HATTERAS TRADING ADVISORS FIRST AMENDMENT TO THE PRIVATE INVESTMENT COMPANY CUSTODY AGREEMENT

HATTERAS TRADING ADVISORS

FIRST AMENDMENT TO THE PRIVATE INVESTMENT COMPANY

CUSTODY AGREEMENT

THIS FIRST AMENDMENT dated as of August 22, 2012, to the Private Investment

Company Custody Agreement dated as of September 22, 2011, (the "Agreement"), is entered into by and among Hatteras Trading Advisors, an exempted company incorporated in the Cayman Islands with limited liability (the "Company"), Hatteras Alternative Mutual Funds, LLC (the "Advisor") and U.S. Bank National Association, a national banking association (the "Custodian").

RECITALS

WHEREAS, the Advisor, the Company and the Custodian have entered into the Agreement;

and

WHEREAS, the parties desire to amend the Agreement to amend the fees; and

WHEREAS, Article 14 of the Agreement allows for its amendment by a written instrument

executed by all parties.

NOW, THEREFORE, the parties agree as follows:

Exhibit B of the Agreement is hereby superseded and replaced with Amended Exhibit B

attached hereto.

Except to the extent supplemented hereby, the Agreement shall remain in full force and effect.

IN WITNESS WHEREOF, the parties hereto have caused this First Amendment to be

executed by a duly authorized officer on one or more counterparts as of the date and year first written above.

Hatteras Trading Advisors	U.S. Bank, N.A.
By: /s/ R. Xxxxx Xxxxx	By: /s/ Xxxxxxx X. XxXxx
Printed Name: R. Xxxxx Xxxxx	Printed Name: Xxxxxxx X. XxXxx
Title:  Treasurer	Title:  Senior Vice President

Hatteras Alternative Mutual Fund, LLC

By: /s/ R. Xxxxx Xxxxx

Printed Name: R. Xxxxx Xxxxx

Title:  CFO

AMENDED EXHIBIT B to the Private Investment Company Custody Agreement

Hatteras Trading Advisors

Hatteras Trading Advisors

Hatteras Trading Advisors

DOMESTIC CUSTODY SERVICES

Fee Scheduled at September 1, 2012

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Annual Fee Based Upon Market Value

% (basis point) on average daily market value

The basis point market value change will NOT be assessed on any Fund of the Company which purchases shares of the Underlying Funds Trust as their primary Investment strategy.

Minimum annual fee per fund - $

Plus portfolio transaction fees

Portfolio Transaction Fees

$ per book entry OTC transaction/Federal Reserve transaction/principal paydown

$ per short sale

$ per U.S. Bank repurchase agreement transaction

$ per option/future contract written, exercised or expired

$ per mutual fund trade

$ Fed wire/margin variation Fed wire

$ per physical security transaction

$ per segregated account per year

•A transaction is a purchase/sale of a security, free receipt/free delivery, maturity, tender or exchange.

•No charge for the initial conversion free receipt.

•Overdrafts - charged to the account at prime interest rate plus 2.

Chief Compliance Officer Support Fee

 •$ /year

Out-Of-Pocket Expenses

Including but not limited to expenses incurred In the safekeeping, delivery and receipt of securities, shipping, transfer fees, deposit withdrawals at custodian (OWAC) fees and extraordinary expenses based upon complexity.

Subject to annual CPI increase, Milwaukee MSA.

Fees are billed monthly.

AMENDED Exhibit B (continued) to the Private Investment Company Custody Agreement

GLOBAL SUB-CUSTODIAL SERVICES ANNUAL FEE SCHEDULE at September 1, 2012
Country	Instrument	Safekeeping (BPS)	Transaction Fee		Country	Instrument	Safekeeping (BPS)	Transaction Fee
Argentina	All				Lebanon	All
Australia	All				Lithuania	All
Austria	All				Luxembourg	All
Bahrain	All				Malaysia	All
Bangladesh	All				Mali*	All
Belgium	All				Malta	All
Benin*	All				Mauritius	All
Bermuda	All				Mexico	All
Botswana	All				Morocco	All
Brazil	All				Namibia	All
Bulgaria	All				Netherlands	All
Burkina Faso*	All				New Zealand	All
Canada	All				Niger*	All
Cayman Islands*	All				Nigeria	All
Channel Islands*	All				Norway	All
Chile	All				Oman	All
China “A” Shares	All				Pakistan	All
China “B” Shares	All				Peru	All
Columbia	All				Philippines	All
Costa Rica	All				Poland	All
Croatia	All				Portugal	All
Cyprus*	All				Qatar	All
Czech Republic	All				Romania	All
Denmark	All				Russia	Equities/Bonds
Ecuador	All				Russia	MINFINs
Egypt	All				Senegal*	All
Estonia	All				Singapore	All
Euromarkets(3)	All				Slovak Republic	All
Finland	All				Slovenia	All
France	All				South Africa	All
Germany	All				South Korea	All
Ghana	All				Spain	All
Greece	All				Sri Lanka	All
Guinea Bissau*	All				Swaziland	All
Hong Kong	All				Sweden	All
Hungary	All				Switzerland	All
Iceland	All				Taiwan	All
India	All				Thailand	All
Indonesia	All				Togo*	All
Ireland	All				Trinidad & Tobago*	All
Israel	All				Tunisia	All
Italy	All				Turkey	All
Ivory Coast	All				UAE	All
Jamaica*	All				United Kingdom	All
Japan	All				Ukraine	All
Jordan	All				Uruguay	All
Kazakhstan	All				Venezuela	All
Kenya	All				Vietnam*	All
Latvia	Equities				Zambia	All
Latvia	Bonds

* Additional customer documentation and indemnification will be required prior to establishing accounts in these markets.

Annual Base Fee· $  per account (fund) will apply.

•Euroclear - Eurobonds only. Eurobonds are held in Euroclear at a standard rate, but other types of securities (Including but not limited to equities, domestic market debt and mutual funds) will be subject to a surcharge. In addition, certain transactions that are delivered within Euroclear or from a Euroclear account to a third party depository or settlement system, will be subject to a surcharge (surcharge schedule available upon request).

•For all other markets specified above, surcharges may apply if a security Is held outside of the local market.

Straight Through Processing - fees waived.

Cash Transactions:

• 3rd Party Foreign Exchange - a Foreign Exchange transaction undertaken through a 3rd party will be charged $.

Tax Reclamation Services: May be subject to additional charges depending upon the service level agreed. Tax reclaims that have been outstanding for more than 6 (six) months with the client will be charged $ per claim.

Out of Pocket Expenses

•Charges incurred by U.S. Bank, N.A. for local taxes, stamp duties or other local duties and assessments, stock exchange fees, postage and insurance for shipping, facsimile reporting, extraordinary telecommunications fees, proxy services and other shareholder communications or other expenses which are unique to a country in which the client or Its clients is investing will be passed along as Incurred.

•A surcharge may be added to certain out-of-pocket expenses listed herein to cover handling, servicing and other administrative costs associated with the activities giving rise to such expenses. Also, certain expenses are charged at a predetermined flat rate.

•SWIFT reporting and message fees.