Thirty Eight Hundred Fund LLC formerlly Jerboa Funding THE FUND - Wells Fargo & Co - WFC HOLDINGS CORP

Item 6. Name and address of each investment adviser of registrant.

Wells Capital Management Inc.

525 Market Street, 10th Floor

San Francisco, CA 94105

(Upon signing and approval of the investment advisory agreement between Wells Capital Management and the Fund.) THE THIRTY-EIGHT HUNDRED FUND, LLCManagement CommentaryNovember30, 2009Dear Shareholders:This past year has been one of nearly unprecedented market volatility, followed by massive intervention by the Federal Reserve (Fed) and the Treasury Department. The Feds sizeable residential mortgage backed securities (MBS) purchase program has helped restore order and confidence in the market. Government sponsored lending programs, including Term Asset-Backed Securities Loan Facility (TALF), helped jumpstart other markets such as commercial mortgage backed securities (CMBS).The key market segments in which we have accumulated assets - MBS, CMBS, and auto lease backed securities (Auto) - have all performed well in 2009.MBS spreads improved dramatically on both agency-backed and non-agency/private MBS. Spread tightening was driven principally by strong demand from the Fed purchase program and a grab for assets from a number of investors coupled with a lack of new issuance on the non-agency side. These forces narrowed spreads by as much as 75-100bp resulting in appreciation in the value of MBS held by the Fund.Similarly, CMBS spreads narrowed in 2009 benefiting from Government support through Public Private Investment Program (PPIP) and TALF. The CMBS components of Barclays Capital US Aggregate Index delivered +2,710 excess returns vs. US Treasuries for full year 2009. CMBS was a strong contributor to the Funds 2009 performance.The Auto paper market was the strongest performer for the Fund in 2009 and is the closest to what participants would call back to normal. Nominal spreads contracted dramatically by the end of 2009; for example 3-Yr AAA Auto paper spreads narrowed by more than 600bp from year-end 2008. This performance was reflected in the increased valuation of the Funds Auto investments.It has become increasingly difficult, however, to source new investments with an adequate return, as overall fixed income securities rallied in price during 2009, resulting in low current yields. This challenge is magnified, as the Funds current investment mix throws off significant monthly cash flows.As result of limited opportunities in the term market, we expect to carry somewhat larger portion of the Funds assets in a money market strategy. Consequently, it is unlikely that the Fund will be able to replicate the performance of the past year.Regards,Wells Capital Management

1. Jerboa (from Arabic yarb' or Hebrew yarba' ) form the bulk of the membership of the family Dipodidae. Jerboas are hopping desert rodents ... Characteristics - Burrows and Behavior 2. SEC Info - Wells Fargo & Co/MN - 10-K - For 12/31/06 - EX-21Mar 1, 2007 ... Jerboa Funding, LLC. Delaware. John Laing Mortgage, LP. California .... Wells Fargo Alaska Trust Company, National Association ...www.secinfo.com/dsvrp.u4D9.8.htm - Cached - Similar Wells Fargo & Co/MN 10-K For12/31/06 EX-21

Filed On 3/1/07 11:02am ET SEC File 1-02979 AccessionNumber950134-7-4518

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As Of Filer Filing As/For/On Docs:Pgs Issuer Agent 3/01/07 Wells Fargo & Co/MN 10-K 12/31/06 13:266 Bowne of Dallas I..01/FA

Annual Report Form 10-KFiling Table of Contents

Document/Exhibit Description Pages Size 1: 10-K Annual Report HTML 131K

2: EX-10.(A) Material Contract HTML 7K

3: EX-10.(F) Material Contract HTML 9K

4: EX-12.(A) Statement re: Computation of Ratios HTML 23K

5: EX-12.(B) Statement re: Computation of Ratios HTML 28K

6: EX-13 Annual or Quarterly Report to Security Holders HTML 1,321K

7: EX-21 Subsidiaries of the Registrant HTML 96K 8: EX-23 Consent of Experts or Counsel HTML 13K

9: EX-24 Power of Attorney HTML 8K

10: EX-31.(A) Certification per Sarbanes-Oxley Act (Section 302) HTML 11K

11: EX-31.(B) Certification per Sarbanes-Oxley Act (Section 302) HTML 11K

12: EX-32.(A) Certification per Sarbanes-Oxley Act (Section 906) HTML 7K

13: EX-32.(B) Certification per Sarbanes-Oxley Act (Section 906) HTML 7K

EX-21 Subsidiaries of the Registrant

EX-21 Subsidiaries of the Registrant

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EXHIBIT 21

SUBSIDIARIES OF THE PARENT

The following is a list of the direct and indirect subsidiaries of the Parent as of December31, 2006:

Jurisdiction of Incorporation

Subsidiaryor Organization

1st Capital Mortgage, LLC Delaware

A.G. Edwards Mortgage, LLC Delaware

ACO Brokerage Holdings Corporation Delaware

Acordia Brokerage Services, Ltd. Bermuda

Acordia Management Services Ltd. Bermuda

Acordia Northeast, Inc. New York

Acordia of Indiana, Inc. Indiana

Acordia of Virginia Insurance Agency, Inc. Virginia

Acordia Services, Inc. Delaware

Acordia Southeast, Inc. Mississippi

Advance Mortgage Virginia

Advantage Home Mortgage, LLC Delaware

Advantage Mortgage Partners, LLC Delaware

Alano Funding, LLC Delaware

Alaska Best Mortgage, LLC Delaware

Alces Funding, LLC Delaware

Alliance Home Mortgage, LLC Delaware

Alopekis Funding, LLC Delaware

Aman Collection Service, Inc. South Dakota

Amber Asset Management Inc. Maryland

Amber Mortgage, LLC Delaware

American Clearinghouse, LLC Delaware

American E & S Insurance Brokers California, Inc. California

American Priority Mortgage, LLC Delaware

American Securities Company California

American Securities Company of Missouri Missouri

American Securities Company of Nevada Nevada

American Securities Company of Utah Utah

American Southern Mortgage Services, LLC Delaware

APM Mortgage, LLC Delaware

Arcturus Trustee Limited United Kingdom

Arizona Community Mortgage, LLC Delaware

Ashton Woods Mortgage, LLC Delaware

Aspen Delaware Funding, LLC Delaware

ATC Realty Fifteen, Inc. California

ATC Realty Nine, Inc. California

ATC Realty Sixteen, Inc. California

Augustus Ventures, L.L.C. Nevada

Azalea Asset Management, Inc. Delaware

Bancshares Insurance Company Vermont

Belgravia Mortgage Group, LLC Delaware

Bellwether Mortgage, LLC Delaware

Benefit Mortgage, LLC Delaware

Bergamasco Funding, LLC Delaware



Berks Mortgage Services, LLC Delaware

BHS Home Loans, LLC Delaware

Bitterroot Asset Management, Inc. Delaware

Blackhawk Bancorporation Iowa

Blue Spirit Insurance Company Vermont

Bluebonnet Asset Management, Inc. Delaware

Brittlebush Financing, LLC Nevada

Bryan, Pendleton, Swats & McAllister, LLC Tennessee

Builders Mortgage Company, LLC Delaware

Canopus Finance Trust Delaware

Capital Pacific Home Loans, LP Delaware

Capstone Home Mortgage, LLC Delaware

Carnation Asset Management, Inc. Delaware

Centennial Home Mortgage, LLC Delaware

Central Bucks Mortgage, LLC Delaware

Centurion Agency Nevada, Inc. Nevada

Centurion Casualty Company Iowa

Centurion Life Insurance Company Missouri

Certified Home Loans, LLC Delaware

Cervus Funding, L.P. Delaware

CGT Insurance Company LTD. Barbados

Charter Holdings, Inc. Nevada

Chestnut Asset Management, Inc. Delaware

CHL Home Mortgage, LLC Delaware

Choice Home Financing, LLC Delaware

Choice Mortgage Servicing, LLC Delaware

CityLife Lending Group, LLC Delaware

Collin Equities, Inc. Texas

Colorado Mortgage Alliance, LLC Delaware

Colorado Professionals Mortgage, LLC Delaware

Columbine Asset Management, Inc. Delaware

Commerce Funding Corporation Maryland

Copper Asset Management, Inc. Delaware

Crocker Properties, Inc. California

DH Financial, LLC Delaware

Dial Finance Company, Inc. Nevada

Dial National Community Benefits, Inc. Nevada

Discovery Home Loans, LLC Delaware

Dynami Mortgage, LLC Delaware

Eastdil Secured, L.L.C. New York

Eastern Mortgage Authority, LLC Delaware

Eaton Village Associates, Ltd. Co. New Mexico

Edward Jones Mortgage, LLC Delaware

Elite Home Mortgage, LLC Delaware

Ellis Advertising, Inc. Iowa

Ennis Home Mortgage, LP Delaware

Everest Management S.A. Luxembourg

Express Financial & Mortgage Services, LLC Delaware

EZG Associates Limited Partnership Delaware

Falcon Asset Management, Inc. Delaware

Family Home Mortgage, LLC Delaware

Financial Resources Mortgage, LLC Delaware

Finvercon USA, Inc. Nevada

First Associates Mortgage, LLC Delaware

First Commerce Bancshares, Inc. Nebraska

First Commonwealth Home Mortgage, LLC Delaware



First Community Capital Corporation Texas

First Community Capital Corporation of Delaware, Inc. Delaware

First Community Capital Trust I Delaware

First Community Capital Trust II Delaware

First Community Capital Trust III Delaware

First Mortgage Consultants, LLC Delaware

First Place Financial Corporation New Mexico

First Rate Home Mortgage, LLC Delaware

First Security Capital I Delaware

First Valley Delaware Financial Corporation Delaware

FIT II GP, LLC Delaware

Five Star Lending, LLC Delaware

FNL Insurance Company Vermont

Foothill Capital Corporation California

Foothill Income Trust II, L.P. Delaware

Foothill Partners IV, L.P. Delaware

Foundation Mortgage Services, LLC Delaware

FP, IV GP, LLC Delaware

FPFC Management LLC New Mexico

Fulton Homes Mortgage, LLC Delaware

Galliard Capital Management, Inc. Minnesota

Generation Home Mortgage, LLC Delaware

Genesis Mortgage, LLC Delaware

Global General Mortgage, LLC Delaware

Gold Coast Home Mortgage Delaware

Golden Funding Company Cayman Islands

Golden Pacific Insurance Company Vermont

Goldenrod Asset Management, Inc. Delaware

Great East Mortgage, LLC Delaware

Great Plains Insurance Company Vermont

Greater Atlanta Financial Services, LLC Delaware

Greenfield Funding, LLC Minnesota

Greenridge Mortgage Services, LLC Delaware

Greylock Investments, LLC Delaware

Griffin Financial Services, LLC Delaware

GST Co. Delaware

Guarantee Pacific Mortgage, LLC Delaware

H.D. Vest Advisory Services, Inc. Texas

H.D. Vest Insurance Agency, L.L.C. Texas

H.D. Vest Insurance Agency, L.L.C. Montana

H.D. Vest Insurance Agency, L.L.C. Massachusetts

H.D. Vest Investment Securities, Inc. Texas

H.D. Vest Technology Services, Inc. Texas

H.D. Vest, Inc. Texas

HADBO Investments C.V. Netherlands

Hallmark Mortgage Group, LLC Delaware

Harrier Funding, LLC Delaware

Havanese Funding, LLC Delaware

Hearthside Funding, L.P. California

Hendricks Mortgage, LLC Delaware

Heritage Home Mortgage Group, LLC Delaware

Hewitt Mortgage Services, LLC Delaware

Home Services Title Reinsurance Company Vermont



HomeLife Financial, LLC Delaware

Homeservices Lending, LLC Delaware

Hometown Mortgage, LLC Delaware

Horizon Mortgage, LLC Delaware

Hubble Home Loans, LLC Delaware

Iapetus Funding, LLC Delaware

IBID, Inc. Delaware

Illustrated Properties Mortgage Company, LLC Delaware

Ilumina Mortgage, LLC Delaware

Insurance Risk Managers, Ltd. Illinois

Integrity Home Funding, LLC Delaware

Interwest Capital Trust I Delaware

IntraWest Asset Management, Inc. Delaware

Iris Asset Management, Inc. Delaware

Island Finance Credit Services, Inc. New York

Island Finance Holding Company, LLC Cayman Islands

Island Finance New York, Inc. New York

Island Finance Puerto Rico, Inc. Delaware

Island Finance Sales Finance Corporation Cayman Islands

Island Finance Sales Finance Trust Puerto Rico

IWIC Insurance Company Vermont

Jerboa Funding, LLC Delaware

John Laing Mortgage, LP California

Jones & Minear Financial Services, LLC Delaware

JTS Financial, LLC Delaware

KD Mortgage, LLC Delaware

Keller Mortgage, LLC Delaware

Leader Mortgage, LLC Delaware

Legacy Mortgage Delaware

Lincoln Building Corporation Colorado

Linear Financial, LP Delaware

Lowry Hill Investment Advisors, Inc. Minnesota

M.C.E.B. Agency, Inc. Ohio

Marben Mortgage, LLC Delaware

Marigold Asset Management, Inc. Delaware

Marigold International Limited Cayman Islands

Martinius Corporation Minnesota

Master Home Mortgage, LLC Delaware

Mastiff Funding, LP Delaware

Max Mortgage, LLC Delaware

MC of America, LLC Delaware

MCIG Pennsylvania, Inc. Pennsylvania

MCZ/Centrum Mortgage Company, LLC Delaware

Mercantile Mortgage, LLC Delaware

MJC Mortgage Company, LLC Delaware

Monument Peak, LLC Delaware

Morrison Financial Services, LLC Delaware

Mortgage 100, LLC Delaware

Mortgages On-Site, LLC Delaware

Mortgages Unlimited, LLC Delaware

Mulberry Asset Management, Inc. Delaware

Mutual Service Mortgage, LLC Delaware

National Bancorp of Alaska, Inc. Delaware

National Condo Lending, LLC Delaware

NDC Financial Services, LLC Delaware

NEC VIII, LLC Delaware

Nero Limited, LLC Delaware



New West Mortgage Services, LLC Delaware

NHI Home Mortgage, LLC Delaware

North Star Mortgage Guaranty Reinsurance Company Vermont

Northern Prairie Indemnity Limited Cayman Islands

Northwest Home Finance, LLC Delaware

Norwest Alliance System, Inc. Minnesota

Norwest Equity Capital, L.L.C. Minnesota

Norwest Equity Partners IV, a Minnesota Limited Partnership Minnesota

Norwest Equity Partners V, a Minnesota Limited Partnership Minnesota

Norwest Equity Partners VI, LP Minnesota

Norwest Equity Partners VII, LP Minnesota

Norwest Equity Partners VIII, LP Delaware

Norwest Financial Canada DE, Inc. Delaware

Norwest Financial Funding, Inc. Nevada

Norwest Financial Investment 1, Inc. Nevada

Norwest Financial Investment, Inc. Nevada

Norwest Financial Massachusetts Massachusetts

Norwest Home Improvement, Inc. Texas

Norwest Limited LP, LLLP Delaware

Norwest Mezzanine Partners I, LP Minnesota

Norwest Mezzanine Partners II, LP Delaware

Norwest Properties Holding Company Minnesota

Norwest Venture Capital Management, Inc. Minnesota

Norwest Venture Partners FVCI-Mauritius Mauritius

Norwest Venture Partners IX, LP Delaware

Norwest Venture Partners VI, LP Minnesota

Norwest Venture Partners VI-A, LP Delaware

Norwest Venture Partners VII, LP Minnesota

Norwest Venture Partners VII-A, LP Delaware

Norwest Venture Partners VIII, LP Delaware

Norwest Venture Partners X, LP Delaware

Norwest Venture Partners-Mauritius Mauritius

NVP Associates, LLC Delaware

Pacific Coast Home Mortgage, LLC Delaware

Pacific Northwest Bancorp Washington

Pacific Northwest Statutory Trust I Connecticut

Pageantry Mortgage, LLC Delaware

Paramount Mortgage of Polk County, LLC Delaware

Parkway Mortgage and Financial Center, LLC Delaware

PCM Mortgage, LLC Delaware

Peak Home Mortgage, LLC Delaware

Pelican Asset Management, Inc. Delaware

Peony Asset Management, Inc. Delaware

Peregrine Capital Management, Inc. Minnesota

Personal Mortgage Group, LLC Delaware

Pheasant Asset Management, Inc. Delaware

Pinnacle Mortgage of Nevada, LLC Delaware

Platinum Residential Mortgage, LLC Delaware

Playground Financial Services, LLC Delaware

