Mail Stop 4561

      July 18, 2007

Adam Langley
Aspen Diversified Fund LLC
1230 Peachtree Street, N.E.
Suite 1750
Atlanta, GA  30309

Re:	Aspen Diversified Fund LLC
	Form 10/A
	File No. 0-52544
      Filed July 11, 2007

Dear Mr. Langley:

      We have reviewed the above filing and have the following
comments.  Where indicated, we think you should revise your
document
in response to these comments.  If you disagree, we will consider
your explanation as to why our comment is inapplicable or a
revision
is unnecessary.  Please be as detailed as necessary in your
explanation.  In some of our comments, we may ask you to provide
us
with supplemental information so we may better understand your
disclosure.  After reviewing this information, we may or may not
raise additional comments.

	Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or on any other
aspect
of our review.  Feel free to call us at the telephone numbers
listed
at the end of this letter.

	Page numbers in our comment letter refer to the marked
courtesy
copy of the filing that you provided to us.

Exhibit 19

1. Please revise your audit report to comply with Auditing
Standard
No. 1 of the PCAOB, References in Audit Reports to the Standards
of
the Public Company Accounting Oversight Board for all periods
referenced in the audit report.


*	*	*

       As appropriate, please amend your filing and respond to
these
comments within 10 business days or tell us when you will provide
us
with a response.  You may wish to provide us with marked copies of
the amendment to expedite our review.  Please furnish a cover
letter
with your amendment that keys your responses to our comments and
provides any requested supplemental information.  Detailed cover
letters greatly facilitate our review.  Please understand that we
may
have additional comments after reviewing your amendment and
responses
to our comments.

	 We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing reviewed by the staff to
be
certain that they have provided all information investors require
for
an informed decision.  Since the company and its management are in
possession of all facts relating to a company`s disclosure, they
are
responsible for the accuracy and adequacy of the disclosures they
have made.

	Direct any questions regarding the accounting comments to
Kristi
Marrone at (202) 3429 or Daniel Gordon, Accounting Branch Chief,
at
(202) 551-3486.  Direct any other questions to Michael McTiernan
at
(202) 551-3852, or the undersigned at (202) 551-3780.



Sincerely,



	Karen J. Garnett
	Assistant Director
Adam Langley
Aspen Diversified Fund LLC
July 18, 2007
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