Exhibit 4.2

                   THE MERRILL LYNCH FUTURESACCESS(SM) PROGRAM

                                    to access
                      SINGLE-ADVISOR MANAGED FUTURES FUNDS

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

                         PROGRAM SUBSCRIPTION AGREEMENT

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

                   Units of Limited Liability Company Interest
              Minimum Investment in any FuturesAccess Fund: $10,000


                    Merrill Lynch Alternative Investments LLC
                           Princeton Corporate Campus
                             800 Scudders Mill Road
                                   Section 2G
                          Plainsboro, New Jersey 08536
                         (866) MER-ALTS; (866) 637-2587

      The completed Program Subscription Agreement Signature Page (attached
              hereto) must be delivered to your Financial Advisor.

       A completed Purchase and Exchange Form Signature Page must also be
      delivered to your Financial Advisor in order for your subscription or
                            exchange to be processed.

    If you have any questions about how to complete the Program Subscription
   Agreement Signature Page or the Purchase and Exchange Form Signature Page,
   please contact your Merrill Lynch Financial Advisor or a representative of
  Merrill Lynch Alternative Investments LLC at (866) MER-ALTS; (866) 637-2587.

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

           THE FUTURESACCESS FUNDS AVAILABLE THROUGH THE MERRILL LYNCH
        FUTURESACCESS(SM) PROGRAM ARE SPECULATIVE, ILLIQUID INVESTMENTS.
              THE UNITS ARE ONLY SUITABLE FOR A LIMITED PORTION OF
                        THE RISK SEGMENT OF A PORTFOLIO.

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

                                 Selling Agent:

               Merrill Lynch, Pierce, Fenner & Smith Incorporated

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

                       FOR THE USE OF U.S. INVESTORS ONLY



<PAGE>


                   THE MERRILL LYNCH FUTURESACCESS(SM) PROGRAM
                                    to access
                      SINGLE-ADVISOR MANAGED FUTURES FUNDS


                         PROGRAM SUBSCRIPTION AGREEMENT
                          For the Use of U.S. Investors

           How to Invest in the Merrill Lynch FuturesAccess(SM) Program
General

Merrill Lynch Alternative Investments LLC ("MLAI") has attempted to minimize
the paperwork normally associated with Investors participating in private
placements in general and in the Merrill Lynch FuturesAccessSM Program
("FuturesAccess") in particular. All information which Investors must complete
is included in the Program Subscription Agreement Signature Page and the
Purchase and Exchange Form Signature Page. The Program Subscription Agreement
Signature Page must be completed only once (unless your Financial Advisor
otherwise requests). Acceptance of your Program Subscription Agreement
entitles you to participate in any fund included in FuturesAccess (a
"FuturesAccess Fund"), including any new FuturesAccess Funds added in the
future (subject to availability).

Investors participating in the FuturesAccess Funds through both taxable and
tax-exempt accounts must submit separate Program Subscription Agreement
Signature Pages for each such account (unless your Financial Advisor informs
you otherwise).

When (or any time after) you submit your Program Subscription Agreement
Signature Page, you must also submit a Purchase and Exchange Form Signature
Page selecting the specific FuturesAccess Fund(s) into which you wish to
invest or exchange. Unless your Financial Advisor otherwise requests, there is
no need to submit a Program Subscription Agreement Signature Page for each
FuturesAccess Fund investment or exchange. You need only identify your
selection on a Purchase and Exchange Form Signature Page.

Only the detachable Signature Page to this Program Subscription Agreement and
to the Purchase and Exchange Form need be submitted, not the full Program
Subscription Agreement or Purchase and Exchange Form.

If you have any questions as to how to complete either the Program
Subscription Agreement Signature Page or the Purchase and Exchange Form
Signature Page, or need additional Program Subscription Agreements or Purchase
and Exchange Forms, please contact your Financial Advisor or:

                   Merrill Lynch Alternative Investments LLC
                          Princeton Corporate Campus
                            800 Scudders Mill Road
                                  Section 2G
                         Plainsboro, New Jersey 08536
                        (866) MER-ALTS; (866) 637-2587

Your Financial Advisor must countersign both your Program Subscription
Agreement Signature Page and your Purchase and Exchange Form Signature Page.
Give the Signature Pages to your Financial Advisor to send to MLAI.

Steps to investing:

      1.    Read and carefully review this Program Subscription Agreement.

      2.    Complete and detach the Program Subscription Agreement Signature
            Page.

      3.    Give the completed Program Subscription Agreement Signature Page
            to your Financial Advisor. Your Financial Advisor will review and
            countersign this Signature Page and forward it to MLAI.

                                U.S. Investors

                                     -1-
<PAGE>

      4.    Read and carefully review the Part One (A) Confidential Program
            Disclosure Document: FuturesAccess(SM) Program General Information,
            the Part Two Confidential Program Disclosure Document: Statement
            of Additional Information and the Part One (B) Confidential
            Program Disclosure Document: Trading Advisor Information
            (collectively, the "Confidential Program Disclosure Document"),
            including the description of each FuturesAccess Fund into which
            you are considering investing or exchanging.

