# **STATEMENT RE COMPUTATION OF PER SHARE EARNINGS**

## Capital Accounts; Opening Capital AccountBalance

### Uponthe issuance of Units to any Member, the Managing Member shall establish aseparate capital account (“Capital Account”) representing its investment in theUnits of such Class of the Fund.  The initial balance of each Member’s CapitalAccount shall be the amount of its initial Capital Contribution to the Fund.  

### TheNet Asset Value of any Class shall be determined as of the last day of eachAccounting Period before any Management Fees, selling or trailing commissionsand Incentive Allocations with respect to Units of such Class as of such date.  All net profits, net losses and items of expense attributable to a Class,before payment of any Management Fees, selling or trailing commissions orIncentive Allocations as of the end of such period shall then be credited orcharged to the Capital Accounts of the Members holding Units in such Class inproportion to their respective Unit Ownership Percentages.  As set forth inSection 4.2 of the Operating Agreement, any Management Fees, selling ortrailing commissions and Incentive Allocations with respect to each Memberholding Units of a Class for such period shall then be charged to the CapitalAccount of such Member in proportion to his Unit Ownership Percentage.  Theamount of any distribution to a Member and any amount paid to a Member inredemption shall be charged to that Member’s Capital Account.  

### An opening Capital Account balanceshall be established for each Member on the books of the Fund as of the firstday of each month.  The opening Capital Account balance for a Member as of thefirst day of the Accounting Period in which the Member has acquired Units ofthe Fund shall be the amount of such Member’s Capital Contribution for suchUnits as of such date.  The opening Capital Account balance for each Member asof the beginning of each Accounting Period after the Accounting Period in whichthe Member has acquired Units shall be an amount equal to (i) the closingCapital Account balance of such Member for the immediately preceding AccountingPeriod (determined in accordance with Section 4.2 of the Operating Agreement),decreased by (ii) the amount of any redemptions made by the Member effective asof any day during the immediately preceding Accounting Period, and decreased by(iii) the amount of the distributions made to the Member pursuant to Section6.4 of the Operating Agreement effective as of any day during the immediatelypreceding Accounting Period, and increased by (iv) the amount of any additionalCapital Contribution made by such Member pursuant to Section 3.3 of theOperating Agreement effective as of the beginning of such Accounting Period.  

## Capital Accounts; Closing Capital AccountBalance.  A closing Capital Account balance shallbe established for each Member on the books of the Fund as of the last day ofeach Accounting Period.  The closing Capital Account balance for each Member asof the end of each Accounting Period shall be determined by adjusting theMember’s opening Capital Account balance for such Accounting Period in thefollowing manner and order:

### First,any increase or decrease in the Net Asset Value of any Class for the AccountingPeriod shall be credited or debited (as the case may be), before deduction forany applicable Management Fee, selling or trailing commission and IncentiveAllocation, to the individual Capital Accounts, including the Managing Member’sand the Sub-Advisor’s Capital Account, in proportion to their respective UnitOwnership Percentages; and

### Second,the Management Fee, if any, with respect to the Net Assets represented by theUnits in each Capital Account (determined in accordance with Section 7.3(c) ofthe Operating Agreement) unless waived by the Managing Member, shall be debitedagainst such Units, in proportion to their respective Unit OwnershipPercentages, and paid to the Managing Member or credited to the Capital Accountof the Managing Member, as the Managing Member determines in its sole andabsolute discretion; and

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### Third,any selling or trailing commission with respect to the Net Assets representedby the Units in each Capital Account (determined in accordance with Section7.3(d) of the Operating Agreement) unless waived by the Managing Member, shallbe debited against such Units, in proportion to their respective Unit OwnershipPercentages, and credited to the Capital Account of the Managing Member; and 

### Fourth,the Incentive Allocation(s), if any, with respect to the Net Assets representedby the Units in each Capital Account (determined in accordance with Section 4.3of the Operating Agreement) unless waived by the Managing Member, shall bedebited against such Units, in proportion to their respective Unit OwnershipPercentages, and 50% of the aggregate Incentive Allocation will be allocated tothe Capital Account of the Managing Member and 50% of the aggregate IncentiveAllocation will be allocated to the Capital Account of the Sub-Advisor.  

