Belhurst Capital Fund D/A Indefinite amount in investment fund, sold $1.52B, 510 investors

The Securities and Exchange Commission has not necessarily reviewed the information in this filing and has not determined if it is accurate and complete.
The reader should not assume that the information is accurate and complete.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM D

Notice of Exempt Offering of Securities

OMB APPROVAL

OMB Number:	3235-0076
Estimated average burden
hours per response:	4.00

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

X None

Entity Type

0001886309

	Corporation
	Limited Partnership
X	Limited Liability Company
	General Partnership
	Business Trust
	Other (Specify)

Name of Issuer

Belhurst Capital Fund LLC

Jurisdiction of Incorporation/Organization

DELAWARE

Year of Incorporation/Organization

	Over Five Years Ago
X	Within Last Five Years (Specify Year)	2021
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
Belhurst Capital Fund LLC
Street Address 1		Street Address 2
TWO INTERNATIONAL PLACE
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
BOSTON	MASSACHUSETTS	02110	617-482-8260

3. Related Persons

Last Name	First Name	Middle Name
Eaton Vance Management	N/A
Street Address 1	Street Address 2
Two International Place
City	State/Province/Country	ZIP/PostalCode
Boston	MASSACHUSETTS	02110

Relationship: Executive Officer Director X Promoter

Clarification of Response (if Necessary):

Investment Adviser

Last Name	First Name	Middle Name
Faust Jr.	Thomas
Street Address 1	Street Address 2
c/o Two International Place
City	State/Province/Country	ZIP/PostalCode
Boston	MASSACHUSETTS	02110

Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):

Executive Officer of Eaton Vance Management

Last Name	First Name	Middle Name
Murphy	A.	John
Street Address 1	Street Address 2
c/o Two International Place
City	State/Province/Country	ZIP/PostalCode
Boston	MASSACHUSETTS	02110

Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):

Executive Officer of Eaton Vance Management

Last Name	First Name	Middle Name
Cataldo	Dan
Street Address 1	Street Address 2
c/o Two International Plaece
City	State/Province/Country	ZIP/PostalCode
Boston	MASSACHUSETTS	02110

Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):

Executive Officer of Eaton Vance Management

Last Name	First Name	Middle Name
Walsh	Deidre
Street Address 1	Street Address 2
c/o Two International Place
City	State/Province/Country	ZIP/PostalCode
Boston	MASSACHUSETTS	02110

Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):

Executive Officer of Eaton Vance Management

Last Name	First Name	Middle Name
Frenette	Drew
Street Address 1	Street Address 2
c/o Two International Place
City	State/Province/Country	ZIP/PostalCode
Boston	MASSACHUSETTS	02110

Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):

Executive Officer of Eaton Vance Management

4. Industry Group

Agriculture

Banking & Financial Services

Commercial Banking

Insurance

Investing

Investment Banking

X

Pooled Investment Fund

	Hedge Fund
	Private Equity Fund
	Venture Capital Fund
X	Other Investment Fund

Is the issuer registered as
an investment company under
the Investment Company
Act of 1940?

Yes X No

Other Banking & Financial Services

Business Services

Energy

Coal Mining

Electric Utilities

Energy Conservation

Environmental Services

Oil & Gas

Other Energy

Health Care

Biotechnology

Health Insurance

Hospitals & Physicians

Pharmaceuticals

Other Health Care

Manufacturing

Real Estate

Commercial

Construction

REITS & Finance

Residential

Other Real Estate

Retailing

Restaurants

Technology

Computers

Telecommunications

Other Technology

Travel

Airlines & Airports

Lodging & Conventions

Tourism & Travel Services

Other Travel

Other

5. Issuer Size

Revenue Range		OR	Aggregate Net Asset Value Range
	No Revenues			No Aggregate Net Asset Value
	$1 - $1,000,000			$1 - $5,000,000
	$1,000,001 - $5,000,000			$5,000,001 - $25,000,000
	$5,000,001 - $25,000,000			$25,000,001 - $50,000,000
	$25,000,001 - $100,000,000			$50,000,001 - $100,000,000
	Over $100,000,000			Over $100,000,000
	Decline to Disclose		X	Decline to Disclose
	Not Applicable			Not Applicable

