FUND PARTNERS, LLC
   NOTES TO
    FINANCIAL STATEMENTS (continued)
   December 31,
    2010
   Note 5 
    Risk
    Management (continued)    Operational
    risk
    Liquidity
    risk
      and/or
  lock-up lock-ups.
 F-17




---



##### 



GOLDMAN
    SACHS HEDGE FUND PARTNERS, LLC
   NOTES TO
    FINANCIAL STATEMENTS (continued)
   December 31,
    2010
   Note 5 
    Risk
    Management (continued)      Note 6 
    Related
    parties              Note 7 
    Borrowing
    facility    Facility fee/Time periods(1)(2)

Maximum amount(2)

Interest rate(3)

Commitment feeSeptember 1, 2010 through November 1, 2010(4)

Lesser of $33,700,000
    or 14.25% of the Companys NAV

LIBOR plus 5.00%


1.00
%June 1, 2010 through August 31, 2010

Lesser of $33,700,000
    or 14.25% of the Companys NAV

LIBOR plus 1.50%


1.00
%January 28, 2010 through May 31, 2010

Lesser of $33,700,000
    or 14.25% of the Companys NAV

LIBOR plus 1.00%


0.29
%January 1, 2009 through January 27, 2010

Lesser of $32,000,000
    or 14.25% of the Companys NAV

LIBOR plus 1.00%


0.25
%     (1)
    
    The Credit Facility matured on November 1, 2010 and was not
    renewed. F-18




---



##### 



GOLDMAN
    SACHS HEDGE FUND PARTNERS, LLC
   NOTES TO
    FINANCIAL STATEMENTS (continued)
   December 31,
    2010
   Note 7 
    Borrowing
    facility (continued)   (2)
    
    The Company also granted a security interest in the
    Companys cash accounts and any other accounts that contain
    any other investment property of the Company.(3)
    
    London Interbank Offered Rate (LIBOR).(4)
    
    Effective September 1, 2010, the Credit Facility was
    extended to November 1, 2010 and converted to an
    uncommitted facility. Additionally, the commitment fee
    terminated, and the Company commenced paying a monthly facility
    fee to the Facility Counterparty at the rate of 1% per annum of
    the average Credit Facility.    Note 8 
    Members
    equity     Year Ended December 31, 2010


Year Ended December 31, 2009


Year Ended December 31, 2008Units


Amount


Units


Amount


Units


AmountShare Class ConversionClass ASeries 1





$







$




295,317.71


$
45,148,615Series 33


















(10,000.00
)


(1,115,107
)Series 34


















(10,010.00
)


(1,098,794
)Series 35


















(27,595.00
)


(3,005,067
)Series 36


















(37,000.00
)


(3,993,991
)Series 37


















(34,000.00
)


(3,611,289
)Series 38


















(38,700.00
)


(4,022,981
)Series 39


















(31,750.00
)


(3,283,841
)Series 40


















(51,000.00
)


(5,280,566
)Series 41


















(75,000.00
)


(7,918,349
)Series 42


















(54,000.00
)


(5,608,852
)Series 43


















(27,750.00
)


(2,785,064
)Series 44


















(34,000.00
)


(3,424,714
)Series 54


592,596.98



60,385,988















Series 55


(22,500.00
)


(2,379,248
)














 F-19




---



##### 



GOLDMAN
    SACHS HEDGE FUND PARTNERS, LLC
   NOTES TO
    FINANCIAL STATEMENTS (continued)
   December 31,
    2010
   Note 8 
    Members
    equity (continued)  Year Ended December 31, 2010


Year Ended December 31, 2009


Year Ended December 31, 2008Units


Amount


Units


Amount


Units


AmountSeries 56


(10,000.00
)

$
(1,076,095
)





$







$
Series 57


(25,000.00
)


(2,715,361
)














Series 58


(50,000.00
)


(5,386,946
)














Series 59


(15,000.00
)


(1,618,719
)














Series 60


(27,600.00
)


(2,979,262
)














Series 61


(11,312.98
)


(1,212,471
)














Series 62


(62,000.00
)


(6,519,496
)














Series 63


(66,712.98
)


(7,009,995
)














Series 64


(36,650.00
)


(3,809,919
)














Series 65


(54,137.27
)


(5,558,740
)














Series 74


(83,000.00
)


(8,401,415
)














Series 75


(85,100.00
)


(8,628,531
)














Series 76


(30,850.00
)


(3,089,790
)














12,733.75


$







$




(135,487.29
)