Precedent Mortgage, LLC Delaware

Premier Home Mortgage California

Premium Financial Services, Inc. Kentucky

Prestige Claims Service, Inc. West Virginia

Primrose Asset Management, Inc. Delaware

Private Mortgage Advisors, LLC Delaware

Professional Financial Services of Arizona, LLC Delaware

Properties Mortgage, LLC Delaware

Pumi Funding, LLC Delaware

Quail Asset Management, LLC Delaware

Real Estate Financial Delaware

Real Living Mortgage, LLC Delaware

Regency Insurance Agency, Inc. Minnesota

Related Financial, LLC Delaware

Reliable Finance Holding Company Puerto Rico

Reliable Finance Holding Company, LLC Nevada

Reliable Financial Services, Inc. Puerto Rico

Reliable Insurance Services Corp. Puerto Rico

Residential Community Mortgage Company, LLC Delaware

Residential Home Mortgage Investment, L.L.C. Delaware

ResortQuest Mortgage, LLC Delaware

Rigil Finance, LLC Delaware

River City Group, LLC Delaware

Riverside Home Loans, LLC Delaware

Ruby Asset Management Inc. Maryland

Rural Community Insurance Agency, Inc. Minnesota

Rural Community Insurance Company Minnesota

Russ Lyon Mortgage, LLC Delaware

RWF Mortgage Company California

RWF Mortgage, LLC Delaware

Sagebrush Asset Management, Inc. Delaware

Saguaro Asset Management, Inc. Delaware

Sapphire Asset Management Inc. Maryland

Scott Life Insurance Company Arizona

Secured Capital Corp California

Security First Financial Group, LLC Delaware

SecurSource Mortgage, LLC Delaware

SelectNet Plus, Inc. West Virginia

SG Group Holdings LLC Delaware

SG New York LLC Delaware

SG Pennsylvania LLC Delaware

SG Tucson LLC Delaware

Sierra Delaware Funding, LLC Delaware

Sierra Peaks Funding, LP Delaware

Silver Asset Management, Inc. Delaware

Sirius Finance, LLC Delaware

Skyline Home Mortgage, LLC Delaware

Smart Mortgage, LLC Delaware

Smith Family Mortgage, LLC Delaware

Southeast Home Mortgage, LLC Delaware

Southeast Minnesota Mortgage, LLC Delaware

Southern Ohio Mortgage, LLC Delaware



Southwest Partners, Inc. California

Spring Cypress Water Supply Corporation Texas

Stagecoach Insurance Agency, Inc. California

Stagecoach Insurance Services, LLC Delaware

Stock Financial Services, LLC Delaware

Summit National Mortgage, LLC Delaware

Sunbelt Funding Services, LLC Delaware

Sundance Mortgage, LLC Delaware

Superior Guaranty Insurance Company Vermont

Superior Health Care Management, Inc. Delaware

Sutter Advisors LLC Delaware

Sweetroot Funding, LLC Delaware

Tai Mo Shan Investments Partnership Hong Kong

TAI Title Trust Delaware

Telomian Funding, Inc. Delaware

Texas Financial Bancorporation, Inc. Minnesota

The Foothill Group, Inc. Delaware

The Trumbull Group, LLC Delaware

Tiberius Ventures, L.L.C. Nevada

TMS Funding II Limited Cayman Islands

TMS Funding Limited Cayman Islands

Topaz Asset Management Inc. Maryland

Touchstone Home Mortgage, LLC Delaware

Trademark Mortgage, LLC Delaware

Triple Diamond Mortgage and Financial, LLC Delaware

Two Rivers Corporation Colorado

United California Bank Realty Corporation California

Valley Asset Management, Inc. Delaware

Victoria Investments, LLC Delaware

Village Communities Financial, LLC Delaware

Village Mortgage, LLC Delaware

Violet Asset Management, Inc. Delaware

Wapiti Funding, LLC Delaware

Washington Mortgage, LLC Delaware

Waterways Home Mortgage, LLC Delaware

WCI Mortgage, LLC Delaware

Wells Capital Management Incorporated California

Wells Fargo Alaska Trust Company, National Association United States

Wells Fargo Alternative Asset Management, LLC Delaware

Wells Fargo Asia Limited Hong Kong

Wells Fargo Asset Management Corporation Minnesota

Wells Fargo Asset Securities Corporation Delaware

Wells Fargo Auto Finance, Inc. California

Wells Fargo Auto Receivables Corporation Delaware

Wells Fargo Bank Grand Junction, National Association United States

Wells Fargo Bank Grand Junction-Downtown, National Association United States

Wells Fargo Bank International United States

Wells Fargo Bank Northwest, National Association United States

Wells Fargo Bank, Ltd. California

Wells Fargo Bank, National Association United States



Wells Fargo Bill Presentment Venture Member, LLC Delaware

Wells Fargo Brokerage Services, LLC Delaware

Wells Fargo Capital A Delaware

Wells Fargo Capital B Delaware

Wells Fargo Capital C Delaware

Wells Fargo Capital Holdings, Inc. Delaware

Wells Fargo Capital I Delaware

Wells Fargo Capital II Delaware

Wells Fargo Capital IV Delaware

Wells Fargo Capital IX Delaware

Wells Fargo Capital V Delaware

Wells Fargo Capital VI Delaware

Wells Fargo Capital VII Delaware

Wells Fargo Capital VIII Delaware

Wells Fargo Capital X Delaware

Wells Fargo Cash Centers, Inc. Nevada

Wells Fargo Central Bank California

Wells Fargo Century, Inc. New York

Wells Fargo Community Development Corporation Nevada

Wells Fargo Community Development Enterprises, Inc. Nevada

Wells Fargo Credit Card Funding LLC Delaware

Wells Fargo Credit Card Master Note Trust Delaware

Wells Fargo Credit, Inc. Minnesota

Wells Fargo Delaware Trust Company Delaware

Wells Fargo Energy Capital, Inc. Texas

Wells Fargo Equipment Finance Company Canada

Wells Fargo Equipment Finance, Inc. Minnesota

Wells Fargo Equity Capital, Inc. California

Wells Fargo Escrow Company, LLC Iowa

Wells Fargo Financial Acceptance America, Inc. Pennsylvania

Wells Fargo Financial Acceptance, LLC Minnesota

Wells Fargo Financial Agency, Co. Iowa

Wells Fargo Financial Alabama, Inc. Alabama

Wells Fargo Financial Alaska, Inc. Alaska

Wells Fargo Financial America, Inc. Pennsylvania

Wells Fargo Financial Arizona, Inc. Arizona

Wells Fargo Financial Arkansas, Inc. Arkansas

Wells Fargo Financial Auto Owner Trust 2004-A Delaware

Wells Fargo Financial Auto Owner Trust 2005-A Delaware

Wells Fargo Financial Bank South Dakota

Wells Fargo Financial California, Inc. Colorado

Wells Fargo Financial Canada Corporation Canada

Wells Fargo Financial CAR LLC Delaware

Wells Fargo Financial Colorado, Inc. Colorado

Wells Fargo Financial Connecticut, Inc. Connecticut

Wells Fargo Financial Corporation Canada

Wells Fargo Financial Corporation Canada Canada

Wells Fargo Financial Credit Services New York, Inc. New York

Wells Fargo Financial Delaware, Inc. Delaware

Wells Fargo Financial Florida, Inc. Florida

Wells Fargo Financial Funding B.V. Netherlands

Wells Fargo Financial Georgia, Inc. Iowa

Wells Fargo Financial Guam, Inc. Delaware



Wells Fargo Financial Hawaii, Inc. Hawaii

Wells Fargo Financial Hong Kong Limited Hong Kong

Wells Fargo Financial Idaho, Inc. Idaho

Wells Fargo Financial Illinois, Inc. Iowa

Wells Fargo Financial Indiana, Inc. Indiana

Wells Fargo Financial Information Services, Inc. Iowa

Wells Fargo Financial Investments, Inc. Nevada

Wells Fargo Financial Iowa 1, Inc. Iowa

Wells Fargo Financial Iowa 3, Inc. Iowa

Wells Fargo Financial Kansas, Inc. Kansas

Wells Fargo Financial Kentucky 1, Inc. Kentucky

Wells Fargo Financial Kentucky, Inc. Kentucky

Wells Fargo Financial Leasing Florida, LLC Florida

Wells Fargo Financial Leasing, Inc. Iowa

Wells Fargo Financial Louisiana, Inc. Louisiana

Wells Fargo Financial Maine, Inc. Maine

Wells Fargo Financial Maryland, Inc. Maryland

Wells Fargo Financial Massachusetts 1, Inc. Massachusetts

Wells Fargo Financial Massachusetts, Inc. Massachusetts

Wells Fargo Financial Michigan, Inc. Michigan

Wells Fargo Financial Minnesota, Inc. Minnesota

Wells Fargo Financial Mississippi 2, Inc. Delaware

Wells Fargo Financial Mississippi, Inc. Delaware

Wells Fargo Financial Missouri, Inc. Missouri

Wells Fargo Financial Montana, Inc. Montana

Wells Fargo Financial National Bank United States

Wells Fargo Financial Nebraska, Inc. Nebraska

Wells Fargo Financial Nevada 1, Inc. Nevada

Wells Fargo Financial Nevada 2, Inc. Nevada

Wells Fargo Financial Nevada, Inc. Nevada

Wells Fargo Financial New Hampshire 1, Inc. New Hampshire

Wells Fargo Financial New Hampshire, Inc. New Hampshire

Wells Fargo Financial New Jersey, Inc. New Jersey

Wells Fargo Financial New Mexico, Inc. New Mexico

Wells Fargo Financial New York, Inc. New York

Wells Fargo Financial North Carolina 1, Inc. North Carolina

Wells Fargo Financial North Carolina, Inc. North Carolina

Wells Fargo Financial North Dakota, Inc. North Dakota

Wells Fargo Financial Ohio 1, Inc. New Hampshire

Wells Fargo Financial Ohio, Inc. Ohio

Wells Fargo Financial Oklahoma, Inc. Oklahoma

Wells Fargo Financial Oregon, Inc. Oregon

Wells Fargo Financial Pennsylvania, Inc. Pennsylvania

Wells Fargo Financial Preferred Capital, Inc. Iowa

Wells Fargo Financial Puerto Rico, Inc. Delaware

Wells Fargo Financial Receivables, LLC Delaware

Wells Fargo Financial Resources, Inc. Iowa

Wells Fargo Financial Retail Credit, Inc. Iowa

Wells Fargo Financial Retail Services Company Canada Canada

Wells Fargo Financial Retail Services, Inc. Iowa

Wells Fargo Financial Rhode Island, Inc. Rhode Island

Wells Fargo Financial Saipan, Inc. Delaware

Wells Fargo Financial Security Services, Inc. Iowa

Wells Fargo Financial Services Virginia, Inc. Virginia



Wells Fargo Financial Services, Inc. Delaware

Wells Fargo Financial South Carolina, Inc. South Carolina

Wells Fargo Financial South Dakota, Inc. South Dakota

Wells Fargo Financial System Florida, Inc. Florida

Wells Fargo Financial System Minnesota, Inc. Minnesota

Wells Fargo Financial System Virginia, Inc. Virginia

Wells Fargo Financial Tennessee 1, LLC Tennessee

Wells Fargo Financial Tennessee, Inc. Tennessee

Wells Fargo Financial Texas, Inc. Texas

Wells Fargo Financial Utah, Inc. Utah

Wells Fargo Financial Vermont, Inc. Vermont

Wells Fargo Financial Virginia, Inc. Virginia

Wells Fargo Financial Washington 1, Inc. Washington

Wells Fargo Financial Washington, Inc. Washington

Wells Fargo Financial West Virginia, Inc. West Virginia

Wells Fargo Financial Wisconsin, Inc. Wisconsin

Wells Fargo Financial Wyoming, Inc. Wyoming

Wells Fargo Financial, Inc. Iowa

Wells Fargo Financing Corporation California

Wells Fargo Foothill, Inc. California

Wells Fargo Foothill, LLC Delaware

Wells Fargo Funding, Inc. Minnesota

Wells Fargo Funds Distributor, LLC Delaware

Wells Fargo Funds Management (Ireland) Limited Ireland