6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply)

	Rule 504(b)(1) (not (i), (ii) or (iii))
	Rule 504 (b)(1)(i)
	Rule 504 (b)(1)(ii)
	Rule 504 (b)(1)(iii)
X	Rule 506(b)
	Rule 506(c)
	Securities Act Section 4(a)(5)

X Investment Company Act Section 3(c)

Section 3(c)(1) Section 3(c)(9)

Section 3(c)(2) Section 3(c)(10)

Section 3(c)(3) Section 3(c)(11)

Section 3(c)(4) Section 3(c)(12)

Section 3(c)(5) Section 3(c)(13)

Section 3(c)(6) Section 3(c)(14)

X Section 3(c)(7)

7. Type of Filing

	New Notice	Date of First Sale	2021-12-16	First Sale Yet to Occur
X	Amendment

8. Duration of Offering

Does the Issuer intend this offering to last more than one year? X Yes No

9. Type(s) of Securities Offered (select all that apply)

Equity	X	Pooled Investment Fund Interests
Debt		Tenant-in-Common Securities
Option, Warrant or Other Right to Acquire Another Security		Mineral Property Securities
Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Security		Other (describe)

10. Business Combination Transaction

Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer? Yes X No

Clarification of Response (if Necessary):

11. Minimum Investment

Minimum investment accepted from any outside investor $1,000,000 USD

12. Sales Compensation

Recipient	Recipient CRD Number None
Eaton Vance Distributors, Inc.	37731
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
Two International Place
City	State/Province/Country	ZIP/Postal Code
Boston	MASSACHUSETTS	02110
State(s) of Solicitation (select all that apply) Check “All States” or check individual States X All States	Foreign/non-US

Recipient	Recipient CRD Number None
Northern Trust Securities	7927
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
50 S LaSalle Street
City	State/Province/Country	ZIP/Postal Code
Chicago	ILLINOIS	60675-0001
State(s) of Solicitation (select all that apply) Check “All States” or check individual States All States	Foreign/non-US
ARIZONA CALIFORNIA COLORADO FLORIDA GEORGIA ILLINOIS INDIANA MARYLAND MASSACHUSETTS MICHIGAN NEVADA NEW JERSEY NEW YORK NORTH CAROLINA PENNSYLVANIA TENNESSEE TEXAS VIRGINIA WASHINGTON WISCONSIN

Recipient	Recipient CRD Number None
Cetera Advisors LLC	10299
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
4600 South Syracuse St	suite 600
City	State/Province/Country	ZIP/Postal Code
Denver	COLORADO	80237
State(s) of Solicitation (select all that apply) Check “All States” or check individual States X All States	X Foreign/non-US

Recipient	Recipient CRD Number None
Cetera Advisors LLC	10299
(Associated) Broker or Dealer None	(Associated) Broker or Dealer CRD Number None
Cetera Advisor Networks	13572
Street Address 1	Street Address 2
200 N Pacific Coast Highway	suite 1300
City	State/Province/Country	ZIP/Postal Code
El Segundo	CALIFORNIA	90245-5672
State(s) of Solicitation (select all that apply) Check “All States” or check individual States X All States	X Foreign/non-US

Recipient	Recipient CRD Number None
Cetera Advisors LLC	10299
(Associated) Broker or Dealer None	(Associated) Broker or Dealer CRD Number None
Cetera Financial Specialists	10358
Street Address 1	Street Address 2
200 North Martingale RD	7th floor
City	State/Province/Country	ZIP/Postal Code
Schaumburg	ILLINOIS	60173
State(s) of Solicitation (select all that apply) Check “All States” or check individual States X All States	X Foreign/non-US

Recipient	Recipient CRD Number None
Cetera Advisors LLC	10299
(Associated) Broker or Dealer None	(Associated) Broker or Dealer CRD Number None
Cetera Investment Services	15340
Street Address 1	Street Address 2
400 First St S.	suite 300
City	State/Province/Country	ZIP/Postal Code
st cloud	MINNESOTA	56032
State(s) of Solicitation (select all that apply) Check “All States” or check individual States X All States	X Foreign/non-US

