10-Q 1 aspendiversified10q093012.htm aspendiversified10q093012.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 
FORM 10-Q
 

x  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended: September 30, 2012

 
o   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period:                    to                        

Commission File Number:  000-52544
 
Aspen Diversified Fund LLC
(Exact name of registrant as specified in its charter)
 
Delaware 32-0145465
(State or other jurisdiction of  
incorporation or organization)
 (IRS Employer Identification No.)
                          
4200 Northside Parkway
Building 11, Suite 200
Atlanta, GA 30327
(Address of principal executive offices)   (Zip Code)

(404) 879-5126
(Registrant’s telephone number, including area code)

Not applicable
(Former name, former address and former fiscal year,
 if changed since last report)
 
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

x Yes                   o No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

x Yes                   o No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See definition of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

o Large accelerated filer                                      o Accelerated filer

o Non-accelerated filer                                        x Smaller reporting company

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).
 
o Yes                   x No
 
 
Table of Contents
 
PART I – FINANCIAL INFORMATION
Item 1.
1
 
1
 
2
 
3
 
4
 
5
Item 2.
16
Item 3.
17
Item 4.
18
     
PART II – OTHER INFORMATION
Item 1.
19
Item 1A.
19
Item 2.
19
Item 3.
20
Item 4.
20
Item 5.
20
Item 6.
20
 
 
 
Part I - FINANCIAL INFORMATION
 
Item 1.  Financial Statements
 
Aspen Diversified Fund LLC
Interim Statements of Assets and Liabilities
 
   
(Unaudited)
        
   
September 30,
    
December 31,
  
   
2012
    
2011
  
ASSETS
            
             
Investments:
            
Investments in investment funds--at fair value--Note C
      (cost: $20,003,197 and $24,538,203 at September 30, 2012
      and December 31, 2011, respectively)
   $ 21,139,583     $ 24,479,278  
Unrealized gain on futures contracts--at fair value--Note C
     1,860,351       2,478,526  
Total investments
     22,999,934       26,957,804  
Cash and cash equivalents
     30,894,427       64,356,685  
Investment redemptions receivable
     1,000,000       -0-  
Other receivables
     150,381       208,440  
                 
TOTAL ASSETS
   $ 55,044,742     $ 91,522,929  
                 
                 
LIABILITIES AND NET ASSETS
                
                 
LIABILITIES:
                
Unrealized loss on futures contracts--at fair value--Note C
   $ 1,672,728     $ 1,870,531  
Trailing commissions payable
     9,032       16,990  
Management, incentive, and administrative fees payable--Note E
     54,345       89,082  
Accounts payable
     65,013       73,007  
Managed account fees payable
     119,654       177,888  
Membership redemptions payable
     1,934,384       2,418,269  
Capital contributions received in advance of admission date
     -0-       3,164,000  
                 
TOTAL LIABILITIES
     3,855,156       7,809,767  
                 
                 
NET ASSETS--Note D
     51,189,586       83,713,162  
                 
TOTAL LIABILITIES AND NET ASSETS
   $ 55,044,742     $ 91,522,929  
 
See notes to financial statements.
 
 
Aspen Diversified Fund LLC
Interim Statements of Operations
(Unaudited)
 
   
For the three months ended
    
For the three months ended
    
For the nine months ended
    
For the nine months ended
  
   
September 30, 2012
    
September 30, 2011
    
September 30, 2012
    
September 30, 2011
  
                         
                         
Investment income                        
Realized and unrealized gain (loss) on investments--Note C
                    
Realized gain (loss) on investments
   $ 1,871,212     $ (728,570 )   $ 979,100     $ (493,679 )
Unrealized gain (loss) on investments
     1,258,113       1,032,387       774,938       (2,432,946 )
Net realized and unrealized gain (loss) on investments
     3,129,325       303,817       1,754,038       (2,926,625 )
Other loss
     (94 )     -0-       (943 )     -0-  
TOTAL INVESTMENT GAIN (LOSS)
     3,129,231       303,817       1,753,095       (2,926,625 )
                                 
Operating expenses--Note E:                                
Management and incentive fees
     140,107       205,561       513,884       667,815  
Administrative expenses
     52,527       77,796       190,666       251,317  
Managed account fees
     173,602       539,758       669,429       1,525,410  
Trailing commissions
     28,013       72,705       103,581       224,953  
Miscellaneous operating expenses
     58,894       65,605       158,759       210,260  
TOTAL OPERATING EXPENSES
     453,143       961,425       1,636,319       2,879,755  
                                 
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS
   $ 2,676,088     $ (657,608 )   $ 116,776     $ (5,806,380 )
 
See notes to financial statements.
 
 
Aspen Diversified Fund LLC
Interim Statements of Changes in Net Assets
(Unaudited)
 
   
For the nine months ended
    
For the nine months ended
  
   
September 30, 2012
    
September 30, 2011
  
             
             
Net assets at beginning of period
   $ 83,713,162     $ 99,674,394  
                 
Capital contributions
     8,724,706       17,095,966  
                 
Redemptions
     (41,365,058 )     (17,448,289 )
                 
Net increase (decrease) from operations
     116,776       (5,806,380 )
                 
     NET ASSETS AT END OF PERIOD
   $ 51,189,586     $ 93,515,691  
 
 
See notes to financial statements.
 
