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Capsule A

Haar Capital Management, LLC – Discretionary Commodity Trading Program

Name of Commodity Trading Advisor:		Haar Capital Management, LLC
Name of Program:		Discretionary Commodity Trading Program
Inception of trading by CTA:		December 17, 2005
Inception of trading in program:		December 17, 2005
Number of open accounts:		63
Aggregate assets overall as of November 30, 2009:		$110,699,862
Aggregate assets in program as of November 30, 2009:		$98,293,751
Worst monthly Composite drawdown since inception:		(10.05%), March 2007
Worst peak-to-valley Composite drawdown since inception:		(12.61%), February 2007 to April 2007
2009 year-to-date return:		(4.93%) (11 months)
2008 annual return:		1.78%
2007 annual return:		16.17%
2006 annual return:		27.37%
2005 annual return:		1.03% (1 month)

Actual Trading Performance: December 17, 2005 – November 30, 2009**

Monthly Rate of Return	2009			2008			2007			2006			2005
January		(0.42	)%		2.02	%		(0.77	)%		9.47	%		—
February		(3.09	)		1.53			4.55			(2.26	)		—
March		0.30			(3.07	)		(10.05	)		2.47			—
April		1.84			1.64			(2.84	)		0.41			—
May		4.36			1.92			1.04			3.28			—
June		(3.08	)		4.45			6.45			1.50			—
July		0.14			0.15			(3.09	)		(2.88	)		—
August		0.90			(1.28	)		(2.47	)		0.56			—
September		0.35			(3.34	)		7.18			(4.06	)		—
October		(2.32	)		(1.99	)		2.16			5.06			—
November		(3.72	)		(0.01	)		6.23			10.12			—
December		–			0.04			8.36			1.88			1.03	%
Compound Annual Rate of Return	(4.93 (11 months)		)%		1.78	%		16.17	%		27.37	%	1.03 (1 month)		%

**Monthly returns in the table above are presented net of 1% management and 20% quarterly incentive fee, which fees are the average rates for all the accounts traded by Haar. Additionally, some fully-funded accounts may have less than Haar’s minimum units size for trading purposes and may experience a higher or lower monthly rate of return as compared to the composite. The above table was prepared on the basis of the nominal account size method from December 17, 2005 to November 30, 2009 based on actual client account trading results.

***Annual compounded rate of return is computed using a hypothetical $1,000 Investment Index, which illustrates how a theoretical $1,000 investment, if left untouched, would have appreciated or depreciated during the entire year. Since the performance table is the combination of many separate accounts, this is a theoretical figure and should not be taken as indicative of any results that an account may have in the future. The year-to-date rate of return is the ending $1,000 Index minus $1,000 and divided by $1,000.

You should read the footnotes located under “Notes to the Performance Information” on pages 31 to 32 of the Prospectus, which are an integral part of the above performance capsule.

PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS

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The Statement of Additional information contained on pages 86 through 109 of the Prospectus is deleted in its entirety and replaced with the following:

Managed Futures Funds in General

The trust is one type of managed futures fund. These types of investments products offer, in varying degrees, the possibility of achieving substantial capital appreciation as well as diversifying a portion of a traditional portfolio. Managed futures funds may also incur substantial losses. The purpose of this section is to provide prospective investors a general overview of where the trust is positioned in the spectrum of managed futures funds.

Managed Futures Funds

A managed futures fund is a professionally managed portfolio typically trading in a wide range of markets through futures, forwards and options contracts. These markets may include global currencies, interest rates, energy, stock indices, metals and agricultural commodities. Managed futures funds may trade either or both the short or long side of the market, often on a 24-hour basis, and are generally riskier and have more volatile performance than many other traditional investments. However, managed futures investments offer a unique return pattern when compared to traditional long-only equity or fixed income investments. As a result, professional management can be an important advantage in this highly complex and specialized investment area.

Not all managed futures funds are the same. Like other investment products, managed futures funds are designed with a variety of risk/reward parameters. The variety of available managed futures funds matches a wide range of individual investment objectives.

The Different Types of Managed Futures Funds

Risk/reward parameters of a managed futures fund may be modified by adjusting the number of trading advisors, trading strategies and/or markets traded. The increase of diversification in one or more of these categories is generally expected to produce lower but more consistent returns.

Certain managed futures funds are more aggressive than others. For example, single advisor, single strategy funds are typically expected to have higher profit potential as well as risk because of their dependence upon just one advisor’s performance and, in many cases, a limited number of markets traded. The returns in these types of managed futures funds often fluctuate significantly from month to month.

The performance volatility of single advisor funds may be reduced by a multi-advisor approach. Multi-advisor funds typically have lower returns, but also lower risk and volatility than single-advisor managed futures funds (although more risk and volatility than many other investments). The trust is a multi-advisor, multi-strategy investment.

Managed Futures and the Asset Allocation Process

The primary objective of an asset allocation process is to diversify a portfolio into a variety of investment components. Each investment component may respond differently to economic cycles and shifts in the financial markets. Thus, each investment component contributes differently to a portfolio’s overall performance.

A traditional investment portfolio is invested in stocks, bonds and cash equivalents. Adding “non-traditional” or “alternative” investments, such as managed futures, to a traditional portfolio can be beneficial in the asset allocation process. Because of its potential non-correlation with the performance of stocks and bonds, the non-traditional component can, if it outperforms either stocks or bonds, improve long-term returns and can also help to reduce volatility of a portfolio.