Recipient	Recipient CRD Number None
Cetera Advisors LLC	10299
(Associated) Broker or Dealer None	(Associated) Broker or Dealer CRD Number None
First Allied Securities	32444
Street Address 1	Street Address 2
655 West Broadway	12th floor
City	State/Province/Country	ZIP/Postal Code
San Diego	CALIFORNIA	92101
State(s) of Solicitation (select all that apply) Check “All States” or check individual States X All States	X Foreign/non-US

Recipient	Recipient CRD Number None
Rockefeller Financial LLC	291361
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
10 Rockefeller plaza
City	State/Province/Country	ZIP/Postal Code
new york	NEW YORK	10020
State(s) of Solicitation (select all that apply) Check “All States” or check individual States X All States	X Foreign/non-US

Recipient	Recipient CRD Number None
JP Morgan Securities	79
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
383 Madison Avenue
City	State/Province/Country	ZIP/Postal Code
New York	NEW YORK	10179
State(s) of Solicitation (select all that apply) Check “All States” or check individual States X All States	X Foreign/non-US

Recipient	Recipient CRD Number None
UBS Financial Services	8174
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
1200 Harbor Blvd
City	State/Province/Country	ZIP/Postal Code
Weehawken	NEW JERSEY	07086
State(s) of Solicitation (select all that apply) Check “All States” or check individual States X All States	X Foreign/non-US

Recipient	Recipient CRD Number None
RBC Capital Markets, LLC	31194
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
3 WORLD FINANCIAL CENTER	200 vesey st
City	State/Province/Country	ZIP/Postal Code
new york	NEW YORK	10281
State(s) of Solicitation (select all that apply) Check “All States” or check individual States X All States	X Foreign/non-US

Recipient	Recipient CRD Number None
iCaptial Securities LLC	171061
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
60 East 42nd Street	26th floor
City	State/Province/Country	ZIP/Postal Code
new york	NEW YORK	10165
State(s) of Solicitation (select all that apply) Check “All States” or check individual States X All States	X Foreign/non-US

Recipient	Recipient CRD Number None
Wells Fargo Advisors	11025
(Associated) Broker or Dealer None	(Associated) Broker or Dealer CRD Number None
Wells Fargo Clearing Services	19616
Street Address 1	Street Address 2
One North Jefferson Ave.
City	State/Province/Country	ZIP/Postal Code
St Louis	MISSOURI	63103
State(s) of Solicitation (select all that apply) Check “All States” or check individual States X All States	X Foreign/non-US

Recipient	Recipient CRD Number None
Merrill Lynch, Pierce Fenner, & Smith	7691
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
One Bryant Park
City	State/Province/Country	ZIP/Postal Code
New York	NEW YORK	10036
State(s) of Solicitation (select all that apply) Check “All States” or check individual States X All States	X Foreign/non-US

Recipient	Recipient CRD Number None
Morgan Stanley	8209
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
1585 Broadway
City	State/Province/Country	ZIP/Postal Code
New York	NEW YORK	10036-8293
State(s) of Solicitation (select all that apply) Check “All States” or check individual States X All States	X Foreign/non-US

Recipient	Recipient CRD Number None
PNC Investments	129052
(Associated) Broker or Dealer None	(Associated) Broker or Dealer CRD Number None
PNC Capital Markets	15647
Street Address 1	Street Address 2
300 Fifth Avenue	5th floor
City	State/Province/Country	ZIP/Postal Code
Pittsburgh	PENNSYLVANIA	15222
State(s) of Solicitation (select all that apply) Check “All States” or check individual States All States	X Foreign/non-US
ALABAMA ALASKA ARIZONA ARKANSAS CALIFORNIA COLORADO CONNECTICUT DELAWARE DISTRICT OF COLUMBIA FLORIDA GEORGIA HAWAII IDAHO ILLINOIS INDIANA IOWA KANSAS KENTUCKY LOUISIANA MAINE MARYLAND MASSACHUSETTS MICHIGAN MINNESOTA MISSISSIPPI MISSOURI MONTANA NEBRASKA NEVADA NEW HAMPSHIRE NEW JERSEY NEW MEXICO NEW YORK NORTH CAROLINA NORTH DAKOTA OHIO OKLAHOMA OREGON PENNSYLVANIA PUERTO RICO RHODE ISLAND SOUTH CAROLINA SOUTH DAKOTA TENNESSEE TEXAS UTAH VERMONT VIRGINIA WASHINGTON WEST VIRGINIA WISCONSIN