 
Aspen Diversified Fund LLC
Interim Statements of Cash Flows
(Unaudited)
 
    For the nine months ended     For the nine months ended  
   
September 30, 2012
    
September 30, 2011
  
             
CASH FLOWS FROM OPERATING ACTIVITIES
            
Net increase (decrease) in net assets resulting from operations   $ 116,776     $ (5,806,380 )
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to cash provided by operating activities:                
Purchase of net investments
     (1,000,000 )     (8,500,000 )
Proceeds from disposition of investments
     6,514,106       9,853,648  
Realized (gain) loss on investments
     (979,100 )     493,679  
Unrealized (gain ) loss on investments
     (774,938 )     2,432,946  
(Increase ) decrease in investment redemptions receivable
     (1,000,000 )     29,645,432  
Decrease in interest and other receivables
     58,059       251  
Decrease in investments in transit
     -0-       16,600,000  
(Decrease) increase in trailing commissions payable
     (7,959 )     870  
(Decrease) increase in accounts payable
     (7,994 )     19,657  
(Decrease) increase in managed accounts fees payable
     (58,235 )     53,085  
Decrease in management, incentive and administrative fees payable
     (34,736 )     (3,622 )
 NET CASH PROVDED BY OPERATING ACTIVITIES     2,825,979       44,789,566  
                 
CASH FLOWS FROM FINANCING ACTIVITIES
                
Capital contributions received from members     5,560,706       18,707,944  
Membership redemptions
     (41,848,943 )     (19,643,717 )
                 
NET CASH USED IN FINANCING ACTIVITIES     (36,288,237 )     (935,773 )
                 
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS     (33,462,258 )     43,853,793  
                 
Cash and cash equivalents at beginning of period     64,356,685       23,358,269  
                 
CASH AND CASH EQUIVALENTS AT END OF PERIOD   $ 30,894,427     $ 67,212,062  
                 
Cash paid for interest
   $ -0-     $ -0-  
Cash paid for taxes
   $ -0-     $ -0-  
 
SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING AND FINANCING ACTIVITIES:
      
                             
At September 30, 2012 and 2011 the Fund had membership redemptions payable of $1,934,384 and $485,849, and capital contributions received in advance of admission date of $ -0- and $2,133,368, respectively.
 
See notes to financial statements.
 
 
Aspen Diversified Fund LLC
Notes to Financial Statements

NOTE A – DESCRIPTION OF BUSINESS
 
Aspen Diversified Fund LLC (the “Fund”) is a Delaware limited liability company that seeks to provide its investors with a rate of return not generally correlated with traditional investments. The Fund offers units in multiple classes (Class A, B, C, D and E).  As of September 30, 2012, no Class D units were outstanding.    The Fund is a speculative commodity pool and is a “fund-of-funds” which invests in other commodity pools known as “Investee Pools” as well as separately managed accounts (together with Investee Pools, “Investment Funds”) managed by independent commodity trading advisors (“CTAs”), or other portfolio managers (together “Portfolio Managers”).
 
NOTE B – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The following accounting policies are presented to assist the reader in understanding the Fund’s financial statements:
 
Basis of Presentation: The accompanying unaudited financial statements of the Fund have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X.  Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements.  In the opinion of management, all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair statement of the financial condition and operations of the Fund for the period presented have been included. The following is a description of the more significant of those policies that the Fund follows in preparing its financial statements.
 
Valuation of Investments in Investment Funds: The Fund values investments in investment funds for which there is no ready market at fair value as determined by Aspen Partners, Ltd. (the “Managing Member”).

The valuation of Investment Funds purchased or held by the Fund ordinarily are based on the value provided most recently to the Managing Member by each Investment Fund, which the Managing Member believes to be reliable and which reflects the amount that the Fund might reasonably expect to receive for the position if the Fund’s interest were redeemed at the time of valuation. The Managing Member’s reliance on or consideration of the values of Investment Funds will be based on: (i) due diligence performed prior to making an investment in an Investment Fund; (ii) ongoing due diligence and monitoring; (iii) periodic variation analysis and review by the Fund and/or the Fund’s auditors; and (iv) any other information reasonably available from the market or other third parties.

In certain circumstances, the Managing Member may determine that the value provided by an Investment Fund does not represent the fair value of the Fund’s interests in the Investment Fund. This determination may be based upon, among other things: (i) the absence of transaction activity in interests in a particular Investment Fund; (ii) the imposition by an Investment Fund of extraordinary restrictions on redemptions, including limitations on the percentage of Investment Fund assets that may be redeemed during a certain time period; (iii) a determination by the Managing Member that it would be impracticable to liquidate the Fund’s holdings in a particular Investment Fund; (iv) a conclusion that the Investment Fund’s valuation was based on valuation procedures that do not provide for valuation of underlying securities at market value or fair value as appropriate; (v) actual knowledge (if any) of the value of underlying portfolio holdings; (vi) ongoing due diligence and monitoring that indicates that the valuation provided by the Investment Fund is not reliable, such as significant variations between estimates and final values provided by an Investment Fund or lesser variations that occur on a regular basis with respect to a specific Investment Fund; or (vii) available market data or other relevant circumstances, including unusual or extraordinary circumstances.


Aspen Diversified Fund LLC
Notes to Financial Statements


NOTE B –SIGNIFICANT ACCOUNTING POLICIES – Continued

In the event that an Investment Fund does not report a month-end value to the Fund on a timely basis, the fair value of the Investment Fund will be based on the most recent value reported by the Investment Fund, as well as any other relevant information available at the time the Fund values its portfolio. In this unusual event, it may be appropriate to consider the factors set forth herein; provided, however, that the Managing Member may not find such factors useful if, among other things, the Investment Fund in question is intended to have low correlation with the overall markets or a particular market (in which case the Managing Member may not have information necessary to determine whether a discount or premium would best reflect such significant events).

Where deemed appropriate by the Managing Member, investments in Investment Funds or illiquid securities may be valued at cost. Cost is used only when the Managing Member determines that cost best approximates the fair value of the particular position under consideration. For example, cost may not be appropriate when the Fund is aware of similar sales to third parties at materially different prices or in other circumstances where cost may not approximate fair value (which could include situations in which there have been no sales to third parties).

Valuation of Investments in Futures Contracts:  These instruments include open trade equity positions (futures contracts and currency forwards) that are actively traded on commodities exchanges with quoted pricing for corroboration. Futures contracts and currency forwards are reported at fair value using Level 1 inputs, as described in “Investment Valuations” below.  Investments in Futures contracts further include open trade equity that are quoted prices for identical or similar assets that are not traded on active markets.

Investment Income:  Investment income includes realized and unrealized gains and losses from the Fund’s investments in Investment Funds, managed accounts and interest income.  Gains, losses, income earned and expenses incurred by the Investment Funds are allocated to the Fund based on the Fund’s percentage ownership in each respective fund.  Investment transactions are recorded on the trade date.
 