Prospective investors should carefully evaluate managed futures, weighing its return and diversification potential against the risks, before investing. Managed futures are speculative investments and are not appropriate for everyone. There can be no assurance that these investments will be profitable or will avoid losses.

Growth in Futures Investments

There has been a dramatic increase over the past twenty-five years in the volume of futures contracts traded in general as well as the amount of assets invested in the managed futures industry.

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The first chart below, “Futures Volume by Market Sector”, depicts the increased volume of futures contracts traded by market sector from 1980 to 2008. The second chart on the next page, “Growth in Managed Futures Industry”, illustrates the substantial increase in the amount of assets invested in managed futures. In 1980, the amount of assets in the managed futures industry was estimated at approximately $300 million; by December 31, 2008, this estimate was approximately $206 billion.

Futures Volume by Market Sector

Source: Futures Industry Association

The futures volume figures and market sector distributions presented above include both speculative and hedging transactions, as well as options on futures. A significant portion of currency trading is done in the forward rather than in the futures markets, and, accordingly, is not reflected in the foregoing chart.

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Growth in Managed Futures Industry

The assets categorized above as invested in managed futures are invested in a wide range of different products, including single-advisor and multi-advisor funds, “funds of funds,” “principal protection” pools (in which only a fraction of the assets invested are committed to trading) and to individual managed accounts.

The Role of Managed Futures in Your Portfolio

The managing owner’s objective in sponsoring the trust on a multi-advisor platform is to offer an investment which has the potential of achieving substantial capital appreciation over time to those investors whose risk tolerance levels can accept significant risk and expected volatility in performance. If substantial losses can be avoided, of which there can be no assurance, the managing owner believes that the trust has a reasonable opportunity to generate significant profits over time, despite exhibiting considerable intra-period volatility, by capitalizing on major price movements when they do occur. If successful, the trust offers investors the following potential advantages.

Access to the Trading Advisors and the Trading Programs

By investing in the trust, subscribers have the opportunity to place assets with multiple experienced managed futures advisors.

Investment Diversification

The globalization of the world’s economy offers potentially valuable trading opportunities, as major political and economic events continue to influence world markets, at times dramatically. In recent years, the futures markets have expanded to include a wide array of innovative products to capture potential profit opportunities that arise from volatility in interest rates, significant fluctuations in the value of commodities and currencies, the consolidation of European currencies, fragility in world banking and credit mechanisms and the growing interdependence among national economies. Moreover, trading on the major exchanges in Chicago, Frankfurt, London, New York, Paris, Singapore, Sydney and Tokyo has expanded and gives managed futures investors access to international markets and global diversification.

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Unlike a traditional diversified portfolio of stocks, bonds and real estate, the profit potential of the trust does not depend upon favorable general economic conditions and the trust is as likely to be profitable (or unprofitable) during periods of declining stock, bond and real estate markets as at any other time. In addition to the expected non-correlation in its performance with the performance of the general equity and debt markets, the trust’s flexibility to take either long or short positions, as opposed to traditional portfolios which are typically heavily weighted towards the former, can be an important advantage in times of economic uncertainty.

An investor who is not prepared to spend substantial time trading in the futures and forward markets may nevertheless participate in the commodities and financial markets through investing in the trust, thereby obtaining potentially valuable diversification from traditional investments such as a diversified portfolio of stocks, bonds and real estate. By allocating a portion of the risk segment of a traditional diversified portfolio to the trust, an investor has the potential, if the trust is successful, to enhance the prospects for superior performance of the overall portfolio as well as to reduce the volatility of the portfolio over time and the dependence of such portfolio on any single country’s economy.

Opportunity to Profit in Declining as Well as in Rising Markets

The futures markets offer the ability to trade either side of the market. Unlike short selling in the securities markets, taking short positions in the futures market (or buying a put option or selling a call option) in anticipation of a drop in price can be accomplished without additional restrictions or special margin requirements. Selling short in the futures markets is no more difficult than establishing a long position.

The profit and loss potential of futures trading is not dependent upon economic prosperity or interest rate or currency stability. Positive and negative returns may be realized in both rising and declining markets. It is potentially advantageous for investors to own assets which can appreciate during a period of generally declining prices, financial disruption or economic instability. Investors must realize, however, that the trust is not specifically designed to appreciate in declining markets. Rather, it is designed to perform independent of the direction of stocks and bonds and the general economy.

Non-Correlation

Managed futures investments have often performed differently from stocks and bonds. In addition, different types of alternative investments are frequently non-correlated with each other. This creates the potential to assemble a combination of alternative investments with the potential to profit in different economic cycles and international markets, while reducing the portfolio concentration of traditional long equity and debt holdings.

Statistically, investments with a correlation of 1.00 make or lose money at the same time. Investments with a correlation of –1.00 always move in the opposite direction. The following charts illustrate correlations across investment styles and during certain market conditions. There can be no assurance, however, that these patterns of correlation will continue in the future.

The low correlation between various styles of managed futures adds to the strength of the asset class as a source of diversification to a broader portfolio.

The correlation table below shows the correlations between various managed futures trading styles, “Long Short Equity” trading style, and the S&P 500®.

Style Correlation – January 2000 to December 2009

Style	Trend Following		Global Macro		Discretionary		Foreign Exchange		Long Short Equity		S&P 500
Trend Following		1.00
Global Macro		0.60		1.00
Discretionary		0.40		0.36		1.00
Foreign Exchange		0.64		0.42		0.22		1.00
Long Short Equity		0.03		0.69		0.08		0.06		1.00
S&P 500		-0.24		0.31		0.00		-0.05		0.64		1.00

Source: Barclays Database

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The chart below depicts the historical positive and negative correlation of managed futures vs. the S&P 500®. Managed futures have shown strong positive correlation during equity bull markets while showing strong negative correlation during equity bear market periods.