$
Subscriptions Class ASeries 45





$







$




77,622.13


$
7,762,213Series 46


















149,310.53



14,931,053Series 47


















72,250.00



7,225,000Series 48


















126,500.00



12,650,000Series 49


















145,800.00



14,580,000Series 50


















222,080.00



22,208,000Series 51


















126,300.00



12,630,000Series 52


















108,750.00



10,875,000Series 53


















89,550.00



8,955,000Series 54


















81,850.00



8,185,000Series 55


















22,500.00



2,250,000Series 56


















20,000.00



2,000,000Series 57










25,000.00



2,500,000







Series 58










50,000.00



5,000,000







Series 59










15,000.00



1,500,000







Series 60










27,600.00



2,760,000







Series 61










11,312.98



1,131,298







Series 62










62,000.00



6,200,000







Series 63










66,712.98



6,671,298







Series 64










36,650.00



3,665,000







Series 65










54,137.27



5,413,727







Series 66










95,580.88



9,558,088







 F-20




---



##### 



GOLDMAN
    SACHS HEDGE FUND PARTNERS, LLC
   NOTES TO
    FINANCIAL STATEMENTS (continued)
   December 31,
    2010
   Note 8 
    Members
    equity (continued)  Year Ended December 31, 2010


Year Ended December 31, 2009


Year Ended December 31, 2008Units


Amount


Units


Amount


Units


AmountSeries 67





$




1,367.32


$
136,732






$
Series 68










57,080.94



5,708,094







Series 69










20,861.87



2,086,187







Series 70










6,848.67



684,867







Series 71










1,403.93



140,393







Series 72










6,915.70



691,570







Series 73










1,335.83



133,583







Series 74










83,000.00



8,300,000







Series 75










85,100.00



8,510,000







Series 76










30,850.00



3,085,000







Series 77


76,950.00



7,695,000















Series 78


62,345.96



6,234,596















Series 79


71,456.60



7,145,660















Series 80


56,950.00



5,695,000















Series 81


201,150.00



20,115,000















Series 82


12,294.48



1,229,448















Series 83


5,460.80



546,080















Series 84


34,000.00



3,400,000















Series 85


16,500.00



1,650,000















Series 86


21,942.57



2,194,257















Series 87


33,930.00



3,393,000















Series 88


1,000.00



100,000















Series 89


43,250.00



4,325,000















Series 90


11,950.00



1,195,000















Total


649,180.41


$
64,918,041



738,758.37


$
73,875,837



1,242,512.66


$
124,251,266Redemptions Class ASeries 1


324,595.15


$
47,275,206



918,434.94


$
126,197,094



649,166.41


$
93,316,375Series 45


7,500.00



716,408



18,500.00



1,619,229



6,300.00



543,637Series 46


31,541.67



3,068,917



28,057.64



2,537,895







Series 47


17,250.00



1,680,917















Series 48


20,154.12



1,950,610



5,000.00



453,200







Series 49










5,000.00



472,959







Series 50


14,036.18



1,321,802



13,613.61



1,240,823







Series 51


21,768.00



2,033,895



3,232.00



300,000







Series 52


10,000.00



969,605



12,000.00



1,138,619







Series 53


18,098.83



1,805,063



16,000.00



1,525,865







Series 54


72,910.97



7,592,307



12,500.00



1,258,376







 F-21




---



##### 



GOLDMAN
    SACHS HEDGE FUND PARTNERS, LLC
   NOTES TO
    FINANCIAL STATEMENTS (continued)
   December 31,
    2010
   Note 8 
    Members
    equity (continued)  Year Ended December 31, 2010