## Incentive Allocation

### Inaccordance with the terms of the Private Offering Memorandum, with respect toUnits of certain Classes, at the end of each calendar month, the ManagingMember will compute the incentive allocation (“Incentive Allocation”) for allof the Units in Classes for which an Incentive Allocation is due.  The IncentiveAllocation applicable to the Class A Units and the Class B Units shall be 10%of all New Net Profits earned with respect to such Units in the calendar monthfor which the calculation is being made.  The Incentive Allocation applicableto the Class C Units and the Class D Units shall be 5% of all New Net Profitsearned with respect to such Units in the calendar months for which thecalculation is being made.  The Class E Units shall not be assessed anIncentive Allocation.  Fifty percent of the aggregate Incentive Allocation willbe allocated to the Managing Member, and 50% of the aggregate IncentiveAllocation will be allocated to the Sub-Advisor.  

### Oncean Incentive Allocation has been allocated to the Managing Member andSub-Advisor as to any Unit, it shall be retained by the Managing Member andSub-Advisor notwithstanding subsequent losses as to such Unit.  

### Notwithstanding anything in thisAgreement to the contrary, (i) the Incentive Allocation to be charged againstthe Capital Account of any Member in accordance with the procedures set forthin Section 4.3 of the Operating Agreement may be reduced or waived entirelywith respect to any Member in the sole and absolute discretion of the ManagingMember, and (ii) an increased or different allocation than the IncentiveAllocation may be charged to the Units of any Member with the consent of suchMember or if required by law or regulation.  

## Allocation of Taxable Income and TaxableLoss As of theend of each Fiscal Year, except as otherwise required by Section 704(c) of theCode and the Treasury Regulations thereunder, the Fund’s taxable income or lossand each item of income, gain, loss, expense, or credit for federal income taxpurposes shall be determined and allocated among the Members in the followingamounts and priorities:

### First,the Managing Member may, in its sole and absolute discretion, make specialallocations of income and gain or expense and loss to any Member or formerMember who received one or more payments in redemption from its Capital Accountpursuant to Article VI hereof during the Fiscal Year to reflect equitablyamounts credited or debited to its Capital Account pursuant to Sections 4.1 and4.2 of the Operating Agreement for the Fiscal Year and all prior Fiscal Yearsas compared to the aggregate taxable income or loss allocated to the Member orformer Member in all prior Fiscal Years.  

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### Second,the remainder of the Fund’s taxable income or loss of the Fund for the FiscalYear, if any, and each item of Fund income, gain, loss, expense, or creditincluded therein, shall be allocated among the Members and former Members insuch amounts and in such proportions as will, as determined in the sole andabsolute discretion of the Managing Member, reflect equitably the amountscredited or debited to each Member’s and former Member’s Capital Account forthe Fiscal Year and all prior Fiscal Years as compared to the aggregate taxableincome or loss that has been allocated to such Member and former Member duringthe Fiscal Year (including allocations for the Fiscal Year under subsection (a)hereof) and all prior Fiscal Years.  

### Thecharacter of any item of income, gain, expense or loss allocated pursuant toSection 4.4 of the Operating Agreement shall be made in such proportions aswill, as determined in the sole and absolute discretion of the Managing Member,reflect equitably the amounts credited or debited to each Member’s CapitalAccount.  

### Allamounts withheld from Fund revenues or distributions by the Fund pursuant tothe Code or any provision of any state or local tax law shall be treated forall purposes as distributions to those Members who receive tax credits withrespect to withheld amounts or for whose account such amounts are withheld.  Inany case where a tax, fee or other assessment is levied upon the Fund, theamount of which is determined in whole or in part by the status or identity ofthe Members, the Managing Member may allocate the expense and deduct from suchMembers’ Capital Accounts their distributable share of such taxes, fees andassessments.  

### Allmatters concerning the determination and allocation among the Members of theamounts to be determined and allocated pursuant to the preceding provisions ofArticle IV of the Operating Agreement shall be determined by the ManagingMember unless specifically and expressly otherwise provided for by theprovisions of this Agreement, and such determinations and allocations shall befinal and binding on all Members.  The Managing Member may, without the consentof the other Members, amend the provisions of this Article IV if suchamendments are made in response to the promulgation of new or revised TreasuryRegulations under Section 704 of the Code or other developments in the taxlaw.  The Managing Member is empowered to amend such provisions to thedevelopments in the tax law.  The Managing Member is empowered to amend suchprovisions to the minimum extent necessary in accordance with the advice of theAccountants and Legal Counsel to effectuate the allocations and distributionsprovided in this Agreement, and no such new allocation shall give rise to anyclaim or cause of action by any Member.  

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