Rolling 12-Month Correlation of S&P 500® vs. Barclay B-Top 50 Index

January 1995 – December 2009

Source for B Top 50: Barclays Database

Source for S&P 500® Total Return Index: Standard and Poors

Managed futures may provide the opportunity for strong performance during market dislocations. At times of economic or market distress, managed futures historically have provided valuable diversification.

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The table below provides an indication of the negative correlation and the positive correlation attributes of managed futures, as compared to the S&P 500® during four different equity market phases.

Correlation Study of S&P 500® vs. Barclay B-Top 50 Index

January 2005 – December 2009

Period	Equity Market Phase	Number of Months		S&P 500 Annualized Return			Managed Futures (Barclay B-Top 50) Annualized Return			S&P 500 - Barclay Correlation
Jan 95 – Dec 99	Bullish		60		26.20	%		10.48	%		0.08
Jan 00 – Dec 02	Bearish		36		(15.70	)%		7.96	%		(0.51	)
Jan 03 – Dec 07	Bullish		60		10.80	%		6.33	%		0.39
Jan 08 – Dec 09	Bearish		24		(5.63	)%		4.09	%		(0.49	)

Annualized return for managed futures is represented by the Barclay B-Top 50 Managed Futures Index.

Source for Barclay Annualized Return: Barclays Database

Source for S&P 500® Total Return Index: Standard and Poors

Note About the Following Correlation Analysis

The trust is an actively managed portfolio of futures and forward contracts and related options that pays the fees and expenses described in this prospectus. The foregoing analysis of the trust’s performance in comparison to the market’s references indices that are unmanaged indices commonly used as benchmarks for investments similar to the trust’s, and investors are not able to invest in such indices. The performance of the indices does not reflect any fees or transaction costs as these expenses do not apply to market indices. Neither the performance of the trust nor the market indices have been adjusted to reflect any taxes applicable to an investor in the trust or in the investment products that track markets indices.

Non-Correlation Analysis

As described on pages 25-27 above, managed futures investments have often performed differently from stocks, bonds and other types of alternative investments. This creates the potential to assemble a combination of alternative investments with the potential to profit in different economic cycles and international markets, while reducing the portfolio concentration of traditional long equity and debt holdings.

The following charts illustrate the correlation of returns of a diversified portfolio of U.S. stocks, represented by the S&P 500Ò Stock Index, to a number of alternative investment strategies, represented by the indices in the charts. The first chart shows performance correlations during the nine months of positive performance for the S&P 500Ò during the period presented. The second chart shows performance correlations during the fourteen months of negative performance for the S&P 500Ò during the period presented. These charts demonstrate that based on the actual performance of the trust, the correlation of returns of the trust to the returns of stocks and various alternative investment choices in both up and down markets for the broader stock market is low. There can be no assurance, however, that these non-correlated patterns will continue in the future.

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S&P 500® Index Correlations

(Correlations during the S&P 500® Positive Performing Periods

January 2005 through December 2009)

The correlations to the S&P 500® during the Barclay B-Top 50 Index’s positive performing months show that thirty-eight out of the sixty months represented would have been positive.

Past performance is not necessarily indicative of future results.

Trading futures is speculative, involves substantial risk, and is not suitable for all investors.

The source for all indices except the MSCI EAFE Index in the tables above is PerTrac (a product of Strategic Financial solutions, LLC, phone number 775-851-5880). The source for MSCI EAFE Index is Morgan Stanley Capital International Inc. (phone number 312-706-4999).

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S&P 500® Index Correlations

(Correlations during the S&P 500® Negative Performing Periods

January 2005 through December 2009)

The correlations to the S&P 500® during the Barclay B-Top 50 Index’s negative performing months show that twenty-two out of the sixty months represented would have been negative.

Past performance is not necessarily indicative of future results.

Trading futures is speculative, involves substantial risk, and is not suitable for all investors.

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Futures Markets and Trading Methods

The Futures and Forward Markets

The Commodity Futures Modernization Act of 2000 (“CFMA”) became effective in December 2000 and substantially amended various laws relating to the trading of futures and derivatives contracts. New regulations regarding the trading of futures contracts have been enacted and more are expected. Although the new regulations have not had a significant impact on the markets traded by the trust, it is impossible to predict how such regulations may impact the trading activities of the trust. The following discussion describes traditional futures trading and briefly describes the characteristics of new exchanges permitted by the CFMA.

Futures and Forward Contracts

Futures contracts normally have standardized terms, such as size and delivery month, and call for the future delivery of various commodities. These contractual obligations may be satisfied either by taking or making physical delivery or by making an offsetting sale or purchase of a futures contract.

Prior to the enactment of the CFMA, futures contracts could only be traded on exchanges that were designated as “contract markets” by the CFTC. The CFMA permits certain futures contracts between sophisticated parties to be traded “off exchange.” The CFMA permits several new categories of exchanges to be created, each of which is subject to less regulation than traditional CFTC-approved contract markets. To date, all of the trust’s futures trading in the United States has been conducted on exchanges subject to the full oversight of the CFTC and the managing owner expects that substantially all of the trust’s futures trading in the United States will continue to be conducted on such exchanges. However, it is not now possible to determine what impact the existence of these new exchanges will have on the trust’s trading activities.

Forward currency contracts are traded off-exchange through banks or dealers. In such instances, the bank or dealer generally acts as principal in the transaction and charges “bid-ask” spreads.

Futures and forward trading is a “zero-sum,” risk transfer economic activity. For every gain there is an equal and offsetting loss.

Exchange of Futures for Physicals (“EFP”) Transactions

Although futures contracts are normally entered into through competitive bidding and offering on an exchange floor (or its electronic equivalent), most U.S. exchanges allow futures contracts also to be established in a transaction known as an exchange of futures for physicals (“EFP”). In an EFP transaction where two parties engage in a cash sale of a commodity underlying a futures contract, those same two parties are permitted to establish futures positions of an equivalent quantity opposite to their cash transaction. For example, a seller of a cash commodity would be permitted to establish a long futures position of an equivalent quantity and the buyer of the cash commodity would be permitted to establish a short futures position of the equivalent commodity. In some futures markets, the cash transaction upon which the EFP is based can be the reversal of a previously entered into but unsettled cash transaction. In those markets, because the cash transaction is essentially “transitory,” EFPs can serve as a means for parties to enter into futures contracts at negotiated prices and at other than during normal trading hours.

Hedgers and Speculators

The two broad classifications of persons who trade futures are “hedgers” and “speculators.” Hedging is designed to minimize the losses that may occur because of price changes, for example, between the time a merchandiser contracts to sell a commodity and the time of delivery. The futures and forward markets enable the hedger to shift the risk of price changes to the speculator. The speculator risks capital with the hope of making profits from such changes. Speculators, such as the trust, rarely make or take delivery of the physical commodity but rather close out their futures positions through offsetting futures contracts.

Exchanges; Position and Daily Limits; Margins

Each of the existing futures exchanges in the United States has an associated “clearinghouse.” Once trades made between members of an exchange have been cleared, each clearing broker looks only to the clearinghouse for all payments in respect of such broker’s open positions. The clearinghouse “guarantee” of performance on open positions does not run to customers. If a member firm goes bankrupt, customers could lose money.

The CFTC and the United States exchanges have established “speculative position limits” on the maximum positions that trades may hold or control in futures contracts on certain commodities.

Most United States futures exchanges limit the maximum change in futures prices during any single trading day. Once the “daily limit” has been reached, it becomes very difficult to execute trades. Because these limits apply on a day-to-day basis, they do not limit ultimate losses, but may reduce or eliminate liquidity and could make it difficult for the trust to liquidate unprofitable positions.

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When a position is established, “initial margin” is deposited. On most futures exchanges, at the close of each trading day “variation margin,” representing the unrealized gain or loss on the open positions, is either credited to or debited from a trader’s account. If “variation margin” payments cause a trader’s “initial margin” to fall below “maintenance margin” levels, a “margin call” is made, requiring the trader to deposit additional margin or have his position closed out.

The trust’s assets are traded on a number of foreign commodities exchanges. Foreign commodity exchanges differ in certain respects from their United States counterparts and are not regulated by any United States agency.

Trading Methods

Managed futures strategies are generally classified as either (i) systematic or discretionary; and (ii) technical or fundamental.

Systematic and Discretionary Trading Approaches

A systematic trader relies on trading programs or models to generate trading signals. Discretionary traders make trading decisions on the basis of their own judgment.

Each approach involves inherent risks. For example, systematic traders may incur substantial losses when fundamental or unexpected forces dominate the markets, while discretionary traders may overlook price trends which would have been signaled by a system.

Technical and Fundamental Analysis

Technical analysis operates on the theory that market prices, momentum and patterns at any given point in time reflect all known factors affecting the supply and demand for a particular commodity. Consequently, technical analysis focuses on market data as the most effective means of attempting to predict future prices.

Fundamental analysis, in contrast, focuses on the study of factors external to the markets, for example: weather, the economy of a particular country, government policies, domestic and foreign political and economic events, and changing trade prospects. Fundamental analysis assumes that markets are imperfect and that market mispricings can be identified.

Trend-Following

Trend-following advisors try to take advantage of major price movements, in contrast with traders who focus on making many small profits on short-term trades or through relative value positions. Trend-following traders assume that most of their trades will be unprofitable. They look for a few large profits from big trends. During periods with no major price movements, a trend-following trading program is likely to have big losses.

Risk Control Techniques

Trading advisors often adopt risk management principles. Such principles typically restrict the size of positions taken as well as establishing stop-loss points at which losing positions are to be liquidated. However, no risk control technique can assure that big losses will be avoided.

Interest on Trust Assets

The trust receives interest income on its assets. On the first business day of each month, R.J. O’Brien & Associates, LLC credits the trust’s account holding U.S. dollar deposits with interest, as of February 1, 2010, in the amount of 80% of the average four-week Treasury Bill rate; while the remaining 20% of the average four-week Treasury Bill rate is retained by R.J. O’Brien & Associates, LLC. With respect to non-U.S. dollar deposits, the rate of interest is equal to a rate of one-month LIBOR less 1.0%. Any amounts received by R.J. O’Brien & Associates, LLC in excess of amounts paid to the trust are retained by R.J. O’Brien & Associates, LLC. The interest earned on the trust’s assets can offset a portion, although at current rates not all, of its routine costs. The trust’s interest income represents a source of revenue entirely independent of its speculative futures and forward trading, but is subject to the risk of trading losses. Interest is currently estimated to be earned at a rate of 0.56%.

