AMENDED AND RESTATED CUSTOMER AGREEMENT

                  THIS   AMENDED   AND   RESTATED   CUSTOMER   AGREEMENT   (this
"Agreement"),  made as of the 1st day of  December,  1997,  by and between  DEAN
WITTER SPECTRUM TECHNICAL L.P., a Delaware limited partnership (the "Customer"),
and DEAN WITTER REYNOLDS INC., a Delaware corporation ("DWR");

                              W I T N E S S E T H :

                  WHEREAS,  the Customer was organized pursuant to a Certificate
of  Limited  Partnership  filed in the office of the  Secretary  of State of the
State of Delaware on April 29, 1994, and a Limited  Partnership  Agreement dated
as of May 27,  1994,  as amended,  between  Demeter  Management  Corporation,  a
Delaware corporation  ("Demeter"),  acting as general partner (in such capacity,
the "General Partner"),  and the limited partners of the Customer to trade, buy,
sell, spread or otherwise acquire,  hold, or dispose of commodities  (including,
but not limited, to foreign currencies, mortgage-backed securities, money market
instruments, financial instruments, and any other securities or items which are,
or may become,  the subject of futures contract  trading),  domestic and foreign
commodity  futures  contracts,  commodity  forward  contracts,  foreign exchange
commitments,  options on physical  commodities  and on futures  contracts,  spot
(cash)   commodities  and  currencies,   and  any  rights   pertaining   thereto
(hereinafter  referred to  collectively  as "futures  interests") and securities
(such as United States Treasury bills) approved by the Commodity Futures Trading
Commission (the "CFTC") for investment of customer funds and other securities on
a limited basis, and to engage in all activities incident thereto;

                  WHEREAS,  the  Customer  (which is a  commodity  pool) and the
General  Partner  (which is a registered  commodity  pool operator) have entered
into management  agreements (the "Management  Agreements")  with certain trading
advisors (each, a "Trading Advisor" and collectively,  the "Trading  Advisors"),
which  provide that the Trading  Advisors  have  authority  and  responsibility,
except in certain limited situations,  to direct the investment and reinvestment
of the assets of the Customer in futures  interests under the terms set forth in
the Management Agreements;

                  WHEREAS,  the  Customer  and DWR  entered  into  that  certain
Amended and  Restated  Customer  Agreement  dated as of  September  1, 1996 (the
"Customer Agreement"), whereby DWR agreed to perform futures interests brokerage
and certain other services for the Customer; and

                  WHEREAS,  the  Customer  and DWR wish to amend and restate the
Customer  Agreement  to set forth the terms and  conditions  upon which DWR will
continue to perform certain non-clearing futures interests brokerage and certain
other services for the Customer;

                  NOW, THEREFORE, the parties hereto hereby agree as follows:

                  1. Definitions. All capitalized terms not defined herein shall
have the meaning given to them in the Customer's most recent prospectus as filed
with the Securities and Exchange  Commission (the "Prospectus")  relating to the
offering of units of limited partnership  interest of the Customer (the "Units")
and in any amendment or supplement to the Prospectus.

<PAGE>

                  2.  Duties  of  DWR.  DWR  agrees  to  act  as a  non-clearing
commodity  broker for the Customer and introduce the Customer's  account to Carr
Futures,   Inc.  ("CFI")  for  execution  and  clearing  of  futures   interests
transactions on behalf of the Customer in accordance with instructions  provided
by the Trading Advisors, and the Customer agrees to retain DWR as a non-clearing
commodity broker for the term of this Agreement.

                  DWR agrees to furnish to the  Customer as soon as  practicable
all of the information from time to time in its possession which Demeter, as the
general partner of the Customer,  is required to furnish to the Limited Partners
pursuant to the Limited Partnership Agreement as from time to time in effect and
as required by applicable  law,  rules, or regulations and to perform such other
services for the Customer as are set forth herein and in the Prospectus.

                  3.  Obligations  and  Expenses.  Except as otherwise set forth
herein and in the  Prospectus,  the Customer,  and not DWR, shall be responsible
for all taxes, management and incentive fees to the Trading Advisors,  brokerage
fees to DWR, and all extraordinary expenses incurred by it. DWR shall pay all of
the organizational, initial and continuing offering, and ordinary administrative
expenses of the Customer (including,  but not limited to, legal, accounting, and
auditing fees,  printing costs,  filing fees,  escrow fees,  marketing costs and
expenses and other  related  expenses)  and all charges of CFI for executing and
clearing the Customer's  futures  interests  trades (as described in paragraph 5
below), and shall not be reimbursed therefor.

                  4.  Agreement  Nonexclusive.  DWR  shall  be  free  to  render
services of the nature to be rendered to the Customer hereunder to other persons
or entities in addition to the Customer,  and the parties  acknowledge  that DWR
may  render  such  services  to  additional  entities  similar  in nature to the
Customer,  including other partnerships  organized with Demeter as their general
partner.  It  is  expressly   understood  and  agreed  that  this  Agreement  is
nonexclusive  and that the Customer has no  obligation  to execute any or all of
its trades for futures interests  through DWR. The parties  acknowledge that the
Customer  may  utilize  such other  broker or brokers as Demeter may direct from
time to time. The Customer's utilization of an additional commodity broker shall
neither  terminate this Agreement nor modify in any regard the respective rights
and obligations of the Customer and DWR hereunder.

                  5.  Compensation  of DWR. The Customer will pay brokerage fees
to DWR at a monthly flat-rate.  The Customer will pay to DWR a monthly flat-rate
fee of 1/12 of 7.25% of the  Customer's  Net Assets (a 7.25%  annual rate) as of
the first day of each month.  DWR will receive such brokerage fees  irrespective
of the number of trades executed on the Customer's behalf.

                  DWR will pay, from  brokerage fees received by it, all charges
of CFI for  executing  and clearing  trades for the  Customer,  including  floor
brokerage fees, exchange fees, clearinghouse fees, NFA fees, "give up" fees, any
taxes (other than income taxes), any third party clearing costs incurred by CFI,
costs  associated  with  taking  delivery  of  futures  interests,  and fees for
execution of forward contract transactions.

                  From time to time, DWR may increase or decrease brokerage fees
to be charged  to the  Customer;  provided,  however,  that:  (i) notice of such
increase is mailed to each Limited  Partner at least five business days prior to
the last  date on which a  "Request  for  Redemption"  must be  received  by the
General  Partner with respect to the applicable  Redemption  Date; and (ii) such
notice shall describe the redemption and voting rights of Limited Partners.