Recipient	Recipient CRD Number None
PNC Investments	129052
(Associated) Broker or Dealer None	(Associated) Broker or Dealer CRD Number None
PNC Capital Markets	15647
Street Address 1	Street Address 2
300 Fifth Avenue	5th floor
City	State/Province/Country	ZIP/Postal Code
Pittsburgh	PENNSYLVANIA	15222
State(s) of Solicitation (select all that apply) Check “All States” or check individual States X All States	X Foreign/non-US

Recipient	Recipient CRD Number None
Charles Schwab & Co., Inc.	5393
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
211 Main Street
City	State/Province/Country	ZIP/Postal Code
San Francisco	CALIFORNIA	94105
State(s) of Solicitation (select all that apply) Check “All States” or check individual States X All States	X Foreign/non-US

Recipient	Recipient CRD Number None
First Republic	105108
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
111 Pine Street
City	State/Province/Country	ZIP/Postal Code
San Francisco	CALIFORNIA	94111
State(s) of Solicitation (select all that apply) Check “All States” or check individual States X All States	X Foreign/non-US

Recipient	Recipient CRD Number None
Raymond James & Associates	705
(Associated) Broker or Dealer None	(Associated) Broker or Dealer CRD Number None
Raymond James Financial Services	6694
Street Address 1	Street Address 2
880 Carillon Pkwy
City	State/Province/Country	ZIP/Postal Code
St. Petersburg	FLORIDA	33716
State(s) of Solicitation (select all that apply) Check “All States” or check individual States X All States	X Foreign/non-US

Recipient	Recipient CRD Number None
Janney Montgomery Scott	463
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
1717 Arch Street
City	State/Province/Country	ZIP/Postal Code
Philadelphia	PENNSYLVANIA	19103
State(s) of Solicitation (select all that apply) Check “All States” or check individual States X All States	X Foreign/non-US

Recipient	Recipient CRD Number None
iCapital Securities, LLC and Institutional Capital Network, Inc.	171061
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
60 East 42nd Street	26th Floor
City	State/Province/Country	ZIP/Postal Code
New York	NEW YORK	10165
State(s) of Solicitation (select all that apply) Check “All States” or check individual States X All States	X Foreign/non-US

Recipient	Recipient CRD Number X None
Bank of America Private Bank (FKA US Trust)	None
(Associated) Broker or Dealer None	(Associated) Broker or Dealer CRD Number None
Merrill Lynch, Pierce Fenner, & Smith	7691
Street Address 1	Street Address 2
One Bryant Park
City	State/Province/Country	ZIP/Postal Code
New York	NEW YORK	10036
State(s) of Solicitation (select all that apply) Check “All States” or check individual States X All States	X Foreign/non-US

Recipient	Recipient CRD Number None
Deutsche Bank Securities Inc.	2525
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
60 Wall Street
City	State/Province/Country	ZIP/Postal Code
New York	NEW YORK	10005
State(s) of Solicitation (select all that apply) Check “All States” or check individual States All States	X Foreign/non-US
ALABAMA ALASKA ARIZONA ARKANSAS CALIFORNIA COLORADO CONNECTICUT DELAWARE DISTRICT OF COLUMBIA FLORIDA GEORGIA HAWAII IDAHO ILLINOIS INDIANA IOWA KANSAS KENTUCKY LOUISIANA MAINE MARYLAND MICHIGAN MINNESOTA MISSISSIPPI MISSOURI MONTANA NEBRASKA NEVADA NEW HAMPSHIRE NEW JERSEY NEW MEXICO NEW YORK NORTH CAROLINA NORTH DAKOTA OHIO OKLAHOMA OREGON PENNSYLVANIA PUERTO RICO RHODE ISLAND SOUTH CAROLINA SOUTH DAKOTA TENNESSEE TEXAS UTAH VERMONT VIRGINIA WASHINGTON WEST VIRGINIA WISCONSIN