Wells Fargo Funds Management, LLC Delaware

Wells Fargo Home Mortgage of Hawaii, LLC Delaware

Wells Fargo Housing Advisors, Inc. California

Wells Fargo HSBC Trade Bank, National Association United States

Wells Fargo India Solutions Private Limited India

Wells Fargo Institutional Funding, LLC Delaware

Wells Fargo Institutional Securities, LLC Delaware

Wells Fargo Insurance Agency of Michigan, Inc. Michigan

Wells Fargo Insurance Nevada, Inc. Nevada

Wells Fargo Insurance Services Mountain West, Inc. Colorado

Wells Fargo Insurance Services Northeast, Inc. New Jersey

Wells Fargo Insurance Services Northwest, Inc. Washington

Wells Fargo Insurance Services of Alabama, Inc. Alabama

Wells Fargo Insurance Services of Alaska, Inc. Alaska

Wells Fargo Insurance Services of Arizona, Inc. Arizona

Wells Fargo Insurance Services of Illinois, Inc. Illinois

Wells Fargo Insurance Services of Indiana, LLC Indiana

Wells Fargo Insurance Services of Kentucky, Inc. Kentucky

Wells Fargo Insurance Services of Minnesota, Inc. Minnesota

Wells Fargo Insurance Services of Nevada, Inc. Nevada

Wells Fargo Insurance Services of North Carolina, Inc. North Carolina

Wells Fargo Insurance Services of Ohio, LLC Ohio

Wells Fargo Insurance Services of Oregon, Inc. Oregon

Wells Fargo Insurance Services of Pennsylvania, Inc. Pennsylvania

Wells Fargo Insurance Services of Tennessee, Inc. Tennessee

Wells Fargo Insurance Services of Texas, Inc. Texas

Wells Fargo Insurance Services of West Virginia, Inc. West Virginia

Wells Fargo Insurance Services Southeast, Inc. Florida

Wells Fargo Insurance Services, Inc. Delaware

Wells Fargo Insurance Wyoming, Inc. Wyoming

Wells Fargo Insurance, Inc. Minnesota



Wells Fargo International Commercial Services Limited Hong Kong

Wells Fargo Investment Group, Inc. Delaware

Wells Fargo Investments, LLC Delaware

Wells Fargo of California Insurance Services, Inc. California

Wells Fargo Private Client Funding, Inc. Delaware

Wells Fargo Private Investment Advisors, LLC Delaware

Wells Fargo Properties, Inc. Minnesota

Wells Fargo RE, Inc. New Jersey

Wells Fargo Real Estate Capital Investments, LLC Delaware

Wells Fargo Real Estate Tax Services, LLC Delaware

Wells Fargo Retail Finance II, LLC Delaware

Wells Fargo Retail Finance, LLC Delaware

Wells Fargo Rural Insurance Agency, Inc. Minnesota

Wells Fargo Securities, LLC Delaware

Wells Fargo Securitisation Services Limited United Kingdom

Wells Fargo Servicing Solutions, LLC Florida

Wells Fargo Small Business Investment Company, Inc. California

Wells Fargo Structured Lending, LLC Delaware

Wells Fargo Student Loans Receivables I, LLC Delaware

Wells Fargo Third Party Administrators, Inc. West Virginia

Wells Fargo Ventures, LLC Delaware

Wells Fargo, Ltd. Hawaii

WF Deferred Compensation Holdings, Inc. Delaware

WF National Bank South Central United States

WF/TW Mortgage Venture, LLC Delaware

WFC Holdings Corporation Delaware

WFI Insurance Agency Montana, Inc. Montana

WFI Insurance Agency Washington, Inc. Washington

WFI Insurance Agency Wyoming, Inc. Wyoming

WF-KW, LLC Delaware

WFLC Subsidiary, LLC Delaware

Whippet Funding, LLC Delaware

Windward Home Mortgage, LLC Delaware

Winmark Financial, LLC Delaware

Yucca Asset Management, Inc. Delaware

Dates Referenced Herein and Documents Incorporated By Reference

This10-KFiling Date OtherFilings

For The Period Ended 12/31/06 13F-HR

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1. OrganizationThe Thirty-Eight Hundred Fund, LLC (the Fund) (previously Jerboa Funding, LLC) was formed as a limited liability company under the laws of the State of Delaware on April15, 2003. On December28, 2007, the Fund changed its name and filed a registration statement under the Investment Company Act of 1940 (the 1940 Act) as a non-diversified, closed-end management investment company. The Fund commenced full scale investment activities on February14, 2008. The Fund currently has one direct beneficial owner, Thirty-Eight Hundred Investments Limited (the Feeder Fund), a Cayman Islands exempted company, that owns all of the outstanding common shares. In turn, all of the common shares are indirectly beneficially owned by Wells Fargo& Company (Wells Fargo). The Feeder Fund may from time to time make additional paid-in capital contributions to the Fund without receiving additional common shares. These additional capital contributions are reflected on the Statements of Changes in Net Assets as contributed additional paid-in capital. The Fund has no present intention of offering additional common shares.The Funds primary investment objective is to maximize total returns while seeking to maintain relative stability of principal and adequate liquidity.Thirty Eight Hundred Fund LLC N-CSR For11/30/09

Filed On 2/5/10 5:20pm ET SEC File 811-22158 AccessionNumber1104659-10-5210

Certified Annual Shareholder Report

of a Management Investment Company

Form N-CSRFiling Table of Contents

Document/Exhibit Description Pages Size 1: N-CSR Certified Annual Shareholder Report of a HTML 1,095K Management Investment Company Thirty Eight Hundred Fund LLC N-CSR 11/30/09

FUNDS PORTFOLIO MANAGERS COMPENSATIONThe portfolio managers are compensated by the Investment Adviser with a fixed cash salary, pension and retirement plan. The portfolio managers receive incentive bonuses and/or stock options based in part on pre-tax annual and historical portfolio performance. Bonus allocations depend on fund performance, individual job objectives and overall profitability of the business. Portfolio performance is measured against the 1-month LIBOR rate. Bonuses also are based on an evaluation of contribution to client retention, asset growth and business relationships. Incentive bonuses for research analysts also are evaluated based on the performance of the sectors that they cover in the portfolio and their security recommendations. Investment team compensation is directly linked to the value added to the clients portfolios as measured by the benchmark noted above. Long-term investment professionals with proven success also may participate in a revenue sharing program that is tied to the success of their respective investment portfolios. Mr.York and Mr.Wahlberg also receive compensation from Wells Fargo and other Wells Fargo-related entities.Thirty Eight Hundred Fund LLC33 Filings Documents containing wells and fargo with Text matching wells near fargo in Selected FilingsPage:123 All BottomTop of Form

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UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, DC 20549FORMN-PXANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENTINVESTMENT COMPANYInvestment Company Act file number811-22158The Thirty-Eight Hundred Fund, LLC(Exact name of registrant as specified in charter)3800 Howard Hughes Parkway, Suite900Las Vegas, Nevada89169-0925

(Address of principal executive offices)(Zip code)

Joseph R. YorkThe Thirty-Eight Hundred Fund, LLC3800 Howard Hughes ParkwaySuite900Las Vegas, NV 89169-0925(Name and address of agent for service)Registrants telephone number, including area code: 702-791-6346Date of fiscal year end: November30Date of reporting period: June30, 2008FormN-PX is to be used by a registered management investment company, other than a small business investment company registered on FormN-5 ( 239.24 and 274.5 of this chapter), to file reports with the Commission, not later than August31 of each year, containing the registrants proxy voting record for the most recent twelve-month period ended June30, pursuant to section 30 of the Investment Company Act of 1940 and rule30b1-4 thereunder (17 CFR 270.30b1-4). The Commission may use the information provided on FormN-PX in its regulatory, disclosure review, inspection, and policymaking roles.A registrant is required to disclose the information specified by FormN-PX, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in FormN-PX unless the Formdisplays a currently valid Office of Management and Budget (OMB) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. 3507.

Item 1. Proxy Voting Record.There were no proxies that the Thirty-Eight Hundred Fund, LLC were eligible to vote during the period, therefore, there is no attachment to this filing.

SIGNATURESSignature pagefor the filing of the annual report of the proxy voting record of registered management investment company (Form N-PX).Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.(Registrant) The Thirty-Eight Hundred Fund, LLCBy:/s/ Joseph R. York

Name:Joseph R. York

Title:Chief Executive Officer

Date:August28, 2008

By:/s/ Simon D. Collier

Name:Simon D. Collier

Title:Principal Financial Officer

Date:August28, 2008

Thirty Eight Hundred Fund LLC33 Filings The word structured in Selected FilingsPage:123 All BottomTop of Form

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1/29/10 Thirty Eight Hundred Fund LLC NSAR-B 11/30/09 5:61 Bny Hamilton Funds Inc 1: NSAR-B.............. Answer File --10pages

2: EX-99.77B ACCT LTTR. Internal Control Letter --2pages

3: EX-99.77C VOTES..... Miscellaneous Exhibit --1page

4: EX-99.77I NEW SECUR. New Securities --7pages

5: EX-99.77Q1 OTHR EXHB Other Exhb. --41pages

EX-99.77Q1OTHREXHB1stPageof41NoPage-Breaks

Line 1,916:Director, fax: +44 20 7116 7578 and Barclays Capital at c/o Structured Capital Markets, 5 The North Colonnade, Canary Wharf, London E14 4BB, United Kingdom, Attention: Head of

5/30/08 Thirty Eight Hundred Fund LLC POS AMI 13:145 RR Donnelley/FA 1: POS AMI............. The Thirty-Eight Hundred Fund, Llc. --HTML

POSAMI1stPageof43NoPage-Breaks

Line 292: The Fund seeks to achieve its investment objective by investing, under normal market conditions, primarily in discounted and interest-bearing fixed income instruments exclusively of U.S. issuers, including: corporate debt instruments; inflation-indexed bonds; adjustable rate debt instruments; structured notes; loan participation agreements and assignments; delayed funding loans and revolving credit facilities; commercial paper; bank certificates of deposit, fixed time deposits and bankers acceptances; repurchase agreements and reverse repurchase agreements; mortgage-related and ...