<PAGE>

                  Notwithstanding  the foregoing,  the  Customer's  expenses are
subject to the  following  limits:  (a) if the  Customer  were to pay  roundturn
brokerage commissions, the brokerage commissions (excluding transaction fees and
costs)  payable by the  Customer to DWR shall not exceed 80% of DWR's  published
non-member rates for speculative accounts and (b) the aggregate of (i) brokerage
commissions (or fees) payable to DWR, (ii) transaction fees and costs payable by
the Customer, and (iii) net excess interest and compensating balance benefits to
DWR (after  crediting the Customer with interest as described in the Prospectus)
shall not exceed 14% annually of the  Customer's  average  month-end  Net Assets
during each calendar year.

                  6. Investment Discretion. The parties recognize that DWR shall
have no authority to direct the futures interests investments to be made for the
Customer's  account.  However,  the parties  agree that DWR, and not the Trading
Advisors,  shall  have the  authority  and  responsibility  with  regard  to the
investment,  maintenance,  and management of the Customer's assets that are held
in segregated or secured accounts, as provided in Section 7 hereof.

                  7.  Investment of Customer  Funds.  The Customer shall deposit
its assets in accounts with DWR. The Customer's  assets  deposited with DWR will
be segregated or secured in accordance with the Commodity  Exchange Act and CFTC
regulations.  DWR will credit the Customer with interest  income at month-end at
the rate  earned by DWR on its U.S.  Treasury  Bill  investments  with  customer
segregated  funds as if 80% of the  Customer's  average daily Net Assets for the
month were invested in U.S.  Treasury Bills. All of such funds will be available
for  margin  for the  Customer's  trading.  For  the  purpose  of such  interest
payments,  Net Assets  will not  include  monies due to the  Customer on or with
respect  to forward  contracts  and other  futures  interests  but not  actually
received by it from banks,  brokers,  dealers and other  persons.  The  Customer
understands that it will not receive any other interest income on its assets and
that Broker will receive  interest  income from CFI, as agreed from time to time
by Broker and CFI, on the  Customer's  assets  deposited as margin with CFI. The
Customer's  funds will either be invested along with other  customer  segregated
and secured  funds of DWR or held in  non-interest  bearing bank  accounts.  The
Customer's  assets held by DWR may be used  solely as margin for the  Customer's
trading.

                  Ownership of the right to receive  interest on the  Customer's
assets pursuant to the preceding paragraph shall be reflected and maintained and
may be transferred only on the books and records of DWR. Any purported  transfer
of such ownership shall not be effective or recognized until such transfer shall
have been recorded on the books and records of DWR.

                  8. Standard of Liability and  Indemnity.  Subject to Section 2
hereof,  DWR and its  affiliates  (as defined  below) shall not be liable to the
Customer,  the  General  Partner  or  Limited  Partners,  or any of its or their
respective  successors or assigns,  for any act, omission,  conduct, or activity
undertaken by or on behalf of the Customer  pursuant to this Agreement which DWR
determines,  in good faith, to be in the best interests of the Customer,  unless
such act, omission,  conduct,  or activity by DWR or its affiliates  constituted
misconduct or negligence.

                  The Customer shall indemnify, defend and hold harmless DWR and
its affiliates  from and against any loss,  liability,  damage,  cost or expense
(including attorneys' and accountants' fees and expenses incurred in the defense
of any demands,  claims, or lawsuits)  actually and reasonably  incurred arising
from any act, omission,  conduct or activity  undertaken by DWR on behalf of the
Customer pursuant to this Agreement, including, without limitation, any demands,
claims  or  lawsuits  initiated  by a Limited  Partner  (or  assignee  thereof),
provided that (i) DWR has  determined,  in good faith,  that the act,  omission,
conduct,  or activity  giving rise to the claim for  indemnification  was in the
best interests of the 


                                      -3-
<PAGE>

Customer,  and (ii) the act, omission,  conduct,  or activity that was the basis
for such  loss,  liability,  damage,  cost,  or  expense  was not the  result of
misconduct or negligence.  Notwithstanding anything to the contrary contained in
the foregoing, neither DWR nor any of its affiliates shall be indemnified by the
Customer  for any losses,  liabilities,  or expenses  arising  from or out of an
alleged  violation of federal or state securities laws unless (a) there has been
a  successful  adjudication  on the  merits  of  each  count  involving  alleged
securities law violations as to the  particular  indemnitee,  or (b) such claims
have  been  dismissed  with  prejudice  on the  merits  by a court of  competent
jurisdiction  as to the  particular  indemnitee,  or (c) a  court  of  competent
jurisdiction  approves  a  settlement  of  the  claims  against  the  particular
indemnitee  and finds that  indemnification  of the settlement and related costs
should be made,  provided,  with regard to such court  approval,  the indemnitee
must  apprise the court of the  position of the SEC,  and the  positions  of the
respective  securities  administrators  of  Massachusetts,  Missouri,  Tennessee
and/or those other states and  jurisdictions  in which the plaintiffs claim they
were offered or sold Units, with respect to indemnification  for securities laws
violations before seeking court approval for  indemnification.  Furthermore,  in
any  action  or  proceeding  brought  by a Limited  Partner  in the right of the
Customer to which DWR or any affiliate  thereof is a party  defendant,  any such
person  shall be  indemnified  only to the extent and subject to the  conditions
specified  in this  Section 8. The  Customer  shall make  advances to DWR or its
affiliates  hereunder only if: (i) the demand,  claim,  lawsuit, or legal action
relates  to the  performance  of  duties  or  services  by such  persons  to the
Customer;  (ii) such demand, claim, lawsuit, or legal action is not initiated by
a Limited  Partner;  and (iii) such  advances are repaid,  with  interest at the
legal  rate  under  Delaware  law,  if the  person  receiving  such  advance  is
ultimately found not to be entitled to indemnification hereunder.

                  DWR shall indemnify, defend and hold harmless the Customer and
its  successors  or assigns from and against any losses,  liabilities,  damages,
costs,  or expenses  (including in connection  with the defense or settlement of
claims;  provided DWR has approved such settlement)  incurred as a result of the
activities of DWR or its affiliates,  provided, further, that the act, omission,
conduct, or activity giving rise to the claim for indemnification was the result
of bad faith, misconduct or negligence.

                  The indemnities  provided in this Section 8 by the Customer to
DWR and its  affiliates  shall  be  inapplicable  in the  event  of any  losses,
liabilities,  damages,  costs,  or expenses  arising out of, or based upon,  any
material breach of any warranty, covenant, or agreement of DWR contained in this
Agreement  to the  extent  caused  by such  breach.  Likewise,  the  indemnities
provided in this Section 8 by DWR to the Customer and any of its  successors and
assigns shall be inapplicable in the event of any losses, liabilities,  damages,
costs,  or expenses  arising out of, or based upon,  any material  breach of any
warranty,  covenant, or agreement of the Customer contained in this Agreement to
the extent caused by such breach.