Year Ended December 31, 2009


Year Ended December 31, 2008Units


Amount


Units


Amount


Units


AmountSeries 56





$




10,000.00


$
1,076,095






$
Series 66


11,336.47



1,209,389















549,191.39


$
69,624,119



1,042,338.19


$
137,820,155



655,466.41


$
93,860,012     December 31, 2010


December 31, 2009


December 31, 2008Outstanding Units


Net Asset Value


Outstanding Units


Net Asset Value


Outstanding Units


Net Asset ValueNon-managing membersClass ASeries 1


2,560,820.36


$
386,220,632



2,885,415.51


$
415,172,330



3,803,850.45


$
501,818,748Series 45


45,322.13



4,471,072



52,822.13



4,971,425



71,322.13



6,154,499Series 46


89,711.22



9,003,589



121,252.89



11,612,001



149,310.53



13,110,185Series 47


55,000.00



5,407,597



72,250.00



6,777,089



72,250.00



6,213,647Series 48


101,345.88



10,142,713



121,500.00



11,601,290



126,500.00



11,074,495Series 49


140,800.00



13,960,216



140,800.00



13,318,515



145,800.00



12,644,862Series 50


194,430.21



18,928,004



208,466.39



19,361,580



222,080.00



18,911,135Series 51


101,300.00



9,855,874



123,068.00



11,423,377



126,300.00



10,748,705Series 52


86,750.00



8,669,138



96,750.00



9,224,038



108,750.00



9,506,109Series 53


55,451.17



5,610,812



73,550.00



7,104,425



89,550.00



7,930,768Series 54


589,036.01



62,770,502



69,350.00



7,066,804



81,850.00



7,654,640Series 55










22,500.00



2,379,248



22,500.00



2,187,676Series 56










10,000.00



1,076,095



20,000.00



1,980,602Series 57










25,000.00



2,715,361







Series 58










50,000.00



5,386,946







Series 59










15,000.00



1,618,719







Series 60










27,600.00



2,979,262







Series 61










11,312.98



1,212,471







Series 62










62,000.00



6,519,496







Series 63










66,712.98



7,009,995







Series 64










36,650.00



3,809,919







Series 65










54,137.27



5,558,740







Series 66


84,244.41



9,079,321



95,580.88



9,827,589







Series 67


1,367.32



147,361



1,367.32



140,588







Series 68


57,080.94



6,151,816



57,080.94



5,869,039







Series 69


20,861.87



2,248,358



20,861.87



2,145,009







Series 70


6,848.67



738,106



6,848.67



704,178







Series 71


1,403.93



151,306



1,403.93



144,351







 F-22




---



##### 



GOLDMAN
    SACHS HEDGE FUND PARTNERS, LLC
   NOTES TO
    FINANCIAL STATEMENTS (continued)
   December 31,
    2010
   Note 8 
    Members
    equity (continued)  December 31, 2010


December 31, 2009


December 31, 2008Outstanding Units


Net Asset Value


Outstanding Units


Net Asset Value


Outstanding Units


Net Asset ValueSeries 72


6,915.70


$
745,329



6,915.70


$
711,069






$
Series 73


1,335.83



143,967



1,335.83



137,350







Series 74










83,000.00



8,401,415







Series 75










85,100.00



8,628,531







Series 76










30,850.00



3,089,790







Series 77


76,950.00



8,047,216















Series 78


62,345.96



6,529,247















Series 79


71,456.60



7,466,991















Series 80


56,950.00



5,883,928















Series 81


201,150.00



20,682,620















Series 82


12,294.48



1,273,182















Series 83


5,460.80



565,505















Series 84


34,000.00



3,566,739















Series 85


16,500.00



1,749,127















Series 86


21,942.57



2,311,363















Series 87


33,930.00



3,557,487















Series 88


1,000.00



103,011















Series 89


43,250.00



4,394,876















Series 90


11,950.00



1,216,988















Subtotal


4,849,206.06


$
621,793,993



4,736,483.29


$
597,698,035



5,040,063.11


$
609,936,071Managing member






















Total members equity





$
621,793,993






$
597,698,035






$
609,936,071   December 31, 2010


December 31, 2009


December 31, 2008NAV per unit


NAV per unit


NAV per unitNon-managing membersClass ASeries 1

$
150.82


$
143.89


$
131.92Series 45


98.65



94.12



86.29Series 46


100.36



95.77



87.80Series 47


98.32



93.80



86.00Series 48


100.08



95.48



87.55Series 49


99.15



94.59



86.73Series 50


97.35



92.88



85.15Series 51


97.29



92.82



85.10Series 52


99.93



95.34



87.41Series 53


101.18



96.59



88.56 F-23




---



##### 



GOLDMAN
    SACHS HEDGE FUND PARTNERS, LLC
   NOTES TO
    FINANCIAL STATEMENTS (continued)
   December 31,
    2010
   Note 8 
    Members
    equity (continued)  December 31, 2010


December 31, 2009


December 31, 2008NAV per unit


NAV per unit


NAV per unitSeries 54

$
106.56


$
101.90


$
93.52Series 55






105.74



97.23Series 56






107.61



99.03Series 57






108.61



Series 58






107.74



Series 59






107.91



Series 60






107.94



Series 61






107.18



Series 62






105.15



Series 63






105.08



Series 64






103.95



Series 65






102.68



Series 66


107.77



102.82



Series 67


107.77



102.82



Series 68


107.77



102.82



Series 69


107.77



102.82



Series 70


107.77



102.82



Series 71


107.77



102.82



Series 72


107.77



102.82



Series 73


107.77



102.82



Series 74






101.22



Series 75






101.39



Series 76






100.16



Series 77


104.58







Series 78


104.73







Series 79


104.50







Series 80


103.32







Series 81


102.82







Series 82


103.56







Series 83


103.56







Series 84


104.90







Series 85


106.01







Series 86


105.34







Series 87


104.85







Series 88


103.01







Series 89


101.62







Series 90


101.84







   F-24




---



##### 



GOLDMAN
    SACHS HEDGE FUND PARTNERS, LLC
   NOTES TO
    FINANCIAL STATEMENTS (continued)
   December 31,
    2010
  Note 9 
    Ownership
    in Investees    December 31, 2010% ownedInvestee


by theCompany investment


equity(1)