Recipient	Recipient CRD Number None
Commonwealth Equity Services, LLC dba Commonwealth Financial Network	8032
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
29 SAWYER ROAD
City	State/Province/Country	ZIP/Postal Code
WALTHAM	MASSACHUSETTS	02453-3483
State(s) of Solicitation (select all that apply) Check “All States” or check individual States X All States	X Foreign/non-US

Recipient	Recipient CRD Number None
Ameriprise Financial	6363
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
707 2nd Avenue South
City	State/Province/Country	ZIP/Postal Code
Minneapolis	MINNESOTA	55402
State(s) of Solicitation (select all that apply) Check “All States” or check individual States X All States	X Foreign/non-US

Recipient	Recipient CRD Number None
Fifth Third Securities, Inc	628
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
34 Fountain Square Plaza	MD-10903P
City	State/Province/Country	ZIP/Postal Code
Cincinnati	OHIO	45263
State(s) of Solicitation (select all that apply) Check “All States” or check individual States X All States	X Foreign/non-US

Recipient	Recipient CRD Number None
Stifel Nicolaus & Company, Inc.	793
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
501 North Broadway
City	State/Province/Country	ZIP/Postal Code
St. Louis	MISSOURI	63102
State(s) of Solicitation (select all that apply) Check “All States” or check individual States X All States	X Foreign/non-US

Recipient	Recipient CRD Number None
Sanford C. Bernstein & Co. LLC	104474
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
501 Commerce Street
City	State/Province/Country	ZIP/Postal Code
Nashville	TENNESSEE	37203
State(s) of Solicitation (select all that apply) Check “All States” or check individual States All States	X Foreign/non-US
ALABAMA ALASKA ARIZONA ARKANSAS CALIFORNIA COLORADO CONNECTICUT DELAWARE DISTRICT OF COLUMBIA FLORIDA GEORGIA HAWAII IDAHO ILLINOIS INDIANA IOWA KANSAS KENTUCKY LOUISIANA MAINE MARYLAND MASSACHUSETTS MICHIGAN MINNESOTA MISSISSIPPI MISSOURI MONTANA NEBRASKA NEVADA NEW HAMPSHIRE NEW JERSEY NEW MEXICO NEW YORK NORTH CAROLINA NORTH DAKOTA OHIO OKLAHOMA OREGON PENNSYLVANIA PUERTO RICO RHODE ISLAND SOUTH CAROLINA SOUTH DAKOTA TENNESSEE TEXAS UTAH VERMONT VIRGINIA WASHINGTON WEST VIRGINIA WISCONSIN

Recipient	Recipient CRD Number None
Truist Investment Services (FKA BB&T, SunTrust Investment Services)	17499
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
303 Peachtreee Center Ave.	Suite 140
City	State/Province/Country	ZIP/Postal Code
Atlanta	GEORGIA	30303
State(s) of Solicitation (select all that apply) Check “All States” or check individual States X All States	X Foreign/non-US

Recipient	Recipient CRD Number None
Robert W Baird & CO. Inc.	8158
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
777 E. Wisconsin Ave.
City	State/Province/Country	ZIP/Postal Code
Milwaukee	WISCONSIN	53202-5391
State(s) of Solicitation (select all that apply) Check “All States” or check individual States X All States	X Foreign/non-US