                  As used in this Section 8, the term  "affiliate"  of DWR shall
mean: (i) any natural person,  partnership,  corporation,  association, or other
legal entity directly or indirectly owning,  controlling,  or holding with power
to vote  10% or more of the  outstanding  voting  securities  of DWR;  (ii)  any
partnership,  corporation,  association,  or other  legal  entity 10% or more of
whose   outstanding   voting   securities  are  directly  or  indirectly  owned,
controlled,  or held  with  power  to vote by DWR;  (iii)  any  natural  person,
partnership,  corporation,  association,  or  other  legal  entity  directly  or
indirectly  controlling,  controlled by, or under common  control with,  DWR; or
(iv) any officer or director of DWR. Notwithstanding the foregoing, "affiliates"
for purposes of this Section 8 shall include only those persons acting on behalf
of DWR within the scope of the authority of DWR, as set forth in this Agreement.


                                      -4-
<PAGE>

                  9.  Term.  This  Agreement  shall  continue  in  effect  until
terminated by either party giving not less than 60 days' prior written notice of
termination  to the other party.  Any such  termination by either party shall be
without penalty.

                  10. Complete Agreement.  This Agreement constitutes the entire
agreement  between the parties with  respect to the matters  referred to herein,
and no other  agreement,  verbal or  otherwise,  shall be binding as between the
parties  unless in writing and signed by the party against whom  enforcement  is
sought.

                  11.  Assignment.  This Agreement may not be assigned by either
party without the express written consent of the other party.

                  12. Amendment. This Agreement may not be amended except by the
written  consent of the parties and provided such  amendment is consistent  with
the Prospectus.

                  13. Notices.  All notices  required or desired to be delivered
under this  Agreement  shall be in writing and shall be effective when delivered
personally on the day delivered,  or when given by registered or certified mail,
postage prepaid, return receipt requested,  on the day of receipt,  addressed as
follows  (or to such  other  address  as the  party  entitled  to  notice  shall
hereafter designate in accordance with the terms hereof):

                  if to the Customer:

                           DEAN WITTER SPECTRUM TECHNICAL L.P.
                           c/o Demeter Management Corporation
                           Two World Trade Center, 62nd Floor
                           New York, New York  10048
                           Attn: Mark J. Hawley
                                 President

                  if to DWR:

                           DEAN WITTER REYNOLDS INC.
                           Two World Trade Center, 62nd Floor
                           New York, New York  10048
                           Attn: Mark J. Hawley
                                 Executive Vice President

                  14.  Survival.  The provisions of this Agreement shall survive
the  termination of this Agreement with respect to any matter arising while this
Agreement was in effect.

                  15.  Headings.   Headings  of  Sections  herein  are  for  the
convenience  of the  parties  only  and are not  intended  to be a part of or to
affect the meaning or interpretation of this Agreement.

                  16. Incorporation by Reference. The Futures Customer Agreement
annexed hereto is hereby incorporated by reference herein and made a part hereof
to the same extent as if such  document  were set forth in full  herein.  If any
provision  of this  Agreement is or at any time  becomes  inconsistent  with the
annexed document, the terms of this Agreement shall control.


                                      -5-
<PAGE>

                  IN WITNESS  WHEREOF,  this Agreement has been executed for and
on behalf of the undersigned as of the day and year first above written.


                                 DEAN WITTER SPECTRUM TECHNICAL L.P.

                                 By: Demeter Management Corporation,
                                        General Partner


                                 By: /s/ Mark J. Hawley
                                     ----------------------
                                     Mark J. Hawley
                                     President

                                 DEAN WITTER REYNOLDS INC.


                                 By: /s/ Mark J. Hawley
                                     ----------------------
                                     Mark J. Hawley
                                     Executive Vice President


                                      -6-
<PAGE>

Futures Customer Agreement

In  consideration  of the acceptance by Dean Witter Reynolds Inc. ("DWR") of one
or more accounts of the  undersigned  ("Customer")  (if more than one account is
carried  by DWR,  all  are  covered  by  this  Agreement  and  are  referred  to
collectively as the "Account") and DWR's  agreement to act as Customer's  broker
for the execution,  clearance  and/or carrying of transactions  for the purchase
and  sale of  commodity  interests,  including  commodities,  commodity  futures
contracts and commodity options, Customer agrees as follows:

1.   APPLICABLE RULES AND REGULATIONS - The Account and each transaction therein
     shall be subject to the terms of this  Agreement and to (a) all  applicable
     laws and the regulations,  rules and orders (collectively "regulations") of
     all regulatory and  self-regulatory  organizations  having jurisdiction and
     (b) the constitution,  by-laws, rules,  regulations,  orders,  resolutions,
     interpretations and customs and usages (collectively "rules") of the market
     and any associated clearing organization (each an "exchange") on or subject
     to the rules of which such  transaction  is executed  and/or  cleared.  The
     reference in the preceding  sentence to exchange  rules is solely for DWR's
     protection  and DWR's failure to comply  therewith  shall not  constitute a
     breach  of  this  Agreement  or  relieve  Customer  of  any  obligation  or
     responsibility under this Agreement. DWR shall not be liable to Customer as
     a result of any action by DWR, its officers, directors, employees or agents
     to comply with any rule or regulation.

2.   PAYMENTS TO DWR - Customer  agrees to pay to DWR immediately on request (a)
     commissions,  fees and  service  charges as are in effect from time to time
     together with all applicable  regulatory and  self-regulatory  organization
     and exchange fees,  charges and taxes;  (b) the amount of any debit balance
     or any other liability that may result from  transactions  executed for the
     account;  and (c)  interest  on such  debit  balance  or  liability  at the
     prevailing  rate charged by DWR at the time such debit balance or liability
     arises and service charges on any such debit balance or liability  together
     with any reasonable  costs and  attorney's  fees incurred in collecting any
     such debit balance or liability.  Customer acknowledges that DWR may charge
     commissions at other rates to other customers.

3.   CUSTOMER'S  DUTY TO MAINTAIN  ADEQUATE MARGIN - Customer shall at all times
     and without  prior notice or demand from DWR maintain  adequate  margins in
     the account so as continually to meet the original and  maintenance  margin
     requirements   established  by  DWR  for  Customer.  DWR  may  change  such
     requirements   from  time  to  time  at  DWR's   discretion.   Such  margin
     requirements  may exceed the margin  requirements  set by any  exchange  or
     other regulatory  authority and may vary from DWR's  requirements for other
     customers. Customer agrees, when so requested, immediately to wire transfer
     margin funds and to furnish DWR with names of bank  officers for  immediate
     verification of such transfers.  Customer  acknowledges and agrees that DWR
     may receive and retain as its own any interest,  increment, profit, gain or
     benefit directly or indirectly, accruing from any of the funds DWR receives
     from Customer.