Income Taxes: No provision for income taxes has been made in the accompanying financial statements as all items of the Fund’s income, loss, deduction and credit are passed through to, and taken into account by, the Fund’s members on their own income tax returns. The primary difference between accounting of income for financial statement purposes and accounting of income for tax purposes relates to certain gains and losses that are not immediately realized for income tax purposes for the period ended September 30, 2012. There were no material differences between the cost basis of the Fund’s assets and liabilities for financial and income tax reporting purposes.
 
The Fund has reviewed all open tax years and major jurisdictions and concluded that there is no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on the tax return for the most recent fiscal year-end.  The Fund is also not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next 12 months.
 
Cash and Cash Equivalents:  For purposes of reporting cash flows, the Fund considers demand deposits and all unrestricted, highly liquid investments with original maturities of three months or less, which can be readily converted to cash on demand, without penalty, to be cash equivalents. Beginning December 31, 2010 through December 31, 2012 all non-interest bearing demand deposits are fully insured by the Federal Deposit Insurance Corporation (“FDIC”). The Fund has established managed accounts to be traded by certain CTAs on behalf of the Fund.  Cash in managed accounts is held by Newedge USA, LLC and R.J. O’Brien & Associates, LLC to secure trading positions in currency and commodity futures.  These funds are privately insured by the Securities Investor Protection Corporation (“SIPC”) as such limits may be amended from time to time.
 
 
Aspen Diversified Fund LLC
Notes to Financial Statements

NOTE B –SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – Continued

Aspen Diversified Fund LLC
Cash Held in Excess of Federally Insured Limits

Description
  
Balance as of
September 30, 2012
    
Balance as of
December 31, 2011
  
Cash in bank
   $ 9,991,734     $ 8,028,823  
Cash held - managed accounts
     20,902,960       56,329,538  
Total bank balance
     30,894,694       64,358,361  
FDIC insurance
     (9,991,734 )     (8,028,823 )
SIPC insurance
     (500,000 )     (500,000 )
Uninsured, uncollateralized balance
   $ 20,402,960     $ 55,829,538  

Estimates: The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period.  Actual results could differ from those estimates.
 
Investment Valuations: In accordance with GAAP, fair value is defined as the price that the Fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. GAAP also establishes a framework for measuring fair value, and a three-level hierarchy for fair value measurements based upon the transparency of inputs to the valuation of an asset or liability. Inputs may be observable or unobservable and refer broadly to the assumptions that market participants would use in pricing the asset or liability. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Fund. Unobservable inputs reflect the Fund’s own assumptions about the assumptions that market participants would use in pricing the asset or liability developed based on the best information available under the circumstances. Each investment is assigned a level based upon the observability of the inputs which are significant to the overall valuation.
 
The three-tier hierarchy of inputs is summarized below.
 
Level 1 Inputs – Unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access.
 
Level 2 Inputs – Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly.  These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.
 
Level 3 Inputs – Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.
 
The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety. All assets and liabilities are measured at fair value on a recurring basis by level within the fair value hierarchy as reported on the Interim Statements of Assets and Liabilities.
 
Reclassifications:  Certain prior year items have been reclassified to conform to the current year presentation. These reclassifications had no impact on our financial statements.

 
Aspen Diversified Fund LLC
Notes to Financial Statements

NOTE C – INVESTMENTS IN INVESTMENT FUNDS & FUTURES CONTRACTS

At September 30, 2012 and during the nine months then ended, investments and net realized and unrealized gains on investment funds and futures contracts consisted of the following:

   
Gains
for the nine
months ended
September 30, 2012
    
Cost Basis
as of
September 30, 2012
    
Fair Value
as of
September 30, 2012
    
% of Fund’s Net Assets
as of September 30, 2012
  
Investment Funds and Futures Contracts:
                        
Aspen Commodity Long Short Fund, LLC
   $ 750,879     $ 14,721,167     $ 15,473,616       30.23 %
Crabel Fund, LP
     809,426       5,282,030       5,665,967       11.07 %
Total investment funds
     1,560,305       20,003,197       21,139,583       41.30 %
                                 
Futures contracts, net
     193,733       -0-       187,623       0.36 %
                                 
Total
   $ 1,754,038     $ 20,003,197       21,327,206       41.66 %
                                 
Other assets, less liabilities
                     29,862,380       58.34 %
                                 
Net assets
                   $ 51,189,586       100.00 %

Included in the net gain from the investment in the Crabel Fund LP for the three and nine months ended September 30, 2012  is a deduction for management fees of $50,467 and $168,581 and incentive fees of  $80,402 and $119,213, respectively. Aspen Commodity Long/Short Fund, LLC does not charge a fee.
           
At September 30, 2012, the fair value measurements were as follows:

Fair Value Measurement
  
Quoted Prices in
Active Markets
(Level 1)
    
Significant Other Observable Inputs
(Level 2)
    
Significant
Unobservable Inputs
(Level 3)
  
Investments in investment funds
   $ -0-     $ 21,139,583     $ -0-  
Unrealized gain on futures contracts, net
     187,623       -0-       -0-  
Total
   $ 187,623     $ 21,139,583     $ -0-  
 
 At September 30, 2012, the Fund’s investments in futures contracts and net unrealized gain by type were as follows:

Futures Contract Type
  
Net Unrealized Gains
  
Foreign exchange contracts
   $ 41,562  
Commodity futures contracts
     146,061  
Total
   $ 187,623  

 
Aspen Diversified Fund LLC
Notes to Financial Statements

NOTE C – INVESTMENTS IN INVESTMENT FUNDS & FUTURES CONTRACTS – Continued

At December 31, 2011 and during the nine months ended September 30, 2011, investments and net realized and unrealized gains (losses) on investment funds and futures contracts consisted of the following:

Investment Funds and Futures Contracts
  
Gains/(Losses)
for the nine
months ended
September 30, 2011
    
Cost Basis
as of
December 31, 2011
    
Fair Value
as of
December 31, 2011
    
% of Fund’s Net Assets
  
Investment funds:
                        
Aspen Commodity Long Short Fund, LLC
     (1,012,998 )     16,538,203       16,722,737       19.98 %
Boronia Diversified Fund (U.S.), LP †
     3,801       -0-       -0-       0.00 %
Crabel Fund, LP
     294,441       8,000,000       7,756,541       9.26 %
Discus Feeder Ltd. †
     2,722       -0-       -0-       0.00 %
Graham Global Investments Fund, Ltd. †
     22,283       -0-       -0-       0.00 %
Man-AHL Diversified II LP †
     (198 )     -0-       -0-       0.00 %
Robeco Transtrend Diversified Fund LLC
     (533,282 )     -0-       -0-       0.00 %
Total investment funds
   $ (1,223,231 )     24,538,203       24,479,278       29.24 %
                                 
Futures contracts, net
     (1,703,394 )     -0-       607,995       0.73 %
                                 
TOTAL
   $ (2,926,625 )   $ 24,538,203       25,087,273       29.97 %
                                 
Other assets, less liabilities
                     58,625,889       70.03 %
                                 
Net assets
                   $ 83,713,162       100.00 %
 
† Fund shares were fully disposed of during 2010. Amounts represent adjustments to actual.