Line 319: ... adjustment in the interest rate paid on the obligations. While adjustable rate debt instruments may provide a certain degree of protection against rises in interest rates, the Fund will participate in any declines in interest rates as well. The Fund also may invest in inverse adjustable rate securities, which are securities that pay interest at rates that vary inversely with changes in prevailing interest rates and which represent a leveraged investment in an underlying security. Structured Notes. The Fund may utilize structured notes and similar instruments for investment purposes and also for hedging. Structured notes are privately negotiated debt obligations whose principal and/or interest is determined by reference to the performance of a benchmark (an embedded index), such as selected securities, an index of securities or specified interest rates, or the differential performance of two assets or markets. The principal and/or interest payments that may be made on a structured product may vary widely, depending on a variety of factors, including the volatility of the embedded index and the effect of changes in the embedded index on principal and/or interest payments. Asset-Backed Securities (Including Mortgage-Backed ...

Line 462: ... accurately predicts the delinquency, foreclosure or loss experience of any particular pool of loans. Mortgage loans on commercial properties underlying MBS often are structured so that a substantial portion of the loan principal is not amortized over the loan term but is payable at maturity and repayment of the loan principal, and thus, often depends upon the future availability of real estate financing from the existing or an alternative lender and/or upon the current value and salability of the real estate. Therefore, the unavailability of real estate financing may lead to default. Most commercial mortgage ...

2: EX-99.G............. Form of Investment Management Agreement

--HTML

3: EX-99.H.1........... Form of Distribution Agreement --HTML

4: EX-99.H.2........... Form of Placement Agent Agreement --HTML

EX-99.H.21stPageof9NoPage-Breaks

Line 331: ... delivered by facsimile or other electronic transmission or mailed by certified or registered mail, postage prepaid, if to Barclays, to Barclays at c/o Barclays Wealth, One Churchill Place, London E14 5HP, United Kingdom, Attention: Head of Balance Sheet, Managing Director, fax: +44 20 7116 7578, with a copy to Barclays at c/o Structured Capital Markets, Barclays Capital, 5 The North Colonnade, Canary Wharf, London, E14 4BB, United Kingdom, Attention: Head of Portfolio Management Unit, fax: +44 20 7773 1868, and if to the Company , to the Company at 3800 Howard Hughes Parkway, Suite 900, Las Vegas , Nevada 89169-0925 , Attn: Joseph R. York, fax: +1 702 791 6452. Notice to such party shall be deemed given on the earlier of the date ...

5: EX-99.J............. Form of Custody Agreement --HTML

6: EX-99.K.1........... Form of Administration and Accounting Agreement

--HTML

7: EX-99.K.2........... Form of Service Agreement for Transfer Agent

Services --HTML

8: EX-99.K.3........... Form of Compliance Services Agreement --HTML

9: EX-99.K.4........... Form of Pfo Services Agreement --HTML

10: EX-99.K.5........... Form of Fiscal Agency Agreement --HTML

EX-99.K.51stPageof22NoPage-Breaks

Line 947: Company at 39/41 Broad Street, St. Helier, Jersey JE4 8PU, Channel Islands, with a copy to Barclays, at c/o Barclays Wealth, One Churchill Place, London E14 5HP, United Kingdom, Attention: Head of Balance Sheet, Managing Director, fax: +44 20 7116 7578, and another copy to Barclays at c/o Structured Capital Markets, Barclays Capital, 5 The North Colonnade, Canary Wharf, London E14 4BB, United Kingdom, Attention: Head of Portfolio Management Unit, fax: +44 20 7773 1868, and will be deemed to have been given upon receipt. 16. Governing Law and Jurisdiction. (a)Upon issuance of the Notes, performance and enforcement ...

11: EX-99.K.6........... Form of Indemnity Agreement --HTML

12: EX-99.N............. Consent of Kpmg Llp --HTML

13: EX-99.R.4........... Code of Ethics --HTML

GRAPHIC............. g93049image001.jpg --10K

GRAPHIC............. g93049img001.jpg --3K


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5/30/08 Thirty Eight Hundred Fund LLC POS AMI 13:145 RR Donnelley/FA 1: POS AMI............. The Thirty-Eight Hundred Fund, Llc. --HTML

2: EX-99.G............. Form of Investment Management Agreement

--HTML

3: EX-99.H.1........... Form of Distribution Agreement --HTML

4: EX-99.H.2........... Form of Placement Agent Agreement --HTML

5: EX-99.J............. Form of Custody Agreement --HTML

6: EX-99.K.1........... Form of Administration and Accounting Agreement

--HTML

7: EX-99.K.2........... Form of Service Agreement for Transfer Agent

Services --HTML

8: EX-99.K.3........... Form of Compliance Services Agreement --HTML

9: EX-99.K.4........... Form of Pfo Services Agreement --HTML

10: EX-99.K.5........... Form of Fiscal Agency Agreement --HTML

11: EX-99.K.6........... Form of Indemnity Agreement --HTML

12: EX-99.N............. Consent of Kpmg Llp --HTML

13: EX-99.R.4........... Code of Ethics --HTML

EX-99.R.41stPageof13NoPage-Breaks

Line 607: Bjurman, Barry Funds BNY Hamilton Funds BNY/Ivy Multi-Strategy Hedge Fund LLC Capital One Funds Commonwealth International Series Trust Coventry Group (consisting of the First Source Monogram, Pathmaster, UST Boston, and Signal) Coventry Funds Trust (formerly Variable Insurance Funds) First Focus Funds GMO Trust HSBC Investor Funds HSBC Advisers Funds Ivy Long/Short Hedge Fund LLC Lou Holland Trust Munder Series Trust Munder Series Trust II Pacific Capital (including CATS and Hawaiian Trust) Paypal (x.com) Performance Funds PNC Funds RMR Series Trust STI Classic Funds STI Classic Variable Insurance Funds The 3800 Fund The Blue Fund Group Vintage Mutual Funds ...

Line 775: Bjurman, Barry Funds BNY Hamilton Funds BNY/Ivy Multi-Strategy Hedge Fund LLC Capital One Funds Commonwealth International Series Trust Coventry Group (consisting of the First Source Monogram, Pathmaster, UST Boston, and Signal) Coventry Funds Trust (formerly Variable Insurance Funds) First Focus Funds GMO Trust HSBC Investor Funds HSBC Advisers Funds Ivy Long/Short Hedge Fund LLC Lou Holland Trust Munder Series Trust Munder Series Trust II Pacific Capital (including CATS and Hawaiian Trust) Paypal (x.com) Performance Funds PNC Funds RMR Series Trust STI Classic Funds STI Classic Variable Insurance Funds The 3800 Fund The Blue Fund Group Vintage Mutual Funds ...

GRAPHIC............. g93049image001.jpg --10K



Find Words in Filings - Thirty Eight Hundred Fund LLC - p. 1

Page 1s 20 filings (of 33 in this set) were scanned for every hit.

54 documents within the 20 filings were searched.

1 document contained the word hsbc.

4 individual word matches are highlighted above.

End Find Words in Filings and just List the Filings

Page:123 All TopThirty Eight Hundred Fund LLC N-8A On12/28/07 As Of Filer Filing As/For/On Docs:Pgs Issuer Agent 8/28/08 Thirty Eight Hundred Fund LLC N-PX 6/30/08


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As Of Filer Filing As/For/On Docs:Pgs Issuer Agent12/28/07 Thirty Eight Hundred Fund LLC N-8A 12/28/07 1:4 Willkie Fa..Gallagher/FA

Notice of Registration Form N-8AFiling Table of ContentsDocument/Exhibit Description Pages Size 1: N-8A Notice of Registration 4 10K

Document Table of ContentsPage (sequential) | (alphabetic) Top

Alternative Formats (RTF, XML, etal.)

Attach as an exhibit a copy of the registrant's last regular periodic report to its security holders, if any

Classification of registrant (face-amount certificate company, unit investment trust, or management company)

Exact Name of Registrant

Form of organization of registrant (for example, corporation, partnership, trust, joint stock company, association, fund)

If registrant is an investment company having a board of directors, state the name and address of each officer and director of registrant

If registrant is an unincorporated investment company not having a board of directors:

If registrant is management company:

Name and address of each investment adviser of registrant

Name of state under laws of which registrant was organized or created and the date of such organization and creation

Not applicable

State the current value of registrant's total assets

State whether registrant is currently issuing and offering its securities directly to the public (yes or no)

Yes

1 1st Page

2 Item 1. Exact Name of Registrant

" Item 2. Name of state under laws of which registrant was organized or created and the date of such organization and creation

" Item 3. Form of organization of registrant (for example, corporation, partnership, trust, joint stock company, association, fund)

" Item 4. Classification of registrant (face-amount certificate company, unit investment trust, or management company)

" Item 5. If registrant is management company:

" Item 6. Name and address of each investment adviser of registrant

" Item 7. If registrant is an investment company having a board of directors, state the name and address of each officer and director of registrant

" Item 8. If registrant is an unincorporated investment company not having a board of directors:

3 Not applicable

" Item 9. (a). State whether registrant is currently issuing and offering its securities directly to the public (yes or no)

" Yes

" Item 10. State the current value of registrant's total assets

" Item 12. Attach as an exhibit a copy of the registrant's last regular periodic report to its security holders, if any

N-8A1stPageof4TOCTopPreviousNextBottomJust1st

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UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

FORM N-8ANOTIFICATION OF REGISTRATION FILED PURSUANT TO SECTION 8(a) OF THEINVESTMENT COMPANY ACT OF 1940The undersigned investment company hereby notifies the Securities and

Exchange Commission that it registers under and pursuant to the provisions of

Section 8(a) of the Investment Company Act of 1940 and in connection with such

notification of registration submits the following information:

________________________________

Name: The Thirty-Eight Hundred Fund, LLC

Address of Principal Business Office (No. & Street, City, State, Zip Code):

3800 Howard Hughes Parkway, Suite 900

Las Vegas, Nevada 89169-0925Telephone Number (including area code): 702-791-6346

Name and address of agent for service of process:

Joseph R. York President and Chief Executive Officer

The Thirty-Eight Hundred Fund, LLC

3800 Howard Hughes Parkway, Suite 900

Las Vegas, Nevada 89169-0925Copies to:

Stacy H. Winick, Esq.