<PAGE>

4.       DELIVERY; OPTION EXERCISE

         (a)      Customer acknowledges that the making or accepting of delivery
                  pursuant  to a futures  contract  may  involve  a much  higher
                  degree of risk than liquidating a position by offset.  DWR has
                  no control  over and makes no warranty  with respect to grade,
                  quality  or   tolerances   of  any   commodity   delivered  in
                  fulfillment of a contract.

         (b)      Customer  agrees to give DWR timely notice and  immediately on
                  request  to inform  DWR if  Customer  intends  to make or take
                  delivery  under a futures  contract  or to  exercise an option
                  contract.  If so  requested,  Customer  shall provide DWR with
                  satisfactory  assurances that Customer can fulfill  Customer's
                  obligation  to make  or  take  delivery  under  any  contract.
                  Customer  shall  furnish DWR with property  deliverable  by it
                  under any contract in accordance with DWR's instructions.

         (c)      DWR shall not have any  obligation to exercise any long option
                  contract   unless  Customer  has  furnished  DWR  with  timely
                  exercise  instructions  and  sufficient  initial  margin  with
                  respect to each underlying futures contract.

5.   FOREIGN CURRENCY - If DWR enters into any transaction for Customer effected
     in a currency  other than U.S.  dollars:  (a) any profit or loss  caused by
     changes in the rate of exchange for such currency  shall be for  Customer's
     account and risk and (b) unless  another  currency is  designated  in DWR's
     confirmation of such  transaction,  all margin for such transaction and the
     profit  or loss on the  liquidation  of such  transaction  shall be in U.S.
     dollars at a rate of exchange  determined  by DWR in its  discretion on the
     basis  of then  prevailing  market  rates  of  exchange  for  such  foreign
     currency.

6.   DWR MAY LIMIT POSITIONS HELD - Customer agrees that DWR, at its discretion,
     may limit the number of open  positions  (net or gross) which  Customer may
     execute, clear and/or carry with or acquire through it. Customer agrees (a)
     not to make any trade which would have the effect of exceeding such limits,
     (b) that DWR may require Customer to reduce open positions carried with DWR
     and (c) that DWR may refuse to accept  orders to establish  new  positions.
     DWR may impose and enforce such limits, reduction or refusal whether or not
     they are required by applicable law,  regulations or rules.  Customer shall
     comply  with  all  position   limits   established  by  any  regulatory  or
     self-regulatory  organization or any exchange. In addition, Customer agrees
     to notify DWR  promptly if customer  is required to file  position  reports
     with any regulatory or self-regulatory organization or with any exchange.

7.   NO WARRANTY AS TO INFORMATION  OR  RECOMMENDATION  - Customer  acknowledges
     that:

         (a)      Any market recommendations and information DWR may communicate
                  to Customer,  although  based upon  information  obtained from
                  sources believed by DWR to be reliable,  may be incomplete and
                  not subject to verification;


                                      -2-
<PAGE>

         (b)      DWR makes no representation,  warranty or guarantee as to, and
                  shall not be responsible  for, the accuracy or completeness of
                  any  information  or  trading   recommendation   furnished  to
                  Customer;

         (c)      recommendations  to Customer as to any particular  transaction
                  at any given  time may differ  among  DWR's  personnel  due to
                  diversity in analysis of fundamental and technical factors and
                  may vary from any standard  recommendation  made by DWR in its
                  market letters or otherwise; and

         (d)      DWR has no obligation or  responsibility  to update any market
                  recommendations or information it communicates to Customer.

                  Customer  understands  that DWR and its  officers,  directors,
affiliates,  stockholders,   representatives  or  associated  persons  may  have
positions  in and may intend to buy or sell  commodity  interests  which are the
subject of market  recommendations  furnished to  Customer,  and that the market
positions  of  DWR  or  any  such  officer,  director,  affiliate,  stockholder,
representative  or  associated  person  may or may not be  consistent  with  the
recommendations furnished to Customer by DWR.

8.   LIMITS ON DWR DUTIES; LIABILITY - Customer agrees:

         (a)      that  DWR has no duty to  apprise  Customer  of news or of the
                  value of any commodity  interests or collateral  pledged or in
                  any way to advise Customer with respect to the market;

         (b)      that the  commissions  which DWR  receives  are  consideration
                  solely for the execution, reporting and carrying of Customer's
                  trades;

         (c)      that if Customer has  authorized any third party or parties to
                  place orders or effect  transactions  on behalf of Customer in
                  any  Account,  each such party has been  selected  by Customer
                  based on its own  evaluation  and assessment of such party and
                  that such  party is solely the agent of  Customer,  and if any
                  such party allocates  commodity interests among its customers,
                  Customer has reviewed  each such  party's  commodity  interest
                  allocation  system,  has satisfied itself that such allocation
                  system is fair and will seek  recovery  solely from such party
                  to recover any damages  sustained by Customer as the result of
                  any allocation made by such party; and

         (d)      to waive any and all claims,  rights or causes of action which
                  Customer  has  or  may  have  against  DWR  or  its  officers,
                  employees and agents (i) arising in whole or in part, directly
                  or  indirectly,  out of any  act or  omission  of any  person,
                  whether or not legally  deemed an agent of DWR,  who refers or
                  introduces  Customer to DWR or places  orders for Customer and
                  (ii) for any punitive  damages and to limit any claims arising
                  out of this  Agreement  or the  Account to  Customer's  direct
                  out-of-pocket damages.

9.   EXTRAORDINARY  EVENTS - Customer  shall have no claim  against  DWR for any
     loss, damage, liability, cost, charge, expense, penalty, fine or tax caused
     directly or


                                      -3-
<PAGE>

     indirectly   by  (a)   governmental,   court,   exchange,   regulatory   or
     self-regulatory organization restrictions, regulations, rules, decisions or
     orders, (b) suspension or termination of trading, (c) war or civil or labor
     disturbance,  (d) delay or inaccuracy in the  transmission  or reporting of
     orders due to a breakdown or failure of computer services,  transmission or
     communication  facilities,  (e) the  failure  or delay by any  exchange  to
     enforce its rules or to pay to DWR any margin due in respect of  Customer's
     Account,  (f) the  failure or delay by any bank,  trust  company,  clearing
     organization or other person which,  pursuant to applicable exchange rules,
     is holding  Customer funds,  securities or other property to pay or deliver
     the same to DWR or (g) any other cause or causes beyond DWR's control.