Included in the net gain from the investment in the Crabel Fund LP for the three and nine months ended September 30, 2011 is a deduction for management fees of $61,522 and $154,370 and incentive fees of $28,442 and $126,227, respectively. Aspen Commodity Long/Short Fund, LLC does not charge a fee.

At December 31, 2011, the fair value measurements were as follows:

Description
  
Quoted Prices in
Active Markets
(Level 1)
    
Significant Other Observable Inputs
(Level 2)
    
Significant
Unobservable Inputs
(Level 3)
  
Investments in investment funds
   $ -0-     $ 24,479,278     $ -0-  
Unrealized gains on futures contracts, net
     607,995       -0-       -0-  
Total
   $ 607,995     $ 24,479,278     $ -0-  

 
Aspen Diversified Fund LLC
Notes to Financial Statements

NOTE C – INVESTMENTS IN INVESTMENT FUNDS & FUTURES CONTRACTS – Continued

At December 31, 2011, the Fund’s investments in futures contracts and net unrealized gains (losses) by type were as follows:

 
Futures Contract Type
  
Net Unrealized
 Gains/(Losses)
  
 Foreign exchange contracts
   $ (42,477 )
 Commodity futures contracts
     650,472  
 Total
   $ 607,995  

The investment objectives and redemption policies for the investment funds and managed accounts in which the Fund was invested as of September 30, 2012 were as follows:

Investment Funds & Managed Accounts
  
Investment Objective
  
Redemption Permitted
ADF Trading Company I, LLC
(Welton Investment Corporation)
  
Systematic Trend Follower
  
Daily
ADF Trading Company IV, LLC
(Blackwater Capital Management, LLC)
  
Systematic Trend Follower
  
Daily
ADF Trading Company V, LLC
(Abraham Trading Company)
  
Systematic Trend Follower
  
Daily
ADF Trading Company VII, LLC
(Aspen Partners Ltd)
  
Systematic Trend Follower
  
Daily
ADF Trading Company IX, LLC
(Eckhardt Trading Company)
  
Systematic Trend Follower
  
Daily
ADF Trading Company X, LLC
(Saxon Investment Corporation)
  
Systematic Trend Follower
  
Daily
ADF Trading Company XI, LLC
(Rotella Investment Corporation)
  
Systematic Trend Follower
  
Daily
ADF Trading Company XII, LLC
(Tactical Investment Management Corporation)
  
Systematic Trend Follower
  
Daily
Aspen Commodity Long Short Fund, LLC
  
Commodity Specialist
  
Monthly
Crabel Fund, LP.
  
Systematic Short Term
  
Monthly

The Investment Funds engage primarily in speculative trading of U.S. and foreign futures contracts and options on U.S. and foreign futures contracts, and foreign currency transactions.  The Investment Funds are exposed to both market risks – the risk arising from changes in the market value of the contracts and credit risk – the risk of failure by another party to perform according to the terms of a contract. Furthermore, certain of the Investment Funds include restrictions as to the minimum amount of time that an investor must remain invested in the Investment Fund.
 
The Fund is required to disclose any investments that exceed 5% of the Fund’s net assets at year end.  Information is not available to determine if an individual investment held by any of the Investment Funds exceeded 5% of the Fund’s net assets at September 30, 2012 and December 31, 2011.
 
 
Aspen Diversified Fund LLC
Notes to Financial Statements

NOTE D – NET ASSETS
 
The Fund maintains separate capital accounts for its members.  Net profits and net losses, and expenses attributable to each class are allocated to the members holding units of each class in proportion to their respective unit ownership percentages.

Each member may withdraw all or any portion of his/her capital account as of the end of each calendar month, provided that the withdrawing member gives at least ten business days prior written notice.
 
The Fund admits members only on the first day of each month.  At September 30, 2012 and December 31, 2011, the Fund had received capital contributions of $ -0- and $3,164,000, respectively that were credited to the members’ capital accounts on the first day of the following month or in a future admission period.  These amounts have been recorded as capital contributions received in advance of admission date.
 
The Fund may be dissolved at any time by the determination of the Managing Member to dissolve and liquidate the Fund.

NOTE E – RELATED PARTY TRANSACTIONS
 
The Fund pays various monthly fees to the Managing Member, Aspen Partners, Ltd., which vary by unit class.  The annual fee percentages by unit class are as follows:

   
Class A
Units
    
Class B
Units
    
Class C
Units
    
Class D
Units
    
Class E
Units
  
Management fees
     1.00 %     1.00 %     0.75 %     1.00 %     0.00 %
Incentive fees
     10.00 %     10.00 %     7.50 %     10.00 %     0.00 %
Administrative fees
     0.35 %     0.35 %     0.10 %     0.70 %     0.35 %

In addition, the Fund pays its operating expenses and custody fees.  The operating expenses will be allocated pro-rata to each class of units.  The custody fees will be paid by each class as incurred.

The incentive fees are equal to the applicable percentage of the new investment profits earned monthly by class over the high water mark (i.e., the highest level of cumulative trading profits as of any previous calendar month-end).  During the nine months ended September 30, 2012 and 2011, the Fund recognized management and incentive fee expenses of $513,884 and $667,815, respectively.
 
During the nine months ended September 30, 2012 and 2011, the Fund recognized administrative fee expenses of $190,666 and $251,317, respectively.
 