Eric S. Purple, Esq.

Bell, Boyd & Lloyd LLP

1615 L Street, N.W., 1200

Washington, DC 20036(202) 466-6300

Check Appropriate Box:

Registrant is filing a Registration Statement pursuant to Section 8(b)

of the Investment Company Act of 1940 concurrently with the filing of Form

N-8A: Yes [ ] No [X]

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Item 1. Exact Name of Registrant.


Item 2. Name of state under laws of which registrant was organized or created

and the date of such organization and creation.

Delaware, April 15, 2003

Item 3. Form of organization of registrant (for example, corporation,

partnership, trust, joint stock company, association, fund).

Delaware limited liability company

Item 4. Classification of registrant (face-amount certificate company, unit

investment trust, or management company).

Management company

Item 5. If registrant is management company:

(a) state whether registrant is a "closed-end" company or an

"open-end" company;

Closed-end company

(b) state whether the registrant is registering as a "diversified"company or a "non-diversified" company.

Non-diversified company

Item 6. Name and address of each investment adviser of registrant.

Wells Capital Management Inc.

525 Market Street, 10th Floor

San Francisco, CA 94105

(Upon signing and approval of the investment advisory agreement between Wells

Capital Management and the Fund.)

Item 7. If registrant is an investment company having a board of directors,

state the name and address of each officer and director of registrant.

Officers: Joseph R. York, President and Chief Executive Officer

-------- Garth H. Wahlberg, Senior Vice President, Treasurer and

Secretary

Directors: Joseph R. York

--------- Garth H. Wahlberg

(Three additional director vacancies to be filled prior to the Fund's filing of

its Form N-2.)

Item 8. If registrant is an unincorporated investment company not having a

board of directors:

- 2 -

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(a) state the name and address of each sponsor of registrant;

(b) state the name and address of each officer and director of each

sponsor of registrant;

(c) state the name and address of each trustee and custodian of

registrant.

Not applicable

Item 9. (a) State whether registrant is currently issuing and offering its

securities directly to the public (yes or no).

No

(b) If registrant is currently issuing and offering its securities to

the public through an underwriter, state the name and address of such

underwriter.

Not applicable

(c) If the answer to 9(a) is "no" and the answer to Item 9(b) is "notapplicable," state whether the registrant presently proposes to make a public

offering of its securities (yes or no).

No

(d) State whether the registrant has any securities currently issued

and outstanding (yes or no).

Yes

(e) If the answer to Item 9(d) is "yes," state as of a date not to

exceed ten days prior to the filing of this notification of registration the

number of beneficial owners of registrant's outstanding securities (other than

short-term paper) and the name of any company owning 10 percent or more of

registrant's outstanding voting securities.

The registrant currently has one beneficial owner, Thirty-Eight

Hundred Investments Limited. All of the shares of the registrant are indirectly beneficially owned by Wells Fargo & Company.

Item 10. State the current value of registrant's total assets.

$191,993,200.84

Item 11. State whether registrant has applied or intends to apply for a license

to operate as a small business investment company under the Small Business

Investment Act of 1958 (yes or no).

No

Item 12. Attach as an exhibit a copy of the registrant's last regular periodic

report to its security holders, if any.

Not applicable

- 3 -

N-8ALastPageof4TOC1stPreviousNextBottomJust4th

SIGNATURES Pursuant to the requirements of the Investment Company Act of 1940, the

registrant has caused this notification of registration to be duly signed on its

behalf in the City of Las Vegas and State of Nevada on the 28th day of December,

2007.


[SEAL] By: /s/ Joseph R. York ------------------------------

Joseph R. York Director

ATTEST: By: /s/ Cindy L. Webb

-----------------------

Cindy L. Webb

Witness

- 4 -

Dates Referenced Herein

Referenced-OnPage

ThisN-8AFiling Date First Last OtherFilings

4/15/03 2

Filed On / Filed As Of / Effective As Of 12/28/07

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As Of Filer Filing As/For/On Docs:Pgs Issuer Agent 4/29/10 Thirty Eight Hundred Fund LLC N-Q 2/28/10 2:203 Merrill Corp-MD/FA

Quarterly Schedule of Portfolio Holdings of a Management Investment Company Form N-QFiling Table of Contents

Document/Exhibit Description Pages Size 1: N-Q Quarterly Schedule of Portfolio Holdings of a HTML 886K

Management Investment Company

2: EX-99.CERT Miscellaneous Exhibit HTML 21K

EX-99.CERT Miscellaneous Exhibit

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Exhibit99.CERTCERTIFICATIONSI, Joseph R. York, certify that:1. I have reviewed this report on FormN-Q of The Thirty-Eight Hundred Fund, LLC (the Registrant);2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;3. Based on my knowledge, the schedules of investments included in this report fairly present in all material respects the investments of the Registrant as of the end of the fiscal quarter for which the report is filed;4. The Registrants other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule30a-3(c)under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule30a-3(d)under the Investment Company Act of 1940) for the Registrant and have:(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;(c) Evaluated the effectiveness of the Registrants disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report, based on such evaluation; and(d) Disclosed in this report any change in the Registrants internal control over financial reporting that occurred during the Registrants most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Registrants internal control over financial reporting; and5. The Registrants other certifying officer and I have disclosed to the Registrants auditors and the audit committee of the Registrants board of directors (or persons performing the equivalent functions):(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrants ability to record, process, summarize, and report financial information; and(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrants internal control over financial reporting.Date:April28, 2010

/s/Joseph R. York

Joseph R. York

Chief Executive Officer

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549FORM N-QQUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTEREDMANAGEMENT INVESTMENT COMPANYInvestment Company Act file number811-22158


(Exact name of registrant as specified in charter)

3800 Howard Hughes Parkway, Suite 900, Las Vegas, NV89169-0925

(Address of principal executive offices)(Zip code)

Joseph R. YorkThe Thirty-Eight Hundred Fund, LLC3800 Howard Hughes ParkwaySuite 900Las Vegas, NV 89169-0925

(Name and address of agent for service)

Registrants telephone number, including area code:(702) 791-6346

Date of fiscal year end:November 30

Date of reporting period:December 1, 2009 February 28, 2010

Form N-Q is to be used by management investment companies, other than small business investment companies registered on Form N-5 ( 239.24 and 274.5 of this chapter), to file reports with the Commission, not later than 60 days after the close of the first and third fiscal quarters, pursuant to rule 30b1-5 under the Investment Company Act of 1940 (17 CFR 270.30b1-5). The Commission may use the information provided on Form N-Q in its regulatory, disclosure review, inspection, and policymaking roles.A registrant is required to disclose the information specified by Form N-Q, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-Q unless the Form displays a currently valid Office of Management and Budget (OMB) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. 3507.

Item 1.Schedule of Investments.

The Thirty-Eight Hundred Fund, LLCPortfolio of InvestmentsFebruary28, 2010 (unaudited)Principal

DescriptionAmountValue

RESIDENTIAL MORTGAGE-BACKED SECURITIESAGENCY 14.2%

Federal National Mortgage Association (Fannie Mae) (a)

