p15-0080_sctoi.htm

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

SCHEDULE TO

(Rule 14d-100)

Tender Offer Statement Under Section 14(d)(1) or 13(e)(1)

of the Securities Exchange Act of 1934

A&Q Alternative Fixed-Income Strategies Fund LLC

(Name of Issuer)

A&Q Alternative Fixed-Income Strategies Fund LLC

(Name of Person(s) Filing Statement)

Units of Limited Liability Company Interest

(Title of Class of Securities)

N/A

(CUSIP Number of Class of Securities)

Michael Kim, Esq.

UBS Alternative and Quantitative Investments LLC

677 Washington Boulevard

Stamford, Connecticut 06901

(888) 793-8637

(Name, Address and Telephone Number of Person Authorized to Receive

Notices and Communications on Behalf of the Person(s) Filing Statement)

With a copy to:

Gary L. Granik, Esq.

Stroock & Stroock & Lavan LLP

180 Maiden Lane

New York, New York 10038

(212) 806-5400

March 20, 2015

(Date Tender Offer First Published,

Sent or Given to Security Holders)

CALCULATION OF FILING FEE

Transaction Valuation: $23,000,000 (a)		Amount of Filing Fee: $2,672.60 (b)
(a)	Calculated as the aggregate maximum purchase price for units of limited liability company interest.
(b)	Calculated at 0.01162% of the Transaction Valuation.
o	Check the box if any part of the fee is offset as provided by Rule 0-11(a)(2) and identify the filing with which the offsetting fee was previously paid. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

Amount Previously Paid:	___________________________________
Form or Registration No.:	___________________________________
Filing Party:	___________________________________
Date Filed:	___________________________________

o		Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer.
Check the appropriate boxes below to designate any transactions to which the statement relates:
o	third-party tender offer subject to Rule 14d-1.
x	issuer tender offer subject to Rule 13e-4.
o	going-private transaction subject to Rule 13e-3.
o	amendment to Schedule 13D under Rule 13d-2.

Check the following box if the filing is a final amendment reporting the results of the tender offer: o

INTRODUCTORY STATEMENT

This Tender Offer Statement on Schedule TO relates to a tender offer by A&Q Alternative Fixed-Income Strategies Fund LLC, a closed-end, non-diversified, management investment company organized as a Delaware limited liability company (the "Fund"), to purchase units of limited liability company interest of the Fund (the "Units"). Subject to the conditions set forth in the Offer to Purchase and related Letter of Transmittal (attached as Exhibit (a)(1)(ii) and Exhibit (a)(1)(iii), respectively), the Fund will purchase up to $23,000,000 of Units that are tendered and not withdrawn prior to the end of the day on April 16, 2015, at 12:00 midnight, New York time, subject to any extensions of the Offer to Purchase. The information set forth in the Offer to Purchase and the Letter of Transmittal is incorporated herein by reference with respect to Items 1, 2, 4 through 9 and 11 of this Schedule TO.

ITEM 3.Identity and Background of Filing Person.

(a) The name of the filing person is A&Q Alternative Fixed-Income Strategies Fund LLC. The principal executive office of the Fund and UBS Alternative and Quantitative Investments LLC (the "Adviser") is located at 677 Washington Boulevard, Stamford, Connecticut 06901 and the telephone number is (203) 719-1428. The Fund's Executive Officers are: William J. Ferri, Principal Executive Officer; Dylan Germishuys, Principal Accounting Officer; and Frank S. Pluchino, Chief Compliance Officer. The Fund's Directors are: Virginia G. Breen; Meyer Feldberg; George W. Gowen; and Stephen H. Penman. The address of the Fund's Executive Officers and Directors is c/o UBS Alternative and Quantitative Investments LLC, 677 Washington Boulevard, Stamford, Connecticut 06901.

ITEM 10.Financial Statements.

(a)(1) Reference is made to the following financial statements of the Fund, which the Fund has prepared and furnished to investors pursuant to Rule 30b1-1 under the Investment Company Act of 1940, as amended (the "1940 Act"), and filed with the Securities and Exchange Commission (the "SEC") pursuant to Rule 30b2-1 under the 1940 Act, and which are incorporated by reference in their entirety for the purpose of filing this Schedule TO:

Audited financial statements for the year ended December 31, 2013, previously filed with the SEC on Form N-CSR on March 7, 2014; and

Audited financial statements for the year ended December 31, 2014, previously filed with the SEC on Form N-CSR on March 9, 2015.

(2) The Fund is not required to and does not file quarterly unaudited financial statements under the Securities Exchange Act of 1934, as amended.

(3) Not applicable.

(4) Net asset value per Unit of $1,004.28 (January 31, 2015).

(b) The Fund's assets will be reduced by the value of the Units purchased in the tender offer. Thus, income relative to assets may be affected by the tender offer.

ITEM 12.Exhibits.

	(a)(1)(i)	Cover Letter to Offer to Purchase and Letter of Transmittal.

	(a)(1)(ii)	Offer to Purchase.

	(a)(1)(iii)	Form of Letter of Transmittal.

	(a)(1)(iv)	Form of Notice of Withdrawal of Tender.

	(a)(1)(v)	Forms of Letters from the Fund to Investors in connection with acceptance of offers of tender.

	(a)(2)-(5)	Not applicable.

	(b)-(h)	Not applicable.

SIGNATURE

After due inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

	A&Q ALTERNATIVE FIXED-INCOME STRATEGIES FUND LLC




	By:	/s/ Dylan Germishuys
	Name:	Dylan Germishuys
	Title:	Authorized Signatory

March 20, 2015

EXHIBIT INDEX

Exhibit

	(a)(1)(i)	Cover Letter to Offer to Purchase and Letter of Transmittal.

	(a)(1)(ii)	Offer to Purchase.

	(a)(1)(iii)	Form of Letter of Transmittal.

	(a)(1)(iv)	Form of Notice of Withdrawal of Tender.

	(a)(1)(v)	Forms of Letters from the Fund to Investors in connection with acceptance of offers of tender.

	(a)(2)-(5)	Not applicable.

	(b)-(h)	Not applicable.