At September 30, 2012 and December 31, 2011, accounts payable consisted of $54,345 and $89,082, respectively, related to management fees, incentive fees and administrative fees.
 

Aspen Diversified Fund LLC
Notes to Financial Statements

NOTE F – FINANCIAL HIGHLIGHTS
 
Financial highlights were as follows for the nine months ended September 30, 2012:

Per unit activity:
  
Class A
Units
    
Class B
Units
    
Class C
Units
    
Class D
Units †
    
Class E
Units
  
Beginning net unit value at December 31, 2011
   $ 100.61     $ 116.92     $ 91.72       N/A     $ 127.99  
                                         
Net gain from investments in investment funds
     2.04       2.40       1.88       N/A       2.64  
Interest income
     0.00       0.00       0.00       N/A       0.00  
Total investment gain
     2.04       2.40       1.88       N/A       2.64  
                                         
Management & incentive fees
     (0.75 )     (0.87 )     (0.51 )     N/A       0.00  
Administrative fees
     (0.26 )     (0.31 )     (0.07 )     N/A       (0.27 )
Other expenses
     (2.48 )     (1.26 )     (0.97 )     N/A       (1.44 )
Total operating expenses
     (3.49 )     (2.44 )     (1.55 )     N/A       (1.71 )
                                         
Ending unit value at September 30, 2012
   $ 99.16     $ 116.88     $ 92.05       N/A     $ 128.92  
 
† Class D units had not yet been issued as of September 30, 2012.
  

These amounts were calculated based on the weighted average of monthly units outstanding by class.

   
Class A
Units
    
Class B
Units
    
Class C
Units
    
Class D
Units
    
Class E
Units
  
Net investment income
     1.69 %     2.32 %     1.38 %     N/A       1.87 %
Operating expenses
     (3.25 %)     (1.97 %)     (1.61 %)     N/A       (1.30 %)
Net Income (loss)
     (1.56 %)     0.35 %     (0.23 %)     N/A       0.57 %
Total return
     (1.44 %)     (0.03 %)     0.36 %     N/A       0.73 %

The portfolio turnover rate for the nine months ended September 30, 2012 was 37.57%.  The portfolio turnover rate is a measure of portfolio activity, calculated by dividing the lesser of purchases or sales of securities, excluding securities having maturity dates at acquisition of one year or less, by the average value of the portfolio securities held during the period.
 
 
Aspen Diversified Fund LLC
Notes to Financial Statements

NOTE F – FINANCIAL HIGHLIGHTS – Continued

Financial highlights were as follows for the nine months ended September 30, 2011:

Per unit activity:
  
Class A
 Units
    
Class B
 Units
    
Class C
 Units
    
Class D
 Units †
    
Class E
 Units
  
Beginning net unit value at December 31, 2010
   $ 115.78     $ 131.86     $ 102.89       N/A     $ 142.91  
                                         
Net loss from investments in investment funds
     (3.97 )     (4.57 )     (3.57 )     N/A       (5.00 )
Interest income
     0.00       0.00       0.00       N/A       0.00  
Total investment loss
     (3.97 )     (4.57 )     (3.57 )     N/A       (5.00 )
                                         
Management & incentive fees
     (0.85 )     (0.98 )     (0.57 )     N/A       0.00  
Administrative fees
     (0.30 )     (0.34 )     (0.08 )     N/A       (0.37 )
Other expenses
     (3.66 )     (2.27 )     (1.75 )     N/A       (2.47 )
Total operating expenses
     (4.81 )     (3.59 )     (2.40 )     N/A       (2.84 )
                                         
Ending unit value at September 30, 2011
   $ 107.00     $ 123.70     $ 96.92       N/A     $ 135.07  
 
† Class D Units had not yet been issued as of September 30, 2011.
  

These amounts were calculated based on the weighted average of monthly units outstanding by class.

   
Class A
Units
    
Class B
Units
    
Class C
Units
    
Class D
Units
    
Class E
Units
  
Net investment loss
     (3.98 %)     (2.82 %)     (4.30 %)     N/A       (2.46 %)
Operating expenses
     (4.20 %)     (2.77 %)     (4.03 %)     N/A       (1.99 %)
Net loss
     (8.18 %)     (5.59 %)     (8.33 %)     N/A       (4.44 %)
Total return
     (7.59 %)     (6.19 %)     (5.81 %)     N/A       (5.48 %)

The portfolio turnover rate for the nine months ended September 30, 2011 was 30.95%.  The portfolio turnover rate is a measure of portfolio activity, calculated by dividing the lesser of purchases or sales of securities, excluding securities having maturity dates at acquisition of one year or less, by the average value of the portfolio securities held during the period.
 
NOTE G – INVESTMENTS IN DERIVATIVES CONTRACTS

Investments in derivative contracts are subject to additional risks that can result in a loss of the investment. The Fund’s activities and exposure are classified by the following underlying risks: interest rate, credit foreign currency exchange rate, commodity price, and equity price risks. In addition, the Fund is also subject to counterparty risk should its counterparties fail to meet the terms of their contracts.

The Fund’s derivative activity is stated at fair value. Changes in unrealized appreciation or depreciation of the investments are recognized as unrealized gains and losses in the Interim Statements of Operations.
 

Aspen Diversified Fund LLC
Notes to Financial Statements

NOTE G – INVESTMENTS IN DERIVATIVES CONTRACTS – Continued

Forward Contracts

Forward currency and commodities transactions are contracts for delayed delivery of specific currencies and commodities in which the seller agrees to make delivery at a specified date. The Fund enters into these contracts as speculative investments in the change in value of foreign currencies.  Risks associated with foreign currency and commodities contracts include the inability of counterparties to meet the terms of their contracts as well as movements in fair value and exchange rates. Changes in unrealized appreciation or depreciation of the investments are recognized as unrealized gains and losses in the Interim Statements of Operations.

Futures Contracts

A futures contract represents a commitment for the future purchase or sale of an asset at a specified price on a specified date. The Fund may use futures contracts to gain exposure to, or hedge against, changes in the value of equities and commodities, interest rates or foreign currencies.