Pool # 898832, 5.50%, 11/01/36$15,963,409$16,834,091

Pool # 256513, 5.50%, 12/01/3619,818,00120,898,922

Pool # 922039, 5.50%, 2/01/3725,347,84226,724,988

Pool # 916976, 5.50%, 4/01/3719,516,97020,577,326

Pool # 256799, 5.50%, 7/01/3716,569,00017,469,192

Pool # 936523, 5.50%, 7/01/3719,968,09821,052,963

Pool # 888638, 5.50%, 9/01/3710,652,45511,231,202

Pool # 966544, 5.50%, 10/01/377,081,1417,465,859

Pool # 947985, 5.50%, 11/01/3731,684,75633,406,186

Pool # 953397, 5.50%, 11/01/3717,247,34818,184,395

Pool # 966312, 5.50%, 11/01/37496,105523,059

Pool # 954918, 5.50%, 12/01/377,557,4697,968,065

Pool # 956968, 5.50%, 12/01/379,389,4549,899,583

Pool # 959005, 5.50%, 12/01/375,459,0635,755,653

Pool # 960376, 5.50%, 12/01/3718,966,08619,996,512

Pool # 960392, 5.50%, 12/01/3716,045,59116,917,347

Pool # 965506, 5.50%, 12/01/3711,733,95512,371,460

Pool # 966418, 5.50%, 12/01/3713,424,40614,153,753

Pool # 966422, 5.50%, 12/01/375,709,6236,019,826

Pool # 967277, 5.50%, 12/01/3711,260,29511,872,066

Pool # 933343, 5.50%, 1/01/384,153,8364,379,514

Pool # 953590, 5.50%, 1/01/3819,244,61920,290,177

Pool # 954243, 5.50%, 1/01/386,561,4036,917,883

Pool # 956507, 5.50%, 1/01/384,614,8374,865,561

Pool # 956844, 5.50%, 1/01/384,819,0345,080,852

Pool # 956846, 5.50%, 1/01/3823,922,62925,222,343

Pool # 956847, 5.50%, 1/01/3821,360,19822,520,695

Pool # 960427, 5.50%, 1/01/3820,584,32321,702,667

Pool # 960482, 5.50%, 1/01/3824,149,01025,461,023

Pool # 960511, 5.50%, 1/01/3839,114,11741,239,184

Pool # 960550, 5.50%, 1/01/3817,921,15118,894,806

Pool # 960569, 5.50%, 1/01/3813,839,00214,590,873

Pool # 960718, 5.50%, 1/01/3826,960,22328,424,970

Pool # 960757, 5.50%, 1/01/384,314,5504,548,959

Pool # 961311, 5.50%, 1/01/3817,705,63618,667,581

Pool # 961347, 5.50%, 1/01/3838,382,51840,467,837

Pool # 965620, 5.50%, 1/01/384,739,4814,996,977

Pool # 966745, 5.50%, 1/01/384,798,0865,058,766

Pool # 966758, 5.50%, 1/01/385,485,2515,783,264

Pool # 966764, 5.50%, 1/01/385,093,6775,370,416

Pool # 967040, 5.50%, 1/01/3813,768,46814,516,508

Pool # 967985, 5.50%, 1/01/385,275,3665,561,976

Pool # 961426, 5.50%, 2/01/3827,605,04429,104,824

Pool # 961456, 5.50%, 2/01/3812,782,90913,477,403

Pool # 961491, 5.50%, 2/01/3825,283,47126,657,120

Pool # 961529, 5.50%, 2/01/3820,962,75822,101,662

Pool # 961632, 5.50%, 2/01/385,324,2705,613,537

Pool # 961691, 5.50%, 2/01/385,939,7226,262,426

Pool # 966779, 5.50%, 2/01/382,579,1522,719,277

Pool # 968302, 5.50%, 2/01/3827,236,73628,716,506

Pool # 968328, 5.50%, 2/01/3811,341,38111,957,557

Pool # 969008, 5.50%, 2/01/385,582,4315,885,724

Pool # 969397, 5.50%, 2/01/38207,358218,624

Pool # 969700, 5.50%, 2/01/3812,860,01713,558,700

Pool # 972203, 5.50%, 2/01/383,745,3263,948,809

Pool # 257123, 5.50%, 3/01/385,378,7745,671,002

Pool # 933721, 5.50%, 3/01/3850,055,37452,774,878

Pool # 953613, 5.50%, 3/01/387,755,9488,177,328

Pool # 956868, 5.50%, 3/01/383,647,1023,845,249

Pool # 962281, 5.50%, 3/01/3870,887,59674,738,913

Pool # 962304, 5.50%, 3/01/3845,533,52348,007,355

Pool # 962344, 5.50%, 3/01/3861,734,45065,088,477

Pool # 965756, 5.50%, 3/01/389,926,76410,466,084

Pool # 972385, 5.50%, 3/01/3813,721,01514,466,477

Pool # 973028, 5.50%, 3/01/387,865,6478,292,987

Pool # 975198, 5.50%, 3/01/3814,754,08215,555,670

Pool # 975202, 5.50%, 3/01/384,401,8914,641,045

Pool # 257161, 5.50%, 4/01/3831,775,46933,501,827

Pool # 962441, 5.50%, 4/01/3813,553,78114,290,157

Pool # 976379, 5.50%, 4/01/3818,554,85819,562,941

Pool # 984745, 5.50%, 6/01/388,064,5538,502,700

Pool # 986013, 5.50%, 6/01/3840,316,70342,507,107

Pool # 986519, 5.50%, 6/01/3821,853,11823,040,396

Pool # 964380, 5.50%, 7/01/386,277,6096,618,671

Pool # 970025, 5.50%, 7/01/388,732,5459,206,983

Pool # 981517, 5.50%, 7/01/388,489,8478,951,100

Pool # 981723, 5.50%, 7/01/3812,186,84612,848,956

Pool # 981872, 5.50%, 7/01/3811,014,57711,612,997

Pool # 982199, 5.50%, 7/01/3818,503,24919,508,528

Pool # 982664, 5.50%, 7/01/3822,175,02523,379,793

Pool # 983334, 5.50%, 7/01/3831,580,73733,296,516

See Notes to Quarterly Portfolio of Investments.1

Principal


RESIDENTIAL MORTGAGE-BACKED SECURITIESAGENCY (continued)

Federal National Mortgage Association (Fannie Mae) (continued)

Pool # 985704, 5.50%, 7/01/38$25,989,344$27,401,342

Pool # 986043, 5.50%, 7/01/3813,430,39114,160,063

Pool # 986656, 5.50%, 7/01/3897,117,462102,393,845

Pool # 986657, 5.50%, 7/01/3814,458,42315,243,948

Pool # 986686, 5.50%, 7/01/388,508,4768,970,741

Pool # 986734, 5.50%, 7/01/387,426,1937,829,658

Pool # 257306, 5.50%, 8/01/3821,300,08222,457,313

Pool # 964528, 5.50%, 8/01/3825,424,09926,805,388

Total Residential Mortgage-Backed SecuritiesAgency(Cost $1,501,694,564)1,617,923,884

RESIDENTIAL MORTGAGE-BACKED SECURITIES 22.9%

Adjustable Rate Mortgage Trust

Series2004-5, Class4A1

5.30%, 4/25/35 (b)16,173,00615,324,594

Banc of America Funding Corp.


5.25%, 9/20/346,076,5706,019,263


5.50%, 1/25/369,829,8269,467,351

Series2005-G, ClassA1

5.18%, 10/20/35 (b)19,052,30117,647,577

Series2006-D, Class5A1

5.77%, 5/20/36 (b)25,223,73620,566,695

Series2007-D, Class3A1

5.61%, 6/20/37 (b)11,351,2709,095,376

Banc of America Mortgage Securities,Inc.


5.75%, 8/25/3414,206,44213,791,347

Series2004-E, Class2A6

4.14%, 6/25/34 (b)9,530,0008,808,102

Series2004-L, Class3A1

4.99%, 1/25/35 (b)20,618,75620,083,650

Series2005-G, Class4A3

5.23%, 8/25/35 (b)18,487,31718,013,679

Series2005-H, Class3A1

5.05%, 9/25/35 (b)67,952,75462,583,012

Series2005-H, Class4A2

5.13%, 9/25/35 (b)16,894,21816,314,267

Series2005-J, Class4A1

5.30%, 11/25/35 (b)37,141,33133,770,681

Series2006-A, Class4A1

5.66%, 2/25/36 (b)16,032,03214,928,225

Bear Stearns Adjustable Rate Mortgage Trust


4.97%, 2/25/34 (b)3,081,5602,937,105

Chase Mortgage Finance Trust

Series2007-A1, Class7A1

4.56%, 2/25/37 (b)21,845,24820,676,632

Citicorp Mortgage Securities,Inc.


4.50%, 5/25/335,494,2545,543,326


5.00%, 8/25/3515,259,59014,148,501

Citigroup Mortgage Loan Trust,Inc.

Series2005-4, ClassA

5.34%, 8/25/35 (b)59,135,04658,108,539

Series2007-AR4, Class1A1A

5.93%, 3/25/37 (b)149,051,170117,044,220


6.25%, 11/25/37 (b)(c)82,247,28081,166,822

Countrywide Home Loan Mortgage Pass-Through Trust

Series2003-7, ClassA2

0.63%, 5/25/33 (b)7,351,7976,717,701


3.70%, 10/25/33 (b)18,730,07015,795,780


3.60%, 12/25/33 (b)26,877,39824,907,253


5.50%, 3/25/3527,510,98526,103,713


5.50%, 7/25/358,477,5447,825,832


6.00%, 3/25/3722,819,95118,958,386


6.00%, 3/25/3723,623,39019,862,102

First Horizon Mortgage Pass-Through Trust


5.00%, 3/25/3517,595,18516,564,507


5.50%, 10/25/3516,945,96716,443,882


Principal


RESIDENTIAL MORTGAGE-BACKED SECURITIES (continued)

First Horizon Mortgage Pass-Through Trust (continued)


5.50%, 12/25/35$8,426,538$7,978,320

Series2005-AR3, Class3A1

5.50%, 8/25/35 (b)10,377,2779,231,380


6.00%, 2/25/3712,532,03011,505,921

GSR Mortgage Loan Trust


5.21%, 11/25/35 (b)30,729,75828,058,912

IndyMac INDA Mortgage Loan Trust


5.75%, 3/25/37 (b)36,881,13524,948,277

Jefferies& Co.,Inc.