Although the managing owner has not yet done so, the managing owner may place some of the trust’s assets with a custodian and hire a third-party cash manager to manage that money.

Small Minimum Investment

Investors in the trust are currently able to gain access to the trust for a minimum investment of only $5,000; $2,000 in the case of eligible employee benefit plans and individual retirement accounts. A small minimum investment requirement makes the trust accessible to a wide range of investors and also means that no investor must commit a significant amount of assets in order to participate in the trust.

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Limited Liability

An investor who opens an individual futures account is generally liable for all losses incurred in such account, and may lose substantially more than such investor committed to the account, particularly in light of the large positions in relation to capital used in futures and forward trading. However, a unitholder cannot lose more than his or her investment in the trust plus undistributed profits. In fact, in the event the net asset value of a unit decreases to less than 50% of the previous highest month-end net asset value per unit as of the close of business on any day, the managing owner is required to cause the trust to liquidate all open positions, suspend trading and declare a special redemption date in accordance with the provisions in the Eighth Amended and Restated Declaration and Agreement of Trust. Without limited liability, it could be imprudent for an investor to participate in strategies like those applied by the trust’s trading advisors where positions may be large in relation to account equity.

Administrative Convenience

The trust is structured so as to substantially eliminate the administrative burden which would otherwise be involved in unitholders engaging directly in futures and forward trading. Unitholders receive monthly unaudited and annual certified financial reports as well as all tax information relating to the trust necessary for unitholders to complete their federal and state income tax returns. The approximate daily net asset value per unit is available by calling your financial advisor or the managing owner toll free at (888) 292-9399.

Diversification by Sector

The chart below reflects the total markets and sectors traded by the six trading advisors. Re-allocations of the trust’s assets among these programs and other manager programs may change from time to time. Investors should not treat the trust as a means of participating in any one specific sector. There is no way to predict which markets the trust will trade or what its relative commitments to the different markets will be.

Trust Sector Allocation as of December 2009

Financial Exposure: 41.44%

Commodity Exposure: 58.56%

PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS.

Trading futures is speculative, involves substantial risk, and is not suitable for all investors.

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Diversification by Holding Period

The chart below reflects the approximate percentage of assets allocated by position holding periods by the six trading advisors. Re-allocations of the trust’s assets among these programs and other manager programs may change the distribution of holding periods from time to time. Investors should not treat the trust as a means of participating in any one specific investment horizon.

Diversified Time Frames for Trust Assets

(Holding Periods for Positions by Trading Advisors)

PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS.

Trading futures is speculative, involves substantial risk, and is not suitable for all investors.

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Diversification by Investment Style

The chart below reflects the approximate percentage of assets allocated by investment style of the six trading advisors. Re-allocations of the trust’s assets among the trading advisors and any new advisor may change this allocation from time to time. Investors should not treat the trust as a means of participating in any one specific investment style.

Diversified Investment Styles for Trust Assets

(Investment Styles of Trading Advisors)

PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS.

Trading futures is speculative, involves substantial risk, and is not suitable for all investors.

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Correlation Analysis between the Barclay B-Top 50 Index and the S&P 500®

(January 2005 through December 2009)

The charts below show that the performance of the Barclay B-Top 50 Index may not have been negatively correlated with the S&P 500®. In fact, the Barclay B-Top 50 Index performed independently, in a statistical sense, in the period shown. Out of the sixty months shown below in the pie chart, the Barclay B-Top 50 Index frequently experienced the same performance–loss or gain–as the S&P 500® Index. However, as the pie chart shows, in 45.00%, or twenty-seven of sixty months, Barclay B-Top 50 Index performance was in the opposite direction of the S&P 500®.

PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS.

Trading futures is speculative, involves substantial risk, and is not suitable for all investors.

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Non-correlation is not, however, negative correlation. The Barclay B-Top 50 Index’s performance is not expected to be opposite, but rather unrelated, to the performance of stocks and bonds. For example, as shown in the graphs below, during certain periods, the Barclay B-Top 50 Index would have demonstrated a strong degree of positive correlations to the S&P 500Ò Stock Index and the Barclay Capital Government Bond Index (BCGI).

Correlation Analysis between the Barclay B-Top 50 Index and the BCGI

(January 2005 through December 2009)

The chart below shows that the performance of the Barclay B-Top 50 Index would not have been negatively correlated with the BCGI. In fact, the Barclay B-Top 50 Index performed independently, in a statistical sense, during the period shown. As the pie chart shows, 37.50% or 22 out of sixty months, Barclay B-Top 50 Index performance would have been in the opposite direction of the BCGI.

PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS.

Trading futures is speculative, involves substantial risk, and is not suitable for all investors.

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Worst Decline in Equity Indexes (June 1989 – December 2009)

Managed Futures Performance during Worst Drawdown (WDD) periods for Stocks

Managed Futures: Barclay CTA Index

S&P 500® Total Return Index

Nasdaq Composite Index

International Stocks & Morgan Stanley International Europe, Australasia and Far East (EAFE)

Source: Barclay Trading Group, Ltd.

PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS.

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The following chart compares the monthly performance of the trust since January 2005 to the S&P 500® Stock Index (assuming the reinvestment of all dividends) and a portfolio consisting of 10% of the trust and 90% of the S&P 500® Stock Index (assuming the reinvestment of all dividends).

Performance Information of the Barclay B-Top 50 Index versus the

S&P 500Ò Stock Index and a 10%/90% BTOP 50/S&P 500Ò Weighted Portfolio

January 2005 through December 2009

Past performance is not necessarily indicative of future results.