Futures contracts provide reduced counterparty risk to the Fund since futures are exchange-traded. The purchase and sale of futures contracts requires margin deposits with a Futures Commission Merchant (“FCM”).  Payments are made or received by the Fund each day, depending on the fluctuations in the contract value, and are recorded as unrealized gains or losses on the Fund’s financial statements.

The volume of the Fund’s derivative activities based on their notional amounts and number of contracts as of September 30, 2012 and December 31, 2011:
 
September 30, 2012
  
Long Exposure
    
Short Exposure
  
Primary underlying risk
  
Notional
Amounts
    
Number of Contracts
    
Notional
Amounts
    
Number of Contracts
  
Foreign currency exchange rate
Forward contracts
   $ 6,221,841         6,128,645     $  109,923          106,878  
Commodity price
Futures contracts
     183,846,154       1,889       21,796,285       251  
    $ 190,067,995       6,130,534     $ 21,906,208       107,129  
 
December 31, 2011
  
Long Exposure
    
Short Exposure
  
Primary underlying risk
  
Notional
Amounts
    
Number of Contracts
    
Notional
Amounts
    
Number of Contracts
  
Foreign currency exchange rate
Forward contracts
   $ 4,013,000       4,042,940     $ 5,320,000       5,307,817  
Commodity price
Futures contracts
      188,425,000        1,105        111,445,000        1,179  
    $ 192,438,000       4,044,045     $ 116,765,000       5,308,996  

 
Aspen Diversified Fund LLC
Notes to Financial Statements

NOTE G – INVESTMENTS IN DERIVATIVES CONTRACTS – Continued

The fair value amounts of derivative instruments in the statement of financial condition as derivative contracts, categorized by primary underlying risk for the period ended September 30, 2012 and year ended December 31, 2011:
 
   
September 30, 2012
    
December 31, 2011
  
Primary underlying risk
  
 
Derivative Assets
    
Derivative Liabilities
    
Derivative Assets
    
Derivative Liabilities
  
                         
Foreign currency exchange rate
Forward contracts
   $ 95,744     $ 54,182     $ 33,269     $ 75,746  
Commodity price
Futures contracts
     1,764,607       1,618,546       2,445,257       1,794,785  
Gross derivative assets and liabilities
     1,860,351       1,672,728       2,478,526       1,870,531  
Less: Master netting arrangements
     -0-       -0-       -0-       -0-  
Less: Cash collateral applied
     -0-       -0-       -0-       -0-  
Net derivative assets and liabilities
   $ 1,860,351     $ 1,672,728     $ 2,478,526     $ 1,870,531  

The net gain and loss amounts included in the statement of operations as net gain (loss) from derivative contracts, categorized by underlying risk for the three and nine months ended September 30, 2012 and 2011:
 
   
For Three Months Ended
    
For Three Months Ended
    
For Nine Months Ended
    
For Nine Months Ended
  
Primary underlying risk
  
September 30, 2012
    
September 30, 2011
    
September 30, 2012
    
September 30, 2011
  
                         
Foreign currency exchange rate
Forward contracts
   $ 49,430     $ (44,771 )   $ (153,263 )   $ (26,377 )
Commodity price
Futures contracts
     2,095,521       918,959       588,217       (1,346,316 )
Total
   $ 2,144,951     $ 874,188     $ 434,954     $ (1,372,693 )

For the nine months ended September 30, 2012 and 2011, futures contracts per Note C are presented net of interest income and expense and commission expense for a net decrease of $241,221 and $330,701, respectively.
 
 
Item 2.  Management's Discussion and Analysis of Financial Condition and Results of Operations.
 
Liquidity.  There are no known demands, commitments, events or uncertainties that will result in or are reasonably likely to result in the Fund’s liquidity increasing or decreasing in any material way.  However, during 2012 the Fund has had net redemptions of $41,365,068.  The Investment Funds in which the Fund invests have varying liquidity opportunities ranging from daily to monthly.  The Fund maintains a limited cash position, but retains sufficient cash to cover current and anticipated liabilities including withdrawal requests by members.  Redemption requests could be delayed due to liquidity constraints of Investment Funds.  Additionally, no material deficiencies in liquidity were identified and there were no material unused sources of liquid assets.

Capital Resources.  There are no commitments for capital expenditures as of the end of the latest fiscal period.   The Fund anticipates offering interests on a continuing basis.  Each additional investment received increases the total capital available for investment.  There are no known material trends, favorable or unfavorable, that would affect, nor any expected material changes to, the Fund’s capital resource arrangements at the present time.  However, the Fund has experienced net redemptions of $41,365,068 during 2012.

Results of Operations.  The Fund is a collective investment pool.   Performance of the Fund may vary considerably from one period to the next.  Results may also vary considerably when compared to results from the same period in previous years.

The collective performance results of the Investment Funds were negative during the nine months ended September 30, 2012.  The Fund’s performance coupled with ongoing operating expenses resulted in an overall negative return for the nine months ended September 30, 2012 of (0.08%).  The returns per class were as follows: (1.44%) for Class A units; (0.03%) for Class B units; 0.36% for Class C units; and 0.73% for Class E units.  Comparative performance for the nine months ended September 30, 2011 resulted in returns per class as follows: (7.59%) for Class A units; (6.19%) for Class B units; (5.81%) for Class C units; and (5.48%) for Class E units.  Class A units were first issued August 1, 2006; Class B units were first issued August 1, 2005; Class C units were first issued on April 1, 2008; and Class E units were first issued July 1, 2005.  Differences in these results may be attributable to general market conditions, timing of investments, and the differences in fee structures by class.
 
The Fund was profitable for the third quarter, due to outsized gains in July. The Fund gained 5.53% that month, mainly due to a dramatic weather-related rally in the grain complex.  Corn and soybean markets were especially profitable.  The apparent willingness of investors to accept more risk in their portfolios created a favorable environment for high yielding currencies, which were also beneficial to the Fund.  Foreign fixed income market trading also resulted in gains, as the established trend continued pushing prices higher.