Company(1)GELS

$
248,593,542


$
511,245,480



48.63
%GFS


157,347,212



381,734,121



41.22
%GFS Trust


23,188,415



82,519,893



28.10
%GRV


1,649,094



6,277,870



26.27
%GTT


181,173,125



397,291,003



45.60
%HFPO


735,686



1,239,043



59.38
%Total

$
612,687,074   December 31, 2009% ownedInvestee


by theCompany investment


equity(1)


Company(1)GELS

$
235,518,832


$
406,728,241



57.91
%GFS


132,477,127



275,465,080



48.09
%GFS Trust


37,532,758



133,566,660



28.10
%GRV


4,887,674



18,606,692



26.27
%GTT


155,217,816



296,045,714



52.43
%HFPO


20,801,289



35,033,537



59.38
%Total

$
586,435,496     (1)
    
    The Investees equity used in the calculation of the
    percentage owned by the Company is reduced for member
    redemptions from the Investees that are paid after the balance
    sheet date according to ASC 480, Distinguishing
    Liabilities from Equity.  Note 10 
    Indemnifications   F-25




---



##### 



GOLDMAN
    SACHS HEDGE FUND PARTNERS, LLC
   NOTES TO
    FINANCIAL STATEMENTS (continued)
   December 31,
    2010
   Note 10 
    Indemnifications
    (continued)    Note 11 
    Financial
    Highlights    2010


2009


2008Class A


Class A


Class ASeries 1


Series 1


Series 1Per unit operating performance:Net asset value, beginning of year

$
143.89


$
131.92


$
152.88Income from operations:Net trading profit/(loss)


9.00



13.95



(18.92
)Net investment income/(loss)(1)(2)


(2.07
)


(1.98
)


(2.04
)Total income/(loss) from operations


6.93



11.97



(20.96
)Net asset value, end of year

$
150.82


$
143.89


$
131.92Ratios to average members equity(3)Expenses


1.43
%


1.46
%


1.44
%Incentive allocation


0.00
%


0.00
%


0.00
%Total expenses and incentive allocation


1.43
%


1.46
%


1.44
%Net investment income/(loss)(2)


(1.42
)%


(1.44
)%


(1.39
)%Total return (prior to incentive allocation)(4)


4.82
%


9.07
%


(13.71
)%Incentive allocation


0.00
%


0.00
%


0.00
%Total return


4.82
%


9.07
%


(13.71
)%     (1)
    
    Net investment income/(loss) is calculated based on average
    units outstanding during the period.(2)
    
    Includes incentive allocation, if applicable.(3)
    
    The ratios of expenses and net investment income/(loss) to
    average members equity are calculated by dividing total
    expenses and net investment income/(loss), respectively, by the
    month end average members equity for the period. The
    ratios to average members equity calculated above do not
    include the Companys proportionate share of the net
    investment income and expenses of the Investees. The ratios to
    average members equity for each member may vary based on
    individualized incentive allocation bases and the timing of
    capital transactions.(4)
    
    The components of total return are calculated by dividing the
    change in the per unit value of each component for the period by
    the NAV per unit at the beginning of the period. The total
    return for Class A Series 1 units is calculated
    taken as a whole. The total return for each member may vary
    based on individualized incentive allocation bases and the
    timing of capital transactions. F-26




---



##### 



GOLDMAN
    SACHS HEDGE FUND PARTNERS, LLC
   NOTES TO
    FINANCIAL STATEMENTS (continued)
   December 31,
    2010
   Note 11 
    Financial
    Highlights (continued)     Note 12 
    Significant
    Investees  and/or and/or
  Balance
    Sheet
    December 31, 2010GELS


GFS


GTTAssetsInvestments in Investees, at fair value

$
502,195,620


$
351,240,904


$
195,143,057Investments in affiliated Investees, at fair value






27,393,668



195,355,421Cash and cash equivalents


36,020,084



8,819,210



13,003,556Other assets


3,495,222



6,067,742



8,500,000Total assets

$
541,710,926


$
393,521,524


$
412,002,034Liabilities and Net AssetsLiabilitiesRedemptions payable

$
6,558,606


$
11,292,278


$
11,183,178Subscriptions received in advance


20,000,000







2,990,000Loan Payable


3,100,000







Accrued expenses and other liabilities


806,840



495,125



537,853Total liabilities


30,465,446



11,787,403



14,711,031Net assets


511,245,480



381,734,121



397,291,003Total liabilities and net assets

$
541,710,926


$
393,521,524


$
412,002,034   F-27




---



##### 



GOLDMAN
    SACHS HEDGE FUND PARTNERS, LLC
   NOTES TO
    FINANCIAL STATEMENTS (continued)
   December 31,
    2010
   Note 12 
    Significant
    Investees (continued)  December 31, 2009GELS


GFS


GTTAssetsInvestments in Investees, at fair value

$
422,198,049


$
303,788,708


$
106,086,018Investments in affiliated Investees, at fair value


720,104



23,626,633



185,915,266Cash and cash equivalents


18,030,775



25,410,020



8,723,057Other assets


24,466,148



6,509,847



12,457,432Total assets

$
465,415,076


$
359,335,208


$
313,181,773Liabilities and Net AssetsLiabilitiesRedemptions payable

$
57,864,926


$
81,871,036


$
16,609,782Accrued expenses and other liabilities


821,909



1,999,092



526,277Total liabilities


58,686,835



83,870,128



17,136,059Net assets


406,728,241



275,465,080



296,045,714Total liabilities and net assets

$
465,415,076


$
359,335,208


$
313,181,773   Statement
    of Operations
    December 31, 2010Income/(Loss)

GELS


GFS


GTTNet realized gain/(loss) on Investees

$
7,251,018


$
21,515,494


$
6,474,019Net change in unrealized gain/(loss) on Investees


13,091,149



12,643,241



28,423,000Investment income


7,546



7,800



4,773Expenses


(1,562,966
)


(1,866,840
)


(1,920,932
)Net income/(loss) from operations

$
18,786,747


$
32,299,695


$
32,980,860   December 31, 2009Income/(Loss)

GELS


GFS


GTTNet realized gain/(loss) on Investees

$
(12,369,124
)

$
61,818,045


$
30,113,212Net change in unrealized gain/(loss) on Investees


71,714,411



8,234,277



(13,300,462
)Investment income


311,429



454,261



172,459Expenses


(1,266,799
)


(2,128,662
)


(1,334,934
)Net income/(loss) from operations

$
58,389,917


$
68,377,921


$
15,650,275   F-28




---



##### 



GOLDMAN
    SACHS HEDGE FUND PARTNERS, LLC
   NOTES TO
    FINANCIAL STATEMENTS (continued)
   December 31,
    2010
   Note 12 
    Significant
    Investees (continued)  December 31, 2008Income/(Loss)

GELS


GFS


GTTNet realized gain/(loss) on Investees

$
59,529,257


$
147,794,327


$
11,377,950Net change in unrealized gain/(loss) on Investees


(184,985,135
)


(332,763,998
)


(4,153,934
)Investment income


753,825



709,613



692,883Expenses


(1,552,959
)


(3,043,920
)


(962,708
)Net income/(loss) from operations

$
(126,255,012
)

$
(187,303,978
)

$
6,954,191   Statement
    of Cash Flows
    December 31, 2010GELS


GFS


GTTCash flows from operating activitiesNet income/(loss) from operations

$
18,786,747


$
32,299,695


$
32,980,860Net increase/(decrease) in investments in investees


(79,277,467
)


(51,219,231
)


(98,497,194
)Net increase/(decrease) in operating assets and liabilities


20,955,857



(1,061,862
)


3,969,008Net cash provided by/(used in) operating activities


(39,534,863
)


(19,981,398
)


(61,547,326
)Cash flows from financing activitiesNet subscriptions/(redemptions)


54,424,172



3,390,588



65,827,825Proceeds/(repayments) of loan


3,100,000







Net cash provided by/(used in) financing activities


57,524,172



3,390,588



65,827,825Net change in cash and cash equivalents


17,989,309



(16,590,810
)


4,280,499Cash and cash equivalents at beginning of year


18,030,775



25,410,020



8,723,057Cash and cash equivalents at end of year

$
36,020,084


$
8,819,210


$
13,003,556   F-29




---



##### 



GOLDMAN
    SACHS HEDGE FUND PARTNERS, LLC
   NOTES TO
    FINANCIAL STATEMENTS (continued)
   December 31,
    2010
   Note 12 
    Significant
    Investees (continued)  December 31, 2009GELS


GFS


GTTCash flows from operating activitiesNet income/(loss) from operations

$
58,389,917


$
68,377,921


$
15,650,275Net increase/(decrease) in investments in investees(1)


86,215,577



208,956,990



(8,538,000
)Net increase/(decrease) in operating assets and liabilities


(22,190,524
)


20,241,596



(11,986,473
)Net cash provided by/(used in) operating activities


122,414,970



297,576,507



(4,874,198
)Cash flows from financing activitiesNet subscriptions/(redemptions)(1)