Graphic comparisons of securities indices and the Barclay B-Top 50 Index, a managed futures index, may not adequately reflect all differences between the securities and futures markets or between passive and managed investments.

Neither the managing owner nor its trading advisors recommend that any investor allocate 50% of his or her portfolio to managed futures.

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Volatility

Volatility, as measured by the standard deviation of returns, is a common investment industry measure of risk. To understand how the Barclay B-Top 50 Index is positioned in the marketplace when comparing historical volatility among other indices, “upside” and “downside” volatility must be defined. Downside volatility is movement from the mean downwards. Upside volatility is movement from the mean upwards. In other words, downside volatility reflects the performance below the average monthly return and upside volatility reflects performance above the average monthly return. Overall volatility by itself is not necessarily the only factor to evaluate when considering to invest.

Selected Indices versus the S&P 500Ò Stock Index

January 2005 – December 2009

Past performance is not necessarily indicative of future results.

The overall volatility is the standard deviation of all of the Barclay B-Top 50 Index’s actual returns from January 2005 through December 2009 for the BTOP 50 and the indices shown above. The upside volatility for the BTOP 50 and each of the indices shown in the chart above was derived by taking the standard deviation of all the returns greater than the mean for that specific product. The downside volatility for the BTOP 50 and each of the indices shown in the chart above was derived by taking the standard deviation of all the returns less than the mean for that specific product. The mean is derived by calculating the average of all of the monthly returns from January 2005 through December 2009. Standard deviation measures the variability of a probability distribution and is widely used as a measure of risk. Figures are annualized using the monthly rates of return on a compounded basis from January 2005 through December 2009.

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Efficient Frontier

As discussed above and in Part One of this two part prospectus, by allocating a portion of the risk segment of a traditional portfolio of stocks and bonds to managed futures, an investor has the potential to enhance the prospects for superior performance of an overall portfolio as well as to reduce the volatility of the portfolio over time.

The following graph, prepared by Liberty Funds Group and the managing owner, demonstrates the potential effects of adding managed futures, as represented by the Barclay B-Top 50 Index, to a diversified stock portfolio, represented by the S&P 500Ò Stock Index. Adding managed futures has the potential to increase the portfolio’s overall returns while decreasing the standard deviation of returns (a common measure of risk). The graph was prepared using the performance of the Barclay B-Top 50 Index for the period from January 2005 through December 2009.

The following graph does not reflect the risk of the Barclay B-Top 50 Index incurring sudden, major losses as the graph is based on statistical averages over time.

Performance of the Barclay B-Top 50 Index and the S&P 500® Stock Index

January 2005 through December 2009

Source: PerTrac

PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS.

Standard deviation measures the variability of a probability distribution and is widely used as a measure of risk. Figures are annualized using the monthly rates of return of the Barclay B-Top 50 Index on a compounded basis for the period from January 2005 through December 2009.

Each point represents a 5% incremental allocation to managed futures, as represented by the Barclay B-Top 50 Index, to a diversified stock portfolio, represented by the S&P 500® Stock Index.

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“10% BTOP 50/90%S&P” represents the risk return profile of a hypothetical portfolio with 10% of the assets invested in managed futures, as represented by the Barclay B-Top 50 Index, and 90% in the S&P 500® Index.

S&P 500® is a trademark of The McGraw-Hill Companies. The S&P 500® Index tracks the stock performance of 500 U.S. companies across four industry groups. It is a market-value weighted index with each stock's weight in the index proportionate to its market value. The S&P 500® is a passively managed index that is neither available for direct investment nor subject to advisory fees or other expenses. Comparisons of actively managed investments, such as RJO Global Trust, to passive indices have certain inherent material limitations. All data for S&P 500® is obtained from PerTrac (a product of Strategic Financial Solutions, LLC. (2008)) 1-775-851-5880 www.pertrac.com.

The foregoing graph is provided for illustrative purposes only. Prospective investors should note that neither the managing owner nor the commodity trading advisors have managed any pools or accounts consisting of the portfolio mixes shown in the above charts and that the charts are presented only as an illustration of the potential advantage of adding a managed futures component to a portfolio of stocks or a portfolio of stock and bonds, not as a recommendation that any investor should allocate more than 10% of his or her portfolio to managed futures. For a portfolio consisting of managed futures, stocks and bonds to outperform a portfolio consisting solely of stocks or of stocks and bonds, the managed futures component itself must outperform stocks or bonds over the period being measured. There can be no assurance that that will, in fact, occur.

[Remainder of page intentionally left blank]

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The hypothetical performance information contained on pages 110 through 112 of the Prospectus is deleted in its entirety.

The following is added to page B-2 – Subscription Requirements under the heading “Investor Suitability”:

Michigan – A Michigan Purchaser may not invest more than 10% of his or her net worth in the Units.

The following is added to pages C-A-2 and C-B-2 – Subscription Agreement and Power of Power under the heading “Subscription for Units”:

Any natural person, partnership, corporation, association or other legal entity, including the Managing Owner, selling the Class [A/B] Units may not complete a sale of the Class [A/B] Units to a prospective investor until at least five business days after the date the prospective investor receives this prospectus.

The following information is added to the chart on page 24 in line item where “The Managing Owner” is designated as “Recipient” and on page 68 – Redemptions; Net Asset Value under the heading “Redemptions”:

The redemption charge will be paid to RJOFM, except that for investors in the State of Ohio, the redemption charge will be paid to RJOS.