The Fund was down slightly in August, as investor’s risk appetites increased due to slightly positive news from Europe.  The resulting gains proved to be difficult to maneuver and caused reversals in a number of established trends.  Fortunately, our large allocation to commodities limited our losses.  The Australian dollar, which has been in a pronounced uptrend due to its high-yield status and characterization as a commodity-backed currency, dropped as odds of a rate cut in that country increased and amidst weakness in iron ore prices.  The euro also managed to rally, erasing a long-standing downtrend established last year due to the economic problems of that region.  And the Swiss franc, which has been falling due to aggressive central bank selling, also gained ground.  The Fund profited from continued strength in domestic equities.  Long positions in commodities were also accretive, as a combination of increased demand and weather-related price increases in the agricultural sector extended uptrends in those markets.  It is interesting to note that this market behavior occurred with no concrete improvement in Europe’s fiscal woes.

September also proved unprofitable.  While the month was not as challenging as August’s choppy markets, there was a dearth of tradable opportunities for CTAs, which resulted in widespread losses across the managed futures spectrum.  Government intervention in the form of a third round of quantitative easing (QE) made trading in the financials very difficult.  Trends in foreign fixed income changed directions a number of times.  Currency trading was also adversely effected, as the high yielding currencies experienced a sell-off which precipitated a change in trend.  Fiscal concerns about Spain also surfaced, which caused equity markets to soften in the last two weeks of the month.  One of the largest market moves in September was the “flash crash” in crude oil, which eventually caused the price to drop more than 9% in three trading days.  The market was able to recover about one-quarter of those losses by month-end, but considerable damage was done to trend following strategies in the interim.
 

Off-Balance Sheet Arrangements.  The Fund does not have any off-balance sheet arrangements (as defined in Regulation S-K 303(a)(4)(ii)) that have or are reasonably likely to have a current or future effect on its financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors.

Portfolio Changes.  In addition to routine allocations and rebalancing of assets as determined by the Fund’s Investment Committee, effective September 30, 2012 the Fund’s Investment Advisory Agreement between ADF Trading Company VIII, LLC and LBR Group, Inc. entered into on December 21, 2010 and filed as Exhibit 10.6 of the Fund’s Form 10-K filed on March 31, 2011 was terminated. Assets previously invested under the Investment Advisory Agreement were re-allocated among other investments held by the Fund.
 
Item 3.  Quantitative and Qualitative Disclosures about Market Risk.
 
The Fund is a speculative commodity pool and is a “fund-of-funds” which invests in Investment Funds managed by independent CTAs or other Portfolio Managers.  The market sensitive instruments held by the Fund are acquired for speculative trading purposes, and all or a substantial amount of the Fund’s assets are subject to the risk of trading loss.  Unlike an operating company, the risk of market sensitive instruments is integral, not incidental, to the Fund’s main line of business.
 
Market movements result in frequent changes in the fair market value of the Fund’s holdings and, consequently, in its earnings and cash flow.  The Fund’s market risk is directly influenced by the market risk inherent in the trading of market sensitive instruments traded by Investment Funds.  Holdings by Investment Funds are influenced by a wide variety of factors, including the level and volatility of exchange rates, interest rates, equity price levels, the market value of financial instruments and contracts, the diversification of the Investment Funds’ positions, and the liquidity of the markets in which they trade.
 
Investment Funds in which the Fund invests rapidly acquire and liquidate both long and short positions in a wide range of different markets.  Consequently, it is not possible to predict how a particular future market scenario will affect performance, and the Fund’s past performance is not indicative of its future results.  See “Item 1A. Risk Factors” of the Fund’s Form 10-K, filed with the Securities and Exchange Commission (the “SEC”) on March 27, 2012, for a discussion of trading and non-trading risk factors applicable to the Fund and Investee Pools.

“Value at Risk” is a measure of the maximum amount which the Fund could reasonably be expected to lose in a given market sector.  The exposure by Investment Funds to various market sectors is not transparent to the Fund and therefore, it is not possible to calculate the Value at Risk in any particular market sector.  The Value at Risk exposure of the Fund with any given Investment Fund is the amount of capital invested with that Investment Fund, as set forth below.
 
 
Fair Value of Market Risk Sensitive Instruments
  
Fair Value
as of
September 30, 2012
    
% of Total
  
ADF Trading Company I, LLC (Welton Investment Corporation) †
   $ 4,436,420       7.26 %
ADF Trading Company IV, LLC (Blackwater Capital Management LLC) †
     5,465,451       8.95 %
ADF Trading Company V, LLC (Abraham Diversified Fund) †
     5,608,379       9.18 %
ADF Trading Company VII, LLC (Aspen Partners Ltd) †
     4,668,444       7.64 %
ADF Trading Company IX, LLC (Eckhardt Trading Company) †
     5,893,782       9.65 %
ADF Trading Company X, LLC (Saxon Investment Corporation) †
     5,438,135       8.90 %
ADF Trading Company XI, LLC (Rotella Capital Management) †
     5,577,236       9.13 %
ADF Trading Company XII, LLC (Tactical Investment Management Corp) †
     2,872,736       4.70 %
Aspen Commodity Long Short Fund, LLC
     15,473,616       25.32 %
Crabel Fund LP
     5,665,967       9.27 %
    $ 61,100,166       100.00 %
 
† ADF Trading Company I, LLC, ADF Trading Company IV, LLC, ADF Trading Company V, LLC, ADF Trading Company VII, LLC, ADF Trading Company IX, LLC, ADF Trading Company X, LLC, ADF Trading Company XI, LLC, ADF Trading Company XII, LLC (each a “Trading Company” and together “Trading Companies”) are limited liability companies established by the Fund’s Managing Member through which assets are allocated to managed accounts traded by Portfolio Managers as indicated. The fair value of these accounts includes cash on deposit with the Fund’s clearing broker and the fair value of futures contracts held in each Trading Company’s trading account.
  

The quantitative disclosures above regarding the Fund’s market risk exposures contain “forward-looking statements” within the meaning of the safe harbor from civil liability provided for such statements by the Private Securities Litigation Reform Act of 1995 (set forth in Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)). All quantitative disclosures in this section are deemed to be forward-looking statements for purposes of the safe harbor, except for statements of historical fact.
 
Item 4.  Controls and Procedures.
 
