Exhibit (k)(iii)

Expense Limitation Agreement

As of January 13, 2004

Managers of Man-Glenwood Lexington TEI, LLC

Managers of Man-Glenwood Lexington Associates Portfolio, LLC

With reference to the Investment Advisory Agreement entered into by Glenwood
Capital Investments, L.L.C. (the "Adviser") with Man-Glenwood Lexington
Associates Portfolio, LLC (the "Portfolio") and with the Services Agreement
proposed to be entered into by the Adviser with Man-Glenwood Lexington TEI, LLC
("TEI"), respectively, we hereby notify you as follows:

         1.       Through December 31, 2005, the Adviser agrees to limit the
                  total annualized expenses (excluding fees and expenses of
                  underlying funds) of TEI and the Portfolio to the amount of
                  3.0% of net assets attributable to beneficial interests in TEI
                  and the Portfolio.

         2.       After December 31, 2005, this Expense Limitation Agreement
                  shall automatically renew for one-year terms and may be
                  terminated by the Adviser, TEI or the Portfolio upon thirty
                  (30) days' prior written notice to the other party.

                                           Very truly yours,

                                           GLENWOOD CAPITAL INVESTMENTS, L.L.C.

                                           By: _________________________________
                                           Name:
                                           Title:

ACCEPTED AND AGREED TO ON                  ACCEPTED AND AGREED TO ON
BEHALF OF MAN-GLENWOOD                     BEHALF OF MAN-GLENWOOD
LEXINGTON ASSOCIATES PORTFOLIO,            LEXINGTON TEI, LLC:
LLC:

By: ______________________________         By: ______________________________
Name: Steven Zoric                         Name: Steven Zoric
Title: Secretary                           Title: Secretary