- 45 -

	Class A Units						Class B Units
Expense	Percentage Return			Dollar Return Required1			Percentage Return			Dollar Return Required1
	%			$			%			$
Brokerage Fee2		5.00			250.00			3.00			150.00
Management Fee3		2.00			100.00			2.00			100.00
Incentive Fee4		—			—			—			—
Ongoing Offering Costs		0.50			25.00			0.50			25.00
Administrative Expenses		0.40			20.00			0.40			20.00
Less: Interest Income5		(0.56	)		(28.00	)		(0.56	)		(28.00	)
Trading profit that units must earn to recoup an initial investment of $5,0006		—			367.00			—			267.00
Trading profit as a percentage of net assets that units must earn to recoup an initial investment of $5,0006		7.34			—			5.34			—

Monthly Rate of Return(3)(4)	2009			2008			2007			2006			2005			2004
January		(2.45	)%		11.54	%		(1.24	)%		(1.76	)%		(9.54	)%		1.07	%
February		(1.24	)		11.33			(7.50	)		(9.61	)		(5.63	)		4.54
March		(1.24	)		2.62			(10.83	)		2.04			0.50			(4.64	)
April		(1.90	)		(9.04	)		6.26			10.68			(6.40	)		(9.38	)
May		0.39			5.10			0.42			(1.15	)		7.95			(6.21	)
June		(1.43	)		4.20			7.02			(11.01	)		7.89			(5.16	)
July		(0.39	)		(16.01	)		(6.68	)		(8.12	)		(1.58	)		(3.31	)
August		(1.07	)		1.21			(6.95	)		8.81			2.36			(2.21	)
September		(0.88	)		11.13			6.14			0.49			0.60			4.26
October		(1.88	)		23.16			5.05			(4.83	)		(1.19	)		11.97
November		0.78			(4.13	)		1.83			5.68			8.44			10.85
December		(3.43	)		(0.43	)		(1.80	)		(6.70	)		(8.54	)		0.24
Compound Annual Rate of Return		(13.86	)%		40.97	%		(9.77	)%		(16.84	)%		(7.12	)%		(0.39	)%

Name of commodity trading advisor:		Abraham Trading Company
Name of program:		Diversified
Inception of trading by CTA:		January 1998
Inception of trading in program:		January 1998
Number of open accounts:		10
Aggregate assets overall as of November 30, 2009:		$505,137,447
Excluding “notional” equity:		$313,430,650
Including “notional” equity:		$505,137,447
Aggregate assets in program as of November 30, 2009:		$493,829,033
Excluding “notional” equity:		$302,122,236
Including “notional” equity:		$493,829,033
Worst monthly drawdown since January 1, 2004:		(12.25%), August 2004
Worst peak-to-valley drawdown since January 1, 2004:		(27.18%), November 2004 to July 2005
2009 year-to-date return:		(1.65%) (11 months)
2008 annual return:		28.77%
2007 annual return:		19.20 %
2006 annual return:		3.16%
2005 annual return:		(10.95%)
2004 annual return:		15.38%

Monthly Rate of Return	2009			2008			2007			2006			2005			2004
January		(0.71	)%		6.44	%		(1.08	)%		2.56	%		(5.48	)%		0.47	%
February		0.12			6.57			(4.00	)		(1.53	)		(8.95	)		8.38
March		(1.82	)		(0.21	)		(2.32	)		5.71			(1.00	)		0.88
April		(3.12	)		0.34			6.50			2.75			(10.04	)		(6.22	)
May		3.89			(0.94	)		4.96			(1.70	)		1.93			2.53
June		0.53			2.04			3.66			(2.32	)		6.66			1.37
July		(2.30	)		(4.19	)		(2.54	)		(5.26	)		(12.16	)		6.74
August		1.48			0.08			(3.73	)		2.72			15.74			(12.25	)
September		0.07			5.55			5.20			(1.51	)		(5.79	)		7.84
October		(1.12	)		4.73			4.32			4.08			(5.98	)		4.32
November		1.55			2.02			1.16			2.23			14.15			2.79
December		–			3.72			6.47			1.41			3.96			(0.51	)
Compound Annual Rate of Return	(1.65 (11 months		)% )		28.77	%		19.20	%		8.93	%		(10.95	)%		15.38	%

Name of commodity trading advisor:		Global Advisors (Jersey) Limited (1)
Name of program:		Global Commodity Systematic
Inception of trading by CTA:		July 2005
Inception of trading in program:		July 2005
Number of open accounts:		14
Aggregate assets overall as of November 30, 2009:
Excluding “notional” equity:		$111,191,561
Including “notional” equity:		$328,889,631
Aggregate assets in program as of November 30, 2009:
Excluding “notional” equity:		$111,191,561
Including “notional” equity:		$328,889,631
Worst monthly drawdown since inception:		(4.65%), August 2007
Worst peak-to-valley drawdown since inception:		(5.45%), July 2008 to August 2008
2009 year-to-date return:		2.54% (11 months)
2008 annual return:		20.39%
2007 annual return:		14.87%
2006 annual return:		21.91%
2005 annual return:		11.50% (6 months)

	·	The second part then takes this feature set and applies the trade models, outputting a set of positions and stops across the commodity portfolio.