(191,182,453
)


(321,161,787
)


(31,531,775
)Net cash provided by/(used in) financing activities


(191,182,453
)


(321,161,787
)


(31,531,775
)Net change in cash and cash equivalents


(68,767,483
)


(23,585,280
)


(36,405,973
)Cash and cash equivalents at beginning of year


86,798,258



48,995,300



45,129,030Cash and cash equivalents at end of year

$
18,030,775


$
25,410,020


$
8,723,057     (1)
    
    During the year ended December 31, 2009, GTT had an in-kind
    subscription of $71,930,617 and GFS had an in-kind redemption of
    $157,265,966.  December 31, 2008GELS


GFS


GTTCash flows from operating activitiesNet income/(loss) from operations

$
(126,255,012
)

$
(187,303,978
)

$
6,954,191Net increase/(decrease) in investments in investees


330,388,001



393,838,578



18,142,713Net increase/(decrease) in operating assets and liabilities


23,085,420



(25,653,047
)


(280,519
)Net cash provided by/(used in) operating activities


227,218,409



180,881,553



24,816,385Cash flows from financing activitiesNet subscriptions/(redemptions)


(119,744,804
)


(105,594,645
)


9,959,197Net proceeds/(repayments) from loan


(23,896,658
)


(26,485,771
)


Net cash provided by/(used in) financing activities


(143,641,462
)


(132,080,416
)


9,959,197Net change in cash and cash equivalents


83,576,947



48,801,137



34,775,582Cash and cash equivalents at beginning of year


3,221,311



194,163



10,353,448Cash and cash equivalents at end of year

$
86,798,258


$
48,995,300


$
45,129,030  F-30




---



##### 



GOLDMAN
    SACHS HEDGE FUND PARTNERS, LLC
   NOTES TO
    FINANCIAL STATEMENTS (continued)
   December 31,
    2010
   Note 12 
    Significant
    Investees (continued)  Condensed
    Schedule of Investments
    GELS 
    December 31, 2010
  % ofAdvisor Funds by Investment Strategy

Fair Value


Net AssetsDiversifiedHighbridge Long/Short Equity Fund, L.P.

$
28,680,924



5.61
%Karsch Capital II, L.P.


29,167,542



5.71Viking Global Equities, L.P.


32,862,898



6.43Other


238,017,496



46.55Total Diversified (cost $287,579,786)


328,728,860



64.30Energy (cost $18,491,331)


18,376,083



3.59GrowthConatus Capital Partners, L.P.


27,242,686



5.33Other


19,536,823



3.82Total Growth (cost $42,910,770)


46,779,509



9.15Multi-Strategy (cost $1,047,312)


1,165,731



0.23Short-Term Trading (cost $37,000,000)


39,921,610



7.81Value (cost $56,913,292)


66,373,774



12.98Value with a Catalyst (cost $498,249)


850,053



0.17Total Investments in Advisor Funds (cost $444,440,740)

$
502,195,620



98.23
%  F-31




---



##### 



GOLDMAN
    SACHS HEDGE FUND PARTNERS, LLC
   NOTES TO
    FINANCIAL STATEMENTS (continued)
   December 31,
    2010
   Note 12 
    Significant
    Investees (continued)   GFS 
    December 31, 2010
  % ofAdvisor Funds by Investment Strategy

Fair Value


Net AssetsCredit Opportunities  Distressed SecuritiesAnchorage Capital Partners L.P.

$
23,904,279



6.26
%Brigade Leveraged Capital Structures Fund, L.P.


25,917,674



6.79Greywolf Capital Partners II, L.P.


28,335,518



7.42Other


37,115,730



9.73Total Credit Opportunities  Distressed Securities
    (cost $87,691,846)


115,273,201



30.20Multi-StrategyEmpyrean Capital Fund L.P.


29,798,711



7.81Eton Park Fund, L.P.


20,946,899



5.49Goldman Sachs RP Partners, LLC (invested in Perry Partners,
    L.P.)(1)


27,393,668



7.18Halcyon Partners, L.P.


29,546,889



7.74Manikay Master Fund, L.P.


12,988,887



3.40Manikay Onshore Fund, L.P.


8,047,526



2.11Orange Capital Domestic I, L.P.


29,433,638



7.71OZ Domestic Partners II, L.P.


27,043,911



7.08Taconic Capital Partners 1.5, L.P.