Series2009-R1, Class5A1

5.15%, 5/21/36 (b)(c)19,119,09317,775,346

J.P. Morgan Mortgage Trust


4.70%, 10/25/33 (b)5,000,0004,234,183


4.94%, 7/25/34 (b)11,742,10010,875,296


4.63%, 9/25/34 (b)7,708,1887,549,248

Series2005-A1, ClassA1

5.21%, 2/25/35 (b)22,128,71820,440,777

Series2005-A5, ClassTA1

5.43%, 8/25/35 (b)144,911,809137,531,291

Series2005-S2, Class2A2

5.25%, 9/25/3516,213,66814,773,818

J.P. Morgan Re-Remic


5.00%, 1/26/21 (c)47,664,51147,655,832

Lehman Mortgage Trust


6.00%, 3/25/38103,289,38590,542,907

MASTR Adjustable Rate Mortgages Trust


2.64%, 10/25/33 (b)23,933,44422,458,213

Merrill Lynch Mortgage Investors Trust

SeriesMLCC, 2001-A, ClassA

0.52%, 4/15/26 (b)62,741,14557,003,342

SeriesMLCC, 2004-A1, Class2A2

3.01%, 2/25/34 (b)6,042,2606,038,293

SeriesMLCC, 2006-2, Class4A

5.79%, 5/25/36 (b)15,034,41513,610,954

SeriesMLCC, 2007-1, Class3A

6.14%, 1/25/37 (b)14,715,99912,593,123

SeriesMLCC, 2007-1, Class4A2

5.72%, 1/25/37 (b)10,577,0009,819,743

SeriesMLCC, 2007-1, Class4A3

5.72%, 1/25/37 (b)16,250,00014,288,982

PHHMC Mortgage Pass Through Certificates

Series2008-CIM1, Class21A1

6.00%, 5/25/3835,611,76232,790,641

Series2008-CIM2, Class2A1

5.05%, 7/25/38 (b)30,022,59326,029,919

Prime Mortgage Trust


4.75%, 10/25/3310,506,58710,496,959

RBSSP Resecuritization Trust


5.93%, 1/26/36 (b)(c)633,036,423635,383,342

Sequoia Mortgage Trust


2.11%, 6/20/34 (b)10,487,7329,228,542


2.14%, 7/20/34 (b)11,919,2889,613,331


5.95%, 10/20/46 (b)43,892,37335,504,874

Thornburg Mortgage Securities Trust


0.91%, 4/25/43 (b)14,508,10012,431,779


4.83%, 6/25/43 (b)24,459,64123,539,352


0.55%, 9/25/43 (b)13,445,19311,708,015

Series2004-1, ClassI2A

1.13%, 3/25/44 (b)1,253,5361,176,841

Series2004-4, Class1A

0.52%, 12/25/44 (b)4,590,7683,959,853

WaMu Mortgage Pass-Through Certificates

Series2007-HY5, Class3A1

5.81%, 5/25/37 (b)14,765,88412,560,688


Principal


RESIDENTIAL MORTGAGE-BACKED SECURITIES (continued)

Wells Fargo Mortgage-Backed Securities Trust

Series2003-A, ClassA5

3.59%, 2/25/33 (b)$3,721,357$3,263,497

Series2004-EE, Class3A1

3.88%, 12/25/34 (b)4,908,9484,915,451

Series2004-EE, Class3A2

3.88%, 12/25/34 (b)11,491,61011,525,301

Series2004-K, Class1A2

4.46%, 7/25/34 (b)11,902,89211,642,060

Series2004-P, Class2A1

3.06%, 9/25/34 (b)6,856,7276,472,955

Series2004-Q, Class1A3

4.87%, 9/25/34 (b)3,537,7163,046,603

Series2004-R, Class2A1

3.00%, 9/25/34 (b)11,696,54011,467,680

Series2005-AR6, ClassA1

5.02%, 4/25/35 (b)36,231,94936,033,825


4.94%, 10/25/35 (b)65,817,77159,336,432


6.00%, 9/25/3638,288,81332,192,514


6.00%, 10/25/3624,628,23221,199,520


5.74%, 4/25/36 (b)39,500,00035,460,047


5.39%, 8/25/36 (b)14,737,70612,151,706


5.72%, 10/25/36 (b)12,360,5468,895,187


5.75%, 2/25/378,516,9977,809,681


6.00%, 5/25/3739,499,62633,013,045


6.00%, 6/25/3736,423,74029,349,565


6.00%, 9/25/3725,873,83921,805,985


6.00%, 10/25/3722,476,50520,134,030

Series2007-14, Class2AI

5.50%, 10/25/2224,429,25724,562,855


6.00%, 12/28/3781,408,76980,658,278


6.00%, 12/28/37 (b)30,131,46026,725,478

Total Residential Mortgage-Backed Securities(Cost $2,540,053,539)2,614,218,109

COMMERCIAL MORTGAGE-BACKED SECURITIES 32.3%

Banc of America Commercial Mortgage, Inc.


5.74%, 5/10/45 (b)27,695,00028,467,311

Series2006-2, ClassAM

5.77%, 5/10/45 (b)2,710,0002,340,510


5.89%, 7/10/44 (b)29,675,00028,169,228


5.81%, 7/10/44 (b)2,495,0001,740,901


5.63%, 7/10/466,000,0006,016,813


5.41%, 9/10/4715,555,00015,312,443

Bear Stearns Commercial Mortgage Securities Trust

Series2006-PW12, ClassA4

5.72%, 9/11/38 (b)5,000,0005,221,542

Series2006-PW12, ClassAJ

5.76%, 9/11/38 (b)2,600,0001,746,381


5.54%, 9/11/412,170,0002,233,157

Series2006-PW14, ClassAJ

5.27%, 12/11/385,000,0003,082,760


5.33%, 2/11/4451,123,00047,324,418

Series2007-PW15, ClassAM

5.36%, 2/11/4412,500,0009,564,151


5.72%, 6/11/40 (b)103,572,00097,928,548


5.69%, 6/11/50 (b)20,000,00019,206,742


Principal


COMMERCIAL MORTGAGE-BACKED SECURITIES (continued)

Bear Stearns Commercial Mortgage Securities Trust (continued)


5.70%, 6/11/50$7,500,000$7,124,306

Series2007-T26, ClassA4

5.47%, 1/12/45 (b)54,350,00054,859,461

Citigroup Commercial Mortgage Trust

Series2007-C6, ClassA4

5.70%, 12/10/49 (b)75,000,00071,386,710


6.10%, 12/10/49 (b)77,612,80575,057,171

Citigroup/Deutsche Bank Commercial Mortgage Trust

Series2006-CD2, ClassA4

5.36%, 1/15/46 (b)20,000,00020,401,370


5.62%, 10/15/4814,500,00014,788,448


5.32%, 12/11/4979,668,00072,084,029

Series2007-CD4, ClassAMFX

5.37%, 12/11/49 (b)6,770,5005,025,967


5.89%, 11/15/44 (b)4,050,0003,884,553

Commercial Mortgage Pass-Through Certificates


5.77%, 6/10/46 (b)34,500,00035,861,487


5.82%, 12/10/49 (b)128,891,353125,137,779

Credit Suisse Commercial Mortgage Trust


5.66%, 3/15/39 (b)2,200,0002,065,043


5.83%, 6/15/38 (b)12,500,00011,680,599


5.31%, 12/15/3910,000,0008,796,212


5.38%, 2/15/4012,500,00010,478,121


5.70%, 9/15/40 (b)12,782,50010,714,655

Series2009-4R, Class1A1

5.39%, 4/25/36 (b)(c)73,851,26869,420,192


5.79%, 4/25/36 (b)(c)317,906,621308,369,422


5.99%, 7/26/49 (b)(c)299,097,997293,116,037


6.03%, 7/26/49 (b)(c)165,691,413165,691,413

CW Capital Cobalt Ltd.


5.22%, 8/15/482,850,0002,636,704


5.48%, 4/15/47 (b)168,812,537142,888,857


5.82%, 5/15/46 (b)157,295,000137,094,799

Goldman Sachs Mortgage Securities Corporation II

Series2007-GG10, ClassA4

5.81%, 8/10/45 (b)57,000,00050,786,515

Greenwich Capital Commercial Funding Corp.


5.89%, 7/10/38 (b)102,660,000101,775,656


5.44%, 3/10/3952,162,50049,554,756


5.74%, 12/10/4925,000,00023,783,825

J.P. Morgan Chase Commercial Mortgage Securities Corp.

Series2006-CB14, ClassA4

5.48%, 12/12/44 (b)12,500,00012,668,133

Series2006-CB14, ClassAJ

5.49%, 12/12/44 (b)10,000,0006,336,487


5.55%, 5/12/457,550,0007,667,193


5.43%, 12/12/43113,554,500113,596,016

Series2006-CB17, ClassAJ

5.49%, 12/12/43 (b)10,000,0005,928,040

Series2006-LDP7, ClassA4

5.87%, 4/15/45 (b)19,968,00020,198,596


5.40%, 5/15/456,000,0005,959,742


5.34%, 5/15/4714,530,00013,480,860


Principal


COMMERCIAL MORTGAGE-BACKED SECURITIES (continued)

J.P. Morgan Chase Commercial Mortgage Securities Corp. (continued)


5.72%, 2/15/51$50,000,000$43,834,255


5.44%, 6/12/47105,915,00099,486,828


5.75%, 2/12/49 (b)14,815,00014,064,872


5.79%, 2/12/51 (b)50,000,00048,121,200

Series2007-LDPX, ClassAM

5.46%, 1/15/49 (b)16,582,50012,176,394

LB-UBS Commercial Mortgage Trust


5.16%, 2/15/311,275,0001,304,164


5.66%, 3/15/39 (b)7,500,0007,544,656


5.42%, 2/15/4037,500,00034,709,640

Series2007-C1, ClassAM

5.46%, 2/15/4011,624,0008,480,640


5.43%, 2/15/4018,095,00016,863,793


5.87%, 9/15/45 (b)186,017,500177,099,021

Merrill Lynch/Countrywide Commercial Mortgage Trust


5.41%, 7/12/46 (b)11,700,00011,610,887


5.46%, 7/12/46 (b)10,000,0008,618,500


5.17%, 12/12/49 (b)51,059,50047,355,889


5.38%, 8/12/4835,557,00029,449,157


5.49%, 3/12/51 (b)48,160,00040,796,702


5.96%, 8/12/49 (b)131,633,000122,657,512


5.70%, 9/12/4936,171,00033,27