Name of commodity trading advisor:		John W. Henry & Company, Inc.
Name of program:		JWH Diversified Plus
Inception of trading by CTA:		October 1982
Inception of trading in program:		April 2007
Number of open accounts:		4
Aggregate assets overall as of November 30, 2009:		$207,117,497
Aggregate assets in program as of November 30, 2009:		$37,518,131
Worst monthly drawdown since inception:		(16.91%), July 2008
Worst peak-to-valley drawdown since inception:		(24.25%), June 2008 to August 2008
2009 year-to-date return:		(0.91%) (11 months)
2008 annual return:		40.09%
2007 annual return:		24.15% (9 months)

Name of commodity trading advisor:		NuWave Investment Management, LLC
Name of program:		Combined Futures Portfolio 2x
Inception of trading by CTA:		May 2001
Inception of trading in program:		February 2005
Number of open accounts:		28
Aggregate assets overall as of November 30, 2009:
Excluding “notional” equity:		$153,411,689
Including “notional” equity:		$598,949,073
Aggregate assets in program as of November 30, 2009:
Excluding “notional” equity:		$153,411,689
Including “notional” equity:		$566,230,367
Worst monthly drawdown since inception:		(11.72%), August 2007 (1)
Worst peak-to-valley drawdown since inception:		(13.91%), June 2007 to August 2007 (1)
2009 year-to-date return:		(7.45%) (11 months)
2008 annual return:		51.50%
2007 annual return:		(0.12%)
2006 annual return:		11.87%
2005 annual return:		17.78% (11 months)

Name of Commodity Trading Advisor:		Conquest Capital LLC
Name of Program:		Conquest Macro
Inception of trading by CTA:		May 1, 1999
Inception of trading in program:		June 1, 2001
Number of open accounts:		14
Aggregate assets overall as of November 30, 2009:
Excluding “notional” equity:		$232 million
Including “notional” equity:		$571 million
Aggregate assets in program as of November 30, 2009:
Excluding “notional” equity:		$191 million
Including “notional” equity:		$414 million
Worst monthly Composite drawdown since January 1, 2004:		(10.70%), August 2009
Worst peak-to-valley Composite drawdown since January 1, 2004:		(15.67%), Aug. 2009 to Nov. 2009
2009 year-to-date return:		(6.39%) (11 months)
2008 annual return:		45.58%
2007 annual return:		20.88%
2006 annual return:		8.04%
2005 annual return:		1.68%
2004 annual return:		(0.67%)

Monthly Rate of Return	2009			2008			2007			2006			2005
January		(0.13	)%		3.09	%		0.13	%		6.24	%		–
February		0.38			10.47			2.55			(1.16	)		–
March		(1.32	)		(3.74	)		(0.58	)		2.69			–
April		(0.12	)		1.46			1.93			9.67			–
May		1.25			2.60			(1.33	)		0.83			–
June		(0.45	)		2.12			0.63			(0.18	)		–
July		(0.58	)		(3.68	)		2.32			(1.51	)		(2.21	)
August		1.69			(1.84	)		(4.65	)		(0.17	)		6.98
September		(0.73	)		2.35			9.40			2.58			0.17
October		(0.24	)		5.23			2.83			2.09			0.78
November		2.83			0.84			(1.40	)		0.45			4.66
December		–			0.60			2.75			(0.97	)		0.88
Compound Annual Rate of Return	2.54 (11 months		% )		20.39	%		14.87	%		21.91	%	11.50 (6 months		% )

Monthly Rate of Return	2009			2008			2007			2006			2005
January		(0.02	)%		3.06	%		0.93	%		2.89	%		–
February		(0.07	)		4.35			(2.83	)		(3.50	)		(0.48	)
March		0.21			1.15			(1.95	)		0.85			1.10
April		(1.32	)		(5.75	)		2.39			3.23			(4.93	)
May		(8.74	)		(4.50	)		0.34			0.99			4.15
June		0.33			(3.04	)		5.52			(1.18	)		3.98
July		(2.52	)		8.73			(2.48	)		(1.53	)		3.81
August		3.09			10.12			(11.72	)		2.68			6.80
September		1.06			10.90			2.44			1.92			2.59
October		(1.85	)		17.21			2.80			1.44			(7.18	)
November		2.63			2.57			3.04			(0.95	)		5.06
December		–			0.24			2.57			4.74			2.51
Compound Annual Rate of Return	(7.45 (11 months		)% )		51.50	%		(0.12	)%		11.87	%	17.78 (11 months		% )

Monthly Rate of Return	2009			2008			2007			2006			2005			2004
January		6.20	%		13.05	%		(0.50	)%		2.89	%		(9.80	)%		1.79	%
February		(1.49	)		3.92			(2.32	)		(0.94	)		(1.05	)		0.76
March		(2.90	)		4.17			1.29			(3.01	)		(0.01	)		(1.64	)
April		(3.44	)		1.42			2.34			11.64			1.25			0.18
May		5.05			(5.64	)		(8.44	)		5.34			2.27			1.20
June		2.13			8.06			(0.74	)		(2.02	)		2.22			(7.76	)
July		5.49			(6.40	)		11.55			(1.66	)		(1.96	)		(1.59	)
August		(10.70	)		6.08			0.53			(5.05	)		2.66			(0.17	)
September		(3.69	)		8.50			4.28			(5.95	)		(0.53	)		(3.28	)
October		(0.36	)		3.80			4.45			3.91			(1.07	)		3.95
November		(1.60	)		2.08			6.70			3.28			5.71			2.69
December		–			0.78			1.30			0.64			2.81			3.80
Compound Annual Rate of Return	(6.39 (11 months		)% )		45.58	%		20.88	%		8.04	%		1.68	%		(0.67	)%