32,519,183



8.51Other


18,154,469



4.76Total Multi-Strategy (cost $180,937,269)


235,873,781



61.79Value with a CatalystJana Partners Qualified, L.P. ($26,556,827)


27,487,590



7.20Total Investments in Advisor Funds (cost $295,185,942)

$
378,634,572



99.19
%  F-32




---



##### 



GOLDMAN
    SACHS HEDGE FUND PARTNERS, LLC
   NOTES TO
    FINANCIAL STATEMENTS (continued)
   December 31,
    2010
   Note 12 
    Significant
    Investees (continued)  GTT 
    December 31, 2010
  % ofAdvisor Funds by Investment Strategy

Fair Value


Net AssetsFixed Income Relative Value (cost $12,500,000)

$
12,670,494



3.19
%Global MacroD. E. Shaw Helient Fund LLC


9,023,040



2.27D. E. Shaw Oculus Fund, LLC


19,352,114



4.88GAM Global Rates Hedge Fund


20,144,725



5.07Goldman Sachs BH Fund Onshore, LLC (invested in Brevon
    Howard, L.P.)(1)


30,777,139



7.75Goldman Sachs DeWorde Onshore, LLC (invested in Caxton Global
    Investments (USA) LLC)(1)


33,130,838



8.34Goldman Sachs Sherwood Fund, LLC (invested in Tudor BVI Global
    Fund, L.P.)(1)


11,102,654



2.79Remington Investment Strategies, L.P.


27,414,537



6.90Other


75,066,812



18.89Total Global Macro (cost $189,963,278)


226,011,859



56.89Managed FuturesGoldman Sachs Global Trading Advisors, LLC(1)


107,112,043



26.96TE Jenkins Portfolio, Ltd.(1)


13,232,747



3.33Other


31,471,335



7.92Total Managed Futures (cost $134,189,527)


151,816,125



38.21Total Investments in Advisor Funds (cost $336,652,805)

$
390,498,478



98.29
%       (1)
    
    Advisor Fund is affiliated with the Significant Investee and the
    Company.        lock-ups lock-up.
   F-33




---



##### 



GOLDMAN
    SACHS HEDGE FUND PARTNERS, LLC
   NOTES TO
    FINANCIAL STATEMENTS (continued)
   December 31,
    2010
   Note 12 
    Significant
    Investees (continued)  GELS 
    December 31, 2009
  % ofAdvisor Funds by Investment Strategy

Fair Value


Net AssetsCatalyst  Activist (cost $15,808,963)

$
20,220,428



4.97
%ConsumerTE Hayground Cove Portfolio, Ltd. (cost $3,126,742)(1)


720,104



0.18DiversifiedGlenview Institutional Partners, L.P.


21,023,811



5.17Karsch Capital II, L.P.


26,228,977



6.45PFM Diversified Fund, L.P.


20,966,390



5.16SCP Ocean Fund, L.P.


21,809,122



5.36Viking Global Equities, L.P.


25,612,676



6.30Other


187,274,286



46.04Total Diversified (cost $265,634,005)


302,915,262



74.48Energy (cost $11,500,000)


11,350,421



2.79GrowthConatus Capital Partners, L.P. (cost $19,910,770)


20,997,168



5.16Multi-Strategy (cost $12,165,969)


8,787,164



2.16Short-Term Trading (cost $16,500,000)


16,184,835



3.98ValueSkellig Partners, L.P.


26,492,494



6.51Other


15,250,277



3.75Total Value (cost $33,607,973)


41,742,771



10.26Total Investments in Advisor Funds (cost $378,254,422)

$
422,918,153



103.98
%  F-34




---



##### 



GOLDMAN
    SACHS HEDGE FUND PARTNERS, LLC
   NOTES TO
    FINANCIAL STATEMENTS (continued)
   December 31,
    2010
   Note 12 
    Significant
    Investees (continued)  GFS 
    December 31, 2009
  % ofAdvisor Funds by Investment Strategy

Fair Value


Net AssetsCredit Opportunities  Distressed SecuritiesAnchorage Capital Partners L.P.

$
30,096,559



10.93
%Brigade Leveraged Capital Structures Fund, L.P.


21,107,054



7.66Greywolf Capital Partners II, L.P.


43,058,240



15.63Other


17,808,045



6.46Total Credit Opportunities  Distressed Securities
    (cost $84,442,652)


112,069,898



40.68Multi-StrategyEmpyrean Capital Fund L.P.


26,286,209



9.54Eton Park Fund, L.P.


32,833,855



11.92Goldman Sachs RP Partners, LLC (invested in Perry Partners,
    L.P.)(1)


23,626,633



8.58Halcyon Partners, L.P.


29,989,388



10.89Manikay Master Fund, L.P.


12,557,334



4.56Manikay Onshore Fund, L.P.


5,237,957



1.90Orange Capital Domestic I, L.P.


26,201,521



9.51OZ Domestic Partners II, L.P.