10.  INDEMNIFICATION  OF DWR -  Customer  agrees to  indemnify,  defend and hold
     harmless DWR and its  officers,  employees  and agents from and against any
     loss,  cost,  claim,  damage  (including any  consequential  cost,  loss or
     damage),  liability or expense (including  reasonable  attorneys' fees) and
     any  fine,  sanction  or  penalty  made or  imposed  by any  regulatory  or
     self-regulatory  authority  or any  exchange  as the  result,  directly  or
     indirectly, of:

     (a)  Customer's  failure or refusal to comply  with any  provision  of this
          Agreement  or  perform  any  obligation  on its  part to be  performed
          pursuant to this Agreement; and

     (b)  Customer's failure to timely deliver any security,  commodity or other
          property previously sold by DWR on Customer's behalf.

11   NOTICES;  TRANSMITTALS - DWR shall transmit all  communications to Customer
     at  Customer's  address,  telefax  or  telephone  number  set  forth in the
     accompanying  Futures  Account  Application  or to such  other  address  as
     Customer  may  hereafter  direct in writing.  Customer  shall  transmit all
     communications to DWR (except routine inquiries  concerning the Account) to
     130 Liberty  Street,  New York,  NY 10006,  Attention:  Futures  Compliance
     Officer.  All payments and deliveries to DWR shall be made as instructed by
     DWR from  time to time and  shall be deemed  received  only  when  actually
     received by DWR.

12.  CONFIRMATION CONCLUSIVE - Confirmation of trades and any other notices sent
     to Customer shall be conclusive and binding on Customer  unless Customer or
     Customer's  agent  notifies  DWR to the contrary (a) in the case of an oral
     report,  orally at the time received by Customer or its agent or (b) in the
     case of a written report or notice,  in writing prior to opening of trading
     on the business day next following receipt of the report.  In addition,  if
     Customer has not received a written  confirmation that a commodity interest
     transaction has been executed within three business days after Customer has
     placed an order with DWR to effect such transaction,  and has been informed
     or  believes  that such order has been or should have been  executed,  then
     Customer immediately shall notify DWR thereof. Absent such notice, Customer
     conclusively shall be deemed estopped to object and to have waived any such
     objection  to  the  failure  to  execute  or  cause  to  be  executed  such
     transaction. Anything in this Section 12 withstanding, neither Customer nor
     DWR shall be bound by any transaction or price reported in error.


                                      -4-
<PAGE>

13.  SECURITY  INTEREST - All money and  property  ("collateral")  now or at any
     future  time  held in  Customer's  Account,  or  otherwise  held by DWR for
     Customer,  is subject to a security  interest  in DWR's favor to secure any
     indebtedness  at any time owing to it by Customer.  DWR, in its discretion,
     may liquidate any collateral to satisfy any margin or Account  deficiencies
     or to transfer the collateral to the general ledger account of DWR.

14.  TRANSFER  OF FUNDS - At any time and from  time to time and  without  prior
     notice to Customer, DWR may transfer from one account to another account in
     which Customer has any interest, such excess funds, equities, securities or
     other  property  as in DWR's  judgment  may be required  for margin,  or to
     reduce any debit balance or to reduce or satisfy any deficits in such other
     accounts except that no such transfer may be made from a segregated account
     subject to the  Commodity  Exchange Act to another  account  maintained  by
     Customer  unless either Customer has authorized such transfer in writing or
     DWR is effecting such transfer to enforce DWR's security  interest pursuant
     to Section  13. DWR  promptly  shall  confirm all  transfers  of funds made
     pursuant hereto to Customer in writing.

15.  DWR'S  RIGHT TO  LIQUIDATE  CUSTOMER  POSITIONS  - In addition to all other
     rights of DWR set forth in this Agreement:

     (a)  when  directed  or  required  by  a  regulatory   or   self-regulatory
          organization or exchange having jurisdiction over DWR or the Account;

     (b)  whenever,  in its  discretion,  DWR  considers  it  necessary  for its
          protection because of margin requirements or otherwise;

     (c)  if  Customer  or  any  affiliate  of  Customer  repudiates,  violates,
          breaches or fails to perform on a timely  basis any term,  covenant or
          condition on its part to be performed  under this Agreement or another
          agreement with DWR;

     (d)  if a case in  bankruptcy  is commenced  or if a  proceeding  under any
          insolvency  or other law for the  protection  of  creditors or for the
          appointment of a receiver, liquidator, trustee, conservator, custodian
          or similar officer is filed by or against Customer or any affiliate of
          Customer,  or if  Customer  or any  affiliate  of  Customer  makes  or
          proposes to make any arrangement or composition for the benefit of its
          creditors, or if Customer (or any such affiliate) or any or all of its
          property  is  subject  to any  agreement,  order,  judgment  or decree
          providing for Customer's dissolution, winding-up, liquidation, merger,
          consolidation,  reorganization  or for the  appointment of a receiver,
          liquidator,  trustee,  conservator,  custodian  or similar  officer of
          Customer, such affiliate or such property;

     (e)  DWR is informed of Customer's death or mental incapacity; or

     (f)  if an attachment or similar order is levied against the Account or any
          other account maintained by Customer or any affiliate of Customer with
          DWR;

     DWR shall have the right to (i) satisfy any  obligations due DWR out of any
     Customer's property in DWR's custody or control,  (ii) liquidate any or all
     of  Customer's  commodity 


                                      -5-
<PAGE>

     interest  positions,  (iii)  cancel  any or all of  Customer's  outstanding
     orders,  (iv)  treat  any or  all  of  Customer's  obligations  due  DWR as
     immediately due and payable,  (v) sell any or all of Customer's property in
     DWR's  custody  or  control  in  such  manner  as  DWR   determines  to  be
     commercially  reasonable,  and/or  (vi)  terminate  any  or  all  of  DWR's
     obligations for future  performance to Customer,  all without any notice to
     or demand on Customer.  Any sale hereunder may be made in any  commercially
     reasonable  manner.  Customer  agrees that a prior  demand,  call or notice
     shall not be  considered  a waiver of DWR's right to act without  demand or
     notice as herein  provided,  that Customer shall at all times be liable for
     the payment of any debit balance owing in each account upon demand  whether
     occurring upon a liquidation as provided under this Section 15 or otherwise
     under this  Agreement,  and that in all cases  Customer shall be liable for
     any  deficiency  remaining  in each  Account  in the  event of  liquidation
     thereof in whole or in part together  with  interest  thereon and all costs
     relating to liquidation  and collection  (including  reasonable  attorneys'
     fees).

