Aetos Alternatives Management LP

Item 5 Fees and Compensation

    A. Describe how you are compensated for your advisory services. Provide your fee schedule. Disclose whether the
       fees are negotiable.

       As compensation for its advisory services to clients invested in the Aetos Funds, AAM charges an annual
       management fee calculated as a percentage of assets under management and may also charge an annual
       performance-based fee calculated as a percentage of the net return in the client’s account over a benchmark.
       Annual management fees may range from .55% to 1.15% of a client’s assets invested in the Aetos Funds, and
       annual performance-based fees are typically up to 10% of the net return in the client’s account for the calendar
       year. Performance-based fees may incorporate a hurdle rate and/or be calculated on a “high water mark” basis.
       Both the annual management fee and the annual performance-based fee are negotiable, primarily based on the
       size of a client’s account, the nature of the services to be provided, and the client’s preference regarding the
       combination of asset-based and performance-based fees. The management fee charged to a client’s account will
       be reduced by the amount of any fees paid to AAM by the Aetos Funds with respect to the client’s assets.

       Fees charged to Separate Account clients are negotiable and will vary depending on the size of the investment
       and the nature and extent of the services to be provided. Such fees may include an annual asset-based
       management fee or a combination of an annual asset-based management fee and an annual performance-based
       fee.

    B. Describe whether you deduct fees from clients’ assets or bill clients for fees incurred. If clients may select either
       method, disclose this fact. Explain how often you bill clients or deduct your fees.

       Clients of AAM who invest in the Aetos Funds generally pay their investment advisory fees by redeeming
       fund shares and directing the proceeds be paid to AAM, although they may also elect to be invoiced directly.
       The investment advisory fees paid through such redemptions will be reduced by the amount of any fees paid
       to AAM by the Aetos Funds with respect to such client’s account, which are paid to AAM by the Aetos Funds
       monthly in arrears. Management fees are typically paid quarterly in arrears, and performance-based fees, if
       any, are typically paid annually in arrears. Separate Account clients of AAM may elect to have their fees
       deducted from their account or to be invoiced for their fees. In either case, management fees are paid in

         arrears either on a monthly or a quarterly basis and performance-based fees, if any, are typically paid annually
         in arrears.

     C. Describe any other types of fees or expenses clients may pay in connection with your advisory services.

         In addition to the fees payable to AAM outlined above, clients invested in the Aetos Funds indirectly bear
         their proportionate share of custody, administration, legal, accounting and other expenses of the Aetos Funds,
         which are payable directly by the Aetos Funds and thereby reduce the value of a client’s Aetos Funds
         investment. Separate Account clients typically contract and pay for such services directly.

         Both Aetos Fund and Separate Account clients also bear, indirectly, their proportionate share of the expenses
         of the funds and other vehicles in which they invest. These expenses typically include brokerage
         commissions, mark-ups, transaction-related taxes and other costs associated with trading, management and
         performance-based fees, borrowing costs, administration expenses, custody expenses, and legal and
         accounting expenses, among others.

     D. If your clients either may or must pay your fees in advance, disclose this fact.

         AAM’s investment advisory fees are paid in arrears.

     E. If you or any of your supervised persons accepts compensation for the sale of securities or other investment
        products, including asset-based sales charges or service fees from the sale of mutual funds, disclose this
        fact.

         There is no compensation payable to AAM or any supervised person of AAM for the sale of securities or
         other investment products.

Item 7 Types of Clients

         AAM provides investment advice to investment companies, public and corporate pension plans, endowments,
         foundations, trusts, and other institutional clients and high net worth individuals. The minimum account size

        is typically $1,000,000, which may be waived for certain clients.