25,706,638



9.33Taconic Capital Partners 1.5, L.P.


32,905,908



11.95Total Multi-Strategy (cost $172,167,300)


215,345,443



78.18Total Investments in Advisor Funds (cost $256,609,952)

$
327,415,341



118.86
%  F-35




---



##### 



GOLDMAN
    SACHS HEDGE FUND PARTNERS, LLC
   NOTES TO
    FINANCIAL STATEMENTS (continued)
   December 31,
    2010
   Note 12 
    Significant
    Investees (continued)  GTT 
    December 31, 2009
  % ofAdvisor Funds by Investment Strategy

Fair Value


Net AssetsEmerging Markets Relative Value (cost $1,748,911)

$
573,112



0.19
%Global MacroBridgewater Pure Alpha II, LLC


17,600,097



5.95D. E. Shaw Oculus Fund, LLC


18,099,787



6.11Goldman Sachs BH Fund Onshore, LLC (invested in Brevon
    Howard, L.P.)(1)


30,495,770



10.30Goldman Sachs DeWorde Onshore, LLC (invested in Caxton Global
    Investments (USA) LLC)(1)


26,294,707



8.88Goldman Sachs Sherwood Fund, LLC (invested in Tudor BVI Global
    Fund, L.P.)(1)


11,244,080



3.80Remington Investment Strategies, L.P.


21,226,289



7.17Other


30,757,618



10.39Total Global Macro (cost $134,540,323)


155,718,348



52.60Managed FuturesGoldman Sachs Global Trading Advisors, LLC(1)


111,539,633



37.67TE Jenkins Portfolio, Ltd.(1)


6,341,076



2.14Other


17,829,115



6.03Total Managed Futures (cost $130,289,377)


135,709,824



45.84Total Investments in Advisor Funds (cost $266,578,611)

$
292,001,284



98.63
%     (1)
    
    Advisor Fund is affiliated with the Significant Investee and the
    Company.        lock-ups lock-up.
   F-36




---



##### 



GOLDMAN
    SACHS HEDGE FUND PARTNERS, LLC
   NOTES TO
    FINANCIAL STATEMENTS (continued)
   December 31,
    2010
   Note 12 
    Significant
    Investees (continued)  Fair
    Value Hierarchy
    December 31, 2010Assets

Level 1


Level 2


Level 3


TotalGELS

$



$
493,371,547


$
8,824,073


$
502,195,620GFS






363,446,039



15,188,533



378,634,572GTT






387,963,608



2,534,870



390,498,478   December 31, 2009Assets

Level 1


Level 2


Level 3


TotalGELS

$



$
413,334,824


$
9,583,329


$
422,918,153GFS






308,047,463



19,367,878



327,415,341GTT






285,886,771



6,114,513



292,001,284     Liquidity
    2010


2009GELS


2
%


2
%GFS


4
%


5
%GTT


1
%


2
%       Risk
    Management
    Advisor
    Funds Management Fees and Incentive
    Allocations/Fees
   F-37




---



##### 



GOLDMAN
    SACHS HEDGE FUND PARTNERS, LLC
   NOTES TO
    FINANCIAL STATEMENTS (continued)
   December 31,
    2010
   Note 12 
    Significant
    Investees (continued)  Financial
    Highlights
    December 31, 2010GELS


GFS


GTTRatios to average net assets(1)Expenses


0.19
%


0.19
%


0.17
%Net investment income/(loss)


(0.19
)%


(0.19
)%


(0.17
)%Total return(2)


3.90
%


9.60
%


9.65
%   December 31, 2009GELS


GFS


GTTRatios to average net assets(1)Expenses


0.19
%


0.21
%


0.23
%Net investment income/(loss)


(0.12
)%


(0.11
)%


(0.16
)%Total return(2)


13.37
%


19.10
%


6.35
%   December 31, 2008GELS


GFS


GTTRatios to average net assets(1)Expenses


0.15
%


0.12
%


0.14
%Net investment income/(loss)


(0.04
)%


(0.05
)%


0.12
%Total return(2)


(16.75
)%


(19.18
)%


3.27
%     (1)
    
    The ratios to average net assets are based on expenses and net
    investment income/(loss) of Class C
    Series 1 units for GELS, GFS and GTT. The ratios to
    average net assets calculated above do not include each
    Significant Investees proportionate share of the net
    investment income/(loss) and expenses of their investments.(2)
    
    The total returns are based on the performance of Class C
    Series 1 units for GELS, GFS, and GTT. The returns
    include administration fees. No management fee or incentive
    allocation was charged by the managing member of the Significant
    Investees with respect to the Companys investment in any
    of the Significant Investees.   Note 13 
    Subsequent
    Events   F-38