16.  CUSTOMER  REPRESENTATIONS,  WARRANTIES AND AGREEMENTS - Customer represents
     and warrants to and agrees with DWR that:

     (a)  Customer has full power and authority to enter into this Agreement and
          to engage in the  transactions  and perform its obligations  hereunder
          and  contemplated  hereby  and  (i)  if a  corporation  or  a  limited
          liability   company,   is  duly  organized   under  the  laws  of  the
          jurisdiction   set   forth  in  the   accompanying   Futures   Account
          Application, or (ii) if a partnership, is duly organized pursuant to a
          written  partnership  agreement and the general partner executing this
          Agreement is duly authorized to do so under the partnership agreement;

     (b)  Neither Customer nor any partner,  director,  officer, member, manager
          or employee of Customer  nor any  affiliate  of Customer is a partner,
          director, officer, member, manager or employee of a futures commission
          merchant introducing broker, exchange or self-regulatory  organization
          or an  employee  or  commissioner  of the  Commodity  Futures  Trading
          Commission (the "CFTC"),  except as previously disclosed in writing to
          DWR;

     (c)  The accompanying  Futures Account  Application and Personal  Financial
          Statements,   if  applicable,   (including  any  financial  statements
          furnished in  connection  therewith)  are true,  correct and complete.
          Except as disclosed on the accompanying Futures Account Application or
          otherwise provided in writing, (i) Customer is not a commodity pool or
          is exempt from  registration  under the rules of the  Commission,  and
          (ii)  Customer  is acting  solely as  principal  and no one other than
          Customer has any interest in any Account of Customer.  Customer hereby
          authorizes  DWR to contact  such  banks,  financial  institutions  and
          credit agencies as DWR shall deem  appropriate for verification of the
          information contained herein.

     (d)  Customer  has  determined  that  trading  in  commodity  interests  is
          appropriate for Customer,  is prudent in all respects and does not and
          will not violate  Customer's  charter or by-laws (or other  comparable
          governing document) or any law, rule, 


                                      -6-
<PAGE>

          regulation,  judgment, decree, order or agreement to which Customer or
          its property is subject or bound;

     (e)  As required by CFTC  regulations,  Customer  shall create,  retain and
          produce upon request of the applicable  contract  market,  the CFTC or
          the United States  Department of Justice documents (such as contracts,
          confirmations,  telex printouts, invoices and documents of title) with
          respect to cash transactions  underlying exchanges of futures for cash
          commodities  or exchange of futures in connection  with cash commodity
          transactions;

     (f)  Customer consents to the electronic recording, at DWR's discretion, of
          any or all telephone  conversations  with DWR (without  automatic tone
          warning  device),  the use of same as evidence by either  party in any
          action  or  proceeding  arising  out of  the  Agreement  and in  DWR's
          erasure,  at its  discretion,  of any recording as part of its regular
          procedure for handling of recordings;

     (g)  Absent a separate  written  agreement  between  Customer  and DWR with
          respect to give-ups,  DWR, in its  discretion,  may, but shall have no
          obligation   to,   accept  from  other  brokers   commodity   interest
          transactions  executed by such brokers on an exchange for Customer and
          proposed to be "given-up" to DWR for clearance  and/or carrying in the
          Account;

     (h)  DWR, for and on behalf of Customer,  is  authorized  and  empowered to
          place orders for commodity interest  transactions  through one or more
          electronic or automated  trading systems  maintained or operated by or
          under the  auspices  of an  exchange,  that DWR shall not be liable or
          obligated to Customer for any loss, damage, liability, cost or expense
          (including but not limited to loss of profits, loss of use, incidental
          or  consequential  damages)  incurred or  sustained  by  Customer  and
          arising in whole or in part,  directly or indirectly,  from any fault,
          delay,  omission,  inaccuracy  or  termination  of a  system  or DWR's
          inability to enter, cancel or modify an order on behalf of Customer on
          or through a system.  The provisions of this Section 16(h) shall apply
          regardless   of  whether  any  customer   claim  arises  in  contract,
          negligence, tort, strict liability, breach of fiduciary obligations or
          otherwise; and

     (i)  If Customer is subject to the Financial  Institution Reform,  Recovery
          and  Enforcement  Act of 1989,  the  certified  resolutions  set forth
          following  this  Agreement  have been  caused to be  reflected  in the
          minutes  of  Customer's   Board  of  Directors  (or  other  comparable
          governing body) and this Agreement is and shall be,  continuously from
          the date hereof, an official record of Customer.

          Customer  agrees  to  promptly  notify  DWR in  writing  if any of the
          warranties  and  representations  contained in this Section 16 becomes
          inaccurate or in any way ceases to be true, complete and correct.

17.  SUCCESSORS AND ASSIGNS - This Agreement  shall inure to the benefit of DWR,
     its  successors  and  assigns,  and  shall be  binding  upon  Customer  and
     Customer's  executors, 


                                      -7-
<PAGE>

     trustees,  administrators,  successors and assigns, provided, however, that
     this  Agreement is not  assignable  by Customer  without the prior  written
     consent of DWR.

18.  MODIFICATION OF AGREEMENT BY DWR; NON-WAIVER PROVISION - This Agreement may
     only be  altered,  modified  or  amended by mutual  written  consent of the
     parties, except that if DWR notifies Customer of a change in this Agreement
     and Customer  thereafter  effects a commodity  interest  transaction  in an
     account,  Customer  agrees  that such action by  Customer  will  constitute
     consent by  Customer  to such  change.  No employee of DWR other than DWR's
     General Counsel or his or her designee, has any authority to alter, modify,
     amend or waive  in any  respect  any of the  terms of this  Agreement.  The
     rights  and  remedies  conferred  upon  DWR  shall be  cumulative,  and its
     forbearance  to  take  any  remedial  action  available  to it  under  this
     Agreement  shall  not  waive  its  right at any  time or from  time to time
     thereafter to take such action.

19.  SEVERABILITY - If any term or provision  hereof or the application  thereof
     to any  persons or  circumstances  shall to any extent be  contrary  to any
     exchange,  government  or  self-regulatory  regulation  or  contrary to any
     federal,  state or local law or otherwise be invalid or unenforceable,  the
     remainder of this Agreement or the application of such term or provision to
     persons  or  circumstances  other  than  those as to which it is  contrary,
     invalid or unenforceable, shall not be affected thereby.

20.  CAPTIONS - All captions  used herein are for  convenience  only,  are not a
     part  of  this  Agreement,  and  are  not  to  be  used  in  construing  or
     interpreting any aspect of this Agreement.