Recipient	Recipient CRD Number X None
Northern Trust Fiduciary	None
(Associated) Broker or Dealer None	(Associated) Broker or Dealer CRD Number None
Northern Trust Securities	7927
Street Address 1	Street Address 2
50 S LaSalle Street
City	State/Province/Country	ZIP/Postal Code
Chicago	ILLINOIS	60675-0001
State(s) of Solicitation (select all that apply) Check “All States” or check individual States All States	Foreign/non-US
ARIZONA CALIFORNIA COLORADO FLORIDA GEORGIA ILLINOIS INDIANA MARYLAND MASSACHUSETTS MICHIGAN NEVADA NEW JERSEY NEW YORK NORTH CAROLINA PENNSYLVANIA TENNESSEE TEXAS VIRGINIA WASHINGTON WISCONSIN

13. Offering and Sales Amounts

Total Offering Amount		USD	or X Indefinite
Total Amount Sold	$1,515,240,209	USD
Total Remaining to be Sold		USD	or X Indefinite

Clarification of Response (if Necessary):

14. Investors

Select if securities in the offering have been or may be sold to persons who do not qualify as accredited investors, and enter the number of such non-accredited investors who already have invested in the offering.

Regardless of whether securities in the offering have been or may be sold to persons who do not qualify as accredited investors, enter the total number of investors who already have invested in the offering:

510

15. Sales Commissions & Finder's Fees Expenses

Provide separately the amounts of sales commissions and finders fees expenses, if any. If the amount of an expenditure is not known, provide an estimate and check the box next to the amount.

Sales Commissions	$4,193,640	USD	Estimate
Finders' Fees	$0	USD	Estimate

Clarification of Response (if Necessary):

16. Use of Proceeds

Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers, directors or promoters in response to Item 3 above. If the amount is unknown, provide an estimate and check the box next to the amount.

$0

USD

Estimate

Clarification of Response (if Necessary):

Signature and Submission

Please verify the information you have entered and review the Terms of Submission below before signing and clicking SUBMIT below to file this notice.

Terms of Submission

In submitting this notice, each issuer named above is:

• Notifying the SEC and/or each State in which this notice is filed of the offering of securities described and undertaking to furnish them, upon written request, in the accordance with applicable law, the information furnished to offerees.*

• Irrevocably appointing each of the Secretary of the SEC and, the Securities Administrator or other legally designated officer of the State in which the issuer maintains its principal place of business and any State in which this notice is filed, as its agents for service of process, and agreeing that these persons may accept service on its behalf, of any notice, process or pleading, and further agreeing that such service may be made by registered or certified mail, in any Federal or state action, administrative proceeding, or arbitration brought against the issuer in any place subject to the jurisdiction of the United States, if the action, proceeding or arbitration (a) arises out of any activity in connection with the offering of securities that is the subject of this notice, and (b) is founded, directly or indirectly, upon the provisions of: (i) the Securities Act of 1933, the Securities Exchange Act of 1934, the Trust Indenture Act of 1939, the Investment Company Act of 1940, or the Investment Advisers Act of 1940, or any rule or regulation under any of these statutes, or (ii) the laws of the State in which the issuer maintains its principal place of business or any State in which this notice is filed.

• Certifying that, if the issuer is claiming a Regulation D exemption for the offering, the issuer is not disqualified from relying on Rule 504 or Rule 506 for one of the reasons stated in Rule 504(b)(3) or Rule 506(d).

Each Issuer identified above has read this notice, knows the contents to be true, and has duly caused this notice to be signed on its behalf by the undersigned duly authorized person.

For signature, type in the signer's name or other letters or characters adopted or authorized as the signer's signature.

Issuer	Signature	Name of Signer	Title	Date
Belhurst Capital Fund LLC	A. John Murphy	A. John Murphy	Vice President	2022-03-28

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.

* This undertaking does not affect any limits Section 102(a) of the National Securities Markets Improvement Act of 1996 ("NSMIA") [Pub. L. No. 104-290, 110 Stat. 3416 (Oct. 11, 1996)] imposes on the ability of States to require information. As a result, if the securities that are the subject of this Form D are "covered securities" for purposes of NSMIA, whether in all instances or due to the nature of the offering that is the subject of this Form D, States cannot routinely require offering materials under this undertaking or otherwise and can require offering materials only to the extent NSMIA permits them to do so under NSMIA's preservation of their anti-fraud authority.