Evaluation of Disclosure Controls and Procedures.  The Managing Partner (principal executive officer), Chief Financial Officer (principal financial officer), and Chief Compliance Officer of the Fund’s Managing Member have evaluated the effectiveness of the design and operation of the Fund’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act) as of September 30, 2012.  These controls and procedures are designed to provide reasonable assurance that the Fund records, processes and summarizes the information required to be disclosed in the reports submitted to the SEC in a timely and effective manner. Based upon this evaluation the Managing Partner, Chief Financial Officer, and Chief Compliance Officer concluded that, as of September 30, 2012, the Fund’s disclosure controls were effective.

Changes in Internal Control over Financial Reporting.  There have been no changes in the Fund’s internal control over financial reporting in the nine months ended September 30, 2012 that have materially affected or are reasonably likely to materially affect the Fund's internal control over financial reporting.  

Limitations on the Effectiveness of Controls. Any control system, no matter how well designed and operated, can provide reasonable (not absolute) assurance that its objectives will be met. Furthermore, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, have been detected.


PART II – OTHER INFORMATION
 
Item 1.  Legal Proceedings.
 
The Fund’s Managing Member is not aware of any material legal proceedings threatened or pending to which the Fund is a party or of which any of the Fund’s property is subject.
 
Item 1A.  Risk Factors.
 
There have been no material changes from the risk factors previously disclosed in response to Item 1A to Part 1 of the Fund’s Form 10-K for the year ended December 31, 2011.

Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds.
 
From July 1, 2012 through September 30, 2012, a total of 796.68 units were sold for the aggregate net subscription amount of  $95,000.  All sales were made only to “accredited investors” and to a limited number of investors who do not qualify as “accredited investors” in accordance with Rule 506 under Regulation D of the Securities Act of 1933, as amended (the “Securities Act”).  Details of the sale of these interests are as follows:

Date of Sale
  
Class of Units
  
Subscription Amount
    
Number of Units
    
Price Per Unit
  
09/01/2012
  
Class B
   $ 95,000       796.68       119.24  
        $ 95,000       796.68          

(b)
Underwriters and Other Purchasers.

The units were not publicly offered.  Units were sold only to “accredited investors” and to a limited number of investors who do not qualify as “accredited investors” in accordance with Rule 506 under Regulation D of the Securities Act.
 
(c)
Consideration.

All units of the Fund were sold for cash as indicated under the heading “Subscription Amount” in the table above.

(d)
Exemption from Registration Claimed.

The units were sold pursuant to Rule 506 of Regulation D under the Securities Act and the sales were exempt from registration under the Securities Act.

(e)
Terms of Conversion or Exercise.

Not applicable.

(f)
Use of Proceeds.

The Fund registered the units on a Registration Statement on Form 10 (Registration No. 000-52544), which was declared effective by the SEC on August 6, 2007. The proceeds from the sale of units will be utilized by the Fund to invest in Investment Funds which engage in trading of futures, forward contracts, commodity interests and option contracts on the foregoing.  The Fund's CTAs and Portfolio Managers may trade in as many as 30 to over 50 markets in the six following sectors: currencies, precious and industrial metals, debt instruments, stock indices, agricultural commodities and energy.
 

The Fund’s Managing Member estimates that 90% or more of the Fund's assets with Investment Funds, including the assets used to satisfy margin and collateral requirements, indirectly will be invested in U.S. Treasury bills or notes or other CFTC-authorized investments or held in bank or bank money market accounts.  All interest earned on Fund assets directly invested in interest bearing investments will accrue to the Fund.  The balance of the Fund's assets will be held in cash in the Fund’s bank account and will be used to maintain liquidity to pay Fund expenses.  The Fund will make no loans, whether by direct loan, commercial paper purchase or other form of loan, to its Managing Member, any affiliate or employee of its Managing Member or any other party, and will not invest in equity securities without prior notice to members.  The Fund’s Managing Member will not commingle the property of the Fund with the property of any other person or entity.

Item 3.  Defaults Upon Senior Securities.
 
None.
 
Item 4.  Mine Safety Disclosures.

None.
 
Item 5.  Other Information.
 
On September 1, 2012, the Managing Member appointed Bryan Fisher as Managing Partner.  Mr. Fisher, born in 1973, joined the Fund in 2000 and became a partner in the Managing Member in 2007. Mr. Fisher is primarily responsible for client relationships in the Mid-Atlantic and Northeast Regions of the United States.  Prior to joining the Managing Member, Mr. Fisher previously worked for First Union Securities’ (now Wells Fargo Securities) Alternative Investment Group where he was responsible for national sales and marketing of seven (7) broad product groups: managed futures, private real estate, oil and gas LPs, exchange funds, hedge funds of funds, private equity/venture capital, and institutional money market funds.  Prior to joining First Union, Mr. Fisher was Vice President of Sales and Marketing for National Holdcasting Corp., a telecommunications firm located in Richmond, VA. Mr. Fisher holds a Bachelor of Arts Degree from Virginia Polytechnic Institute and State University.
 
Item 6.  Exhibits.
 
3.1
Certificate of Formation of Aspen Diversified Fund LLC, dated April 7, 2005, incorporated by reference herein, previously filed as an exhibit to the registrant’s Form 10-K filed on April 17, 2008.
3.2
Limited Liability Company Agreement of Aspen Diversified Fund LLC, incorporated by reference herein, previously filed as an exhibit to the registrant’s Form 10 filed on August 6, 2007.
31.1
31.2
31.3
32.1
32.2
32.3
101.INS
XBRL Instance Document
101.SCH
XBRL Taxonomy Extension Schema Document
101.CAL
XBRL Taxonomy Extension Calculation Linkbase
101.DEF
XBRL Taxonomy Extension Definition Linkbase Document
101.LAB
XBRL Taxonomy Extension Label Linkbase Document
101.PRE
XBRL Taxonomy Extension Presentation Linkbase Document
 
 
 
Dated:  November 14, 2012
 
Aspen Diversified Fund LLC

By:           Aspen Partners, Ltd., Managing Member
 

                                                                  /s/ Bryan R. Fisher                                                                
Bryan R. Fisher
Managing Partner


                                                                  /s/ Deborah Terry                                                                
Deborah Terry
Chief Financial Officer


  /s/ Adam Langley                                                                
Adam Langley
Chief Compliance Officer