21.  TERMINATION - This  Agreement  shall continue in force until written notice
     of termination is given by Customer or DWR.  Termination  shall not relieve
     either party of any liability or obligation  incurred prior to such notice.
     Upon giving or receiving notice of termination, Customer will promptly take
     all action  necessary  to transfer  all open  positions  in each account to
     another futures commission merchant.

22.  ENTIRE AGREEMENT - This Agreement  constitutes the entire agreement between
     Customer and DWR with respect to the subject  matter hereof and  supersedes
     any prior  agreements  between the  parties  with  respect to such  subject
     matter.

23.  GOVERNING LAW; CONSENT TO JURISDICTION -

     (a)  In case of a  dispute  between  Customer  and  DWR  arising  out of or
          relating  to the  making  or  performance  of  this  Agreement  or any
          transaction  pursuant to this  Agreement  (i) this  Agreement  and its
          enforcement  shall be  governed  by the laws of the  State of New York
          without  regard to principles of conflicts of laws,  and (ii) Customer
          will bring any legal  proceeding  against DWR in, and Customer  hereby
          consents in any legal  proceeding by DWR to the  jurisdiction  of, any
          state or federal court  located  within the State and City of New York
          in connection with all legal proceedings arising directly,  indirectly
          or otherwise in connection with, out of, related to or from Customer's
          Account,  transactions  contemplated  by this  Agreement or the breach
          thereof.  Customer hereby waives all objections 


                                      -8-
<PAGE>

          Customer,  at any time,  may have as to the  propriety of the court in
          which any such  legal  proceedings  may be  commenced.  Customer  also
          agrees that any  service of process  mailed to Customer at any address
          specified  to DWR shall be deemed a proper  service  of process on the
          undersigned.

     (b)  Notwithstanding  the  provisions  of Section 23 (a)(ii),  Customer may
          elect at this  time to have all  disputes  described  in this  Section
          resolved by arbitration. To make such election, Customer must sign the
          Arbitration  Agreement set forth in Section 24.  Notwithstanding  such
          election,  any  question  relating  to  whether  Customer  or DWR  has
          commenced an  arbitration  proceeding  in a timely  manner,  whether a
          dispute is within the scope of the Arbitration  Agreement or whether a
          party (other than  Customer or DWR) has consented to  arbitration  and
          all proceedings to compel  arbitration  shall be determined by a court
          as specified in Section 23 (a)(ii).

24.  ARBITRATION  AGREEMENT  (OPTIONAL) - Every dispute between Customer and DWR
     arising out of or relating to the making or  performance  of this Agreement
     or any  transaction  pursuant  to  this  Agreement,  shall  be  settled  by
     arbitration in accordance with the rules,  then in effect,  of the National
     Futures Association,  the contract market upon which the transaction giving
     rise to the claim was executed,  or the National  Association of Securities
     Dealers as Customer may elect.  If Customer  does not make such election by
     registered  mail addressed to DWR at 130 Liberty  Street,  29th Floor,  New
     York, NY 10006;  Attention:  Deputy General  Counsel,  within 45 days after
     demand by DWR that the Customer make such election,  then DWR may make such
     election. DWR agrees to pay any incremental fees which may be assessed by a
     qualified forum for making available a "mixed panel" of arbitrators, unless
     the  arbitrators  determine  that  Customer  has  acted  in  bad  faith  in
     initiating or conducting the proceedings.  Judgment upon any award rendered
     by the arbitrators may be entered in any court having jurisdiction thereof.

     IN ADDITION TO FOREIGN  FORUMS,  THREE FORUMS EXIST FOR THE  RESOLUTION  OF
     COMMODITY  DISPUTES:  CIVIL COURT LITIGATION,  REPARATIONS AT THE COMMODITY
     FUTURES  TRADING  COMMISSION  ("CFTC")  AND  ARBITRATION   CONDUCTED  BY  A
     SELF-REGULATORY OR OTHER PRIVATE ORGANIZATION.

     THE CFTC  RECOGNIZES THAT THE OPPORTUNITY TO SETTLE DISPUTES BY ARBITRATION
     MAY IN SOME CASES PROVIDE MANY BENEFITS TO CUSTOMERS, INCLUDING THE ABILITY
     TO OBTAIN AN EXPEDITIOUS AND FINAL RESOLUTION OF DISPUTES WITHOUT INCURRING
     SUBSTANTIAL  COSTS.  THE  CFTC  REQUIRES,   HOWEVER,   THAT  EACH  CUSTOMER
     INDIVIDUALLY  EXAMINE  THE  RELATIVE  MERITS OF  ARBITRATION  AND THAT YOUR
     CONSENT TO THIS ARBITRATION AGREEMENT BE VOLUNTARY.

     BY SIGNING  THIS  AGREEMENT,  YOU (1) MAY BE WAIVING YOUR RIGHT TO SUE IN A
     COURT OF LAW AND (2) ARE AGREEING TO BE BOUND BY  ARBITRATION OF ANY CLAIMS
     OR  COUNTERCLAIMS  WHICH YOU OR DWR 


                                      -9-
<PAGE>

     MAY SUBMIT TO  ARBITRATION  UNDER  THIS  AGREEMENT.  YOU ARE NOT,  HOWEVER,
     WAIVING  YOUR RIGHT TO ELECT  INSTEAD  TO  PETITION  THE CFTC TO  INSTITUTE
     REPARATIONS PROCEEDINGS UNDER SECTION 14 OF THE COMMODITY EXCHANGE ACT WITH
     RESPECT TO ANY DISPUTE WHICH MAY BE ARBITRATED  PURSUANT TO THIS AGREEMENT.
     IN THE EVENT A DISPUTE  ARISES,  YOU WILL BE  NOTIFIED  IF DWR  INTENDS  TO
     SUBMIT THE  DISPUTE  TO  ARBITRATION.  IF YOU  BELIEVE A  VIOLATION  OF THE
     COMMODITY  EXCHANGE  ACT IS INVOLVED AND IF YOU PREFER TO REQUEST A SECTION
     14  "REPARATIONS"  PROCEEDINGS  BEFORE THE CFTC, YOU WILL HAVE 45 DAYS FROM
     THE DATE OF SUCH NOTICE IN WHICH TO MAKE THAT ELECTION.

     YOU NEED NOT AGREE TO THIS  ARBITRATION  AGREEMENT  TO OPEN AN ACCOUNT WITH
     DWR.  See 17 CFR  180.1-180.5.  ACCEPTANCE  OF THIS  ARBITRATION  AGREEMENT
     REQUIRES A SEPARATE SIGNATURE ON PAGE 8.

25.  CONSENT TO TAKE THE OTHER  SIDE OF ORDERS  (OPTIONAL)  - Without  its prior
     notice,  Customer  agrees  that  when DWR  executes  sell or buy  orders on
     Customer's  behalf,  DWR,  its  directors,   officers,  employees,  agents,
     affiliates,  and any floor  broker  may take the other  side of  Customer's
     transaction  through  any  account  of such  person  subject  to its  being
     executed  at  prevailing  prices  in  accordance  with and  subject  to the
     limitations  and  conditions,  if any,  contained in  applicable  rules and
     regulations.

26.  AUTHORIZATION  TO  TRANSFER  FUNDS  (OPTIONAL)  -  Without  limiting  other
     provisions  herein,  DWR is  authorized  to  transfer  from any  segregated
     account  subject  to the  Commodity  Exchange  Act  carried  by DWR for the
     Customer to any other  account  carried by DWR for the Customer such amount
     of excess funds as in DWR's  judgment may be necessary at any time to avoid
     a  margin  call  or to  reduce  a debit  balance  in  said  account.  It is
     understood  that DWR will  confirm in writing  each such  transfer of funds
     made  pursuant to this  authorization  within a reasonable  time after such
     transfer.

27.  SUBORDINATION  AGREEMENT  (Applies  only to  Accounts  with  funds  held in
     foreign  countries) - Funds of customers  trading on United States contract
     markets  may be held in accounts  denominated  in a foreign  currency  with
     depositories  located  outside the United States or its  territories if the
     customer  is  domiciled  in a foreign  country  or if the funds are held in
     connection with contracts  priced and settled in a foreign  currency.  Such
     accounts  are subject to the risk that events  could occur which  hinder or
     prevent the availability of these funds for distribution to customers. Such
     accounts also may be subject to foreign currency exchange rate risks.

     If authorized  below,  Customer  authorizes  the deposit of funds into such
     foreign  depositories.  For customers  domiciled in the United States, this
     authorization  permits the holding of funds in regulated  accounts offshore
     only if such funds are used to margin,  guarantee,  or secure  positions in
     such contracts or accrue as a result of such  positions.  In order to avoid
     the possible  dilution of other  customer  funds,  a customer who has funds


                                      -10-
<PAGE>

     held  outside the United  States  agrees by  accepting  this  subordination
     agreement  that his  claims  based on such funds  will be  subordinated  as
     described below in the unlikely event both of the following  conditions are
     met: (1) DWR is placed in  receivership  or  bankruptcy,  and (2) there are
     insufficient  funds available for  distribution  denominated in the foreign
     currency as to which the customer has a claim to satisfy all claims against
     those funds.

     By initialing the  Subordination  Agreement below,  Customer agrees that if
     both of the conditions  listed above occur,  its claim against DWR's assets
     attributable to funds held overseas in a particular foreign currency may be
     satisfied out of segregated customer funds held in accounts  denominated in
     dollars or other foreign  currencies  only after each customer  whose funds
     are held in  dollars  or in such  other  foreign  currencies  receives  its
     pro-rata portion of such funds. It is further agreed that in no event may a
     customer whose funds are held overseas receive more than its pro-rata share
     of the aggregate  pool  consisting of funds held in dollars,  funds held in
     the particular foreign currency, and non-segregated assets of DWR.


                                      -11-
<PAGE>

OPTIONAL ELECTIONS

The following  provisions,  which are set forth in this  agreement,  need not be
entered into to open the Account.  Customer  agrees that its optional  elections
are as follows:
                                            Signature required for each election
ARBITRATION AGREEMENT:
(Agreement Paragraph 24)
                                            ------------------------------------

CONSENT TO TAKE THE OTHER SIDE OF ORDERS:
(Agreement Paragraph 25)                    X /s/ Mark J. Hawley
                                            ------------------------------------

AUTHORIZATION TO TRANSFER FUNDS:
(Agreement Paragraph 26)
                                            ------------------------------------

ACKNOWLEDGEMENT TO SUBORDINATION AGREEMENT
(Agreement Paragraph 27)                    X /s/ Mark J. Hawley
                                            ------------------------------------
                                            (Required for accounts holding non-
                                             U.S. currency)

================================================================================
HEDGE ELECTION

     Customer  confirms that all transactions in the Account will represent bona
     fide hedging  transactions,  as defined by the  Commodity  Futures  Trading
     Commission,  unless DWR is  notified  otherwise  not later than the time an
     order is placed for the Account [check box if applicable]:         |_|

Pursuant to CFTC  Regulation  190.06(d),  Customer  specifies  and agrees,  with
respect to hedging  transactions  in the Account,  that in the unlikely event of
DWR's  bankruptcy,  it prefers that the bankruptcy  trustee  [check  appropriate
box]:                                                                   

     A.   Liquidate all open contracts without first seeking instructions either
          from or on behalf of Customer.                                |_|

     B.   Attempt to obtain  instructions with respect to the disposition of all
          open contracts.  (If neither box is checked,  Customer shall be deemed
          to elect A)                                                   |_|

================================================================================
ACKNOWLEDGEMENT OF RECEIPT OF RISK DISCLOSURE STATEMENTS

The undersinged each hereby acknowledges its  separate receipt from DWR, and its
understanding of each of the following documents prior to the opening of the 
account:

o  Risk Disclosure Statement for           o     Project A(TM) Customer
   Futures and Options (in the form              Information Statement
   prescribed by CFTC                      
   Regulation 1.55(c))                     
                                           
o  LME Risk Warning Notice                 o     Questions & Answers on Flexible
                                                 Options Trading at the CBOT

o  Dean Witter Order Presumption for       o     CME Average Pricing System
   After Hours Electronic Markets                Disclosure Statement
                                           
o  NYMEX ACCESSSM Risk Disclosure          o     Special Notice to Foreign
   Statement                                     Brokers and Foreign Traders
                                         
o  Globex(R) Customer Information and
   Risk Disclosure Statement

================================================================================

REQUIRED SIGNATURES

The undersigned has received, read, understands and agrees to all the provisions
of this Agreement and the separate risk disclosure  statements  enumerated above
and  agrees to  promptly  notify DWR in  writing  if any of the  warranties  and
representations  contained  herein  become  inaccurate or in any way cease to be
true, complete and correct.

DEAN WITTER SPECTRUM TECHNICAl L.P.
--------------------------------------------------------------------------------
CUSTOMER NAME(S)
By:      DEMETER MANAGEMENT CORPORATION

By: /s/ Mark J. Hawley                          December 1, 1997
------------------------------------            --------------------------------
AUTHORIZED SIGNATURE(S)                         DATE
------------------------------------

Mark J. Hawley, President
--------------------------------------------------------------------------------
(If applicable, print name and title of signatory)