SUBSCRIPTION AGREEMENT between AETOS CAPITAL OPPORTUNITIES FUND, LLC and JAMES M. ALLWIN

Exhibit (p)

SUBSCRIPTION AGREEMENT

between

AETOS CAPITAL OPPORTUNITIES FUND, LLC

and

XXXXX X. XXXXXX

For and in consideration of the mutual agreements herein contained, XXXXX X. XXXXXX (the “Subscriber”) hereby agrees to purchase from AETOS CAPITAL OPPORTUNITIES FUND, LLC, (the “Fund”), and the Fund hereby agrees to sell to the Subscriber a limited liability company interest in the Fund in consideration for $100,000, upon the following terms and conditions:

1. The Subscriber agrees to pay $100,000 to the Fund upon demand.

2. The Subscriber agrees that these initial interests in the Fund are being purchased for investment purposes with no present intention of reselling or redeeming said interests.

/S/    XXXXX X. XXXXXX        

XXXXX X. XXXXXX

AETOS CAPITAL OPPORTUNITIES FUND, LLC
By:		Aetos Alternatives Management, LLC Manager
By:		/S/    XXXXXX XXXXXXX
		Name:		Xxxxxx Xxxxxxx
		Title:		Managing Director