      5.    Consult with your Financial Advisor as to which of the
            FuturesAccess Funds are suitable for your portfolio.

      6.    Complete and detach the Purchase and Exchange Form Signature Page
            indicating the FuturesAccess Funds you have selected.

      7.    Give the completed Purchase and Exchange Form Signature Page to
            your Financial Advisor. Your Financial Advisor will review and
            countersign this Signature Page and forward it to MLAI.

      8.    To exchange among FuturesAccess Funds, complete a Purchase and
            Exchange Form Signature Page and submit it to your Financial
            Advisor no less than 45 days before the proposed calendar
            quarter-end (or month-end, in certain cases) for the exchange.

      9.    Your Financial Advisor will inform you of when your Merrill Lynch
            Account will be debited in the amount of your investments in
            FuturesAccess (in the case of subscriptions), as well as of when
            any exchange will be effective.

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

         The Subscriber may invest in FuturesAccess through taxable accounts
         as well as through IRA and other tax-exempt accounts. Investments by
         the Subscriber and by related tax-exempt as well as taxable accounts
         (including certain investments for the benefit of immediate family
         members of the Subscriber) may be combined for purposes of meeting
         FuturesAccess (but not individual FuturesAccess Fund) minimums. A
         separate Program Subscription Agreement Signature Page must be
         completed for each such account.

         The Subscriber should indicate on the Program Subscription Agreement
         Signature Page as well as on each Purchase and Exchange Form
         Signature Page whether the Subscriber is investing together with any
         related accounts.
     ---------------------------------------------------------------------------

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

The detachable Program Subscription Agreement Signature Page attached hereto
should be completed and delivered to your Financial Advisor, together with the
Purchase and Exchange Form Signature Page identifying the FuturesAccess Funds
in which you wish to invest.

The Purchase and Exchange Form is a separate document with its own detachable
Signature Page.

                                U.S. Investors
                                     -2-
<PAGE>




                   THE MERRILL LYNCH FUTURESACCESS(SM) PROGRAM
                                    to access
                      SINGLE-ADVISOR MANAGED FUTURES FUNDS


                         PROGRAM SUBSCRIPTION AGREEMENT
                          For the Use of U.S. Investors

This Program Subscription Agreement relates to your participation in
FuturesAccess. A number of different FuturesAccess Funds are included in
FuturesAccess. In addition to the Program Subscription Agreement Signature
Page (attached hereto), you must also submit a Purchase and Exchange Form
Signature Page (attached to the Purchase and Exchange Form) identifying the
particular FuturesAccess Fund(s) into which you wish to invest or exchange.
You must submit a new Purchase and Exchange Form Signature Page each time you
invest or exchange into a new FuturesAccess Fund. Following initial completion
of the Program Subscription Agreement, you need only submit a new Program
Subscription Agreement Signature Page if so requested by your Merrill Lynch
Financial Advisor.

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

This Program Subscription Agreement relates to your subscription to one or
more of the FuturesAccess Funds.

Each Investor must also complete a Purchase and Exchange Form Signature Page
indicating the specific FuturesAccess Fund(s) to which such Investor wishes to
subscribe, and acknowledging receipt of the Confidential Program Disclosure
Document, as well as the FuturesAccess Fund Descriptions and the FuturesAccess
Fund Offering Documents relating to such FuturesAccess Fund(s).

By completing and executing the Program Subscription Agreement Signature Page,
the undersigned (the "Subscriber") is confirming that the Subscriber has the
level of financial sophistication necessary to evaluate the merits and risks
of specialized, non-traditional investments such as the FuturesAccess Funds,
and understands that the speculative and illiquid nature of an investment in
one or more of the FuturesAccess Funds makes such investment appropriate only
for a limited portion of the Subscriber's portfolio.

The Subscriber also understands and agrees that, although MLAI will use its
reasonable efforts to keep the information provided in each Program
Subscription Agreement Signature Page and each Purchase and Exchange Form
Signature Page strictly confidential, one or more FuturesAccess Funds and/or
MLAI may present the Program Subscription Agreement Signature Page as well as
the Purchase and Exchange Form Signature Page and the information provided
therein to such parties as MLAI deems advisable if called upon to establish
the availability under any applicable law of an exemption from registration
for the FuturesAccess Funds' units of limited liability company interest (the
"Units"), or compliance with applicable law by any of the FuturesAccess Funds,
MLAI or any of their respective affiliates, or if such information is or may
be relevant to an issue in any action, suit or proceeding to which any
FuturesAccess Fund, MLAI or any of their respective affiliates are a party or
by which they are or may be bound, or upon the request of any regulatory,
governmental or self-regulatory authority.

Capitalized terms used but not defined herein will have the meaning assigned
to them in the Confidential Program Disclosure Document.


                                U.S. Investors
                                      S-1
<PAGE>



I.    Representations, Warranties and Agreements of the Subscriber. As an
inducement to MLAI to accept the Subscriber's Program Subscription Agreement
Signature Page and any Purchase and Exchange Form Signature Page submitted by
the Subscriber, the Subscriber represents and warrants to MLAI and the
applicable FuturesAccess Fund(s) as follows:

A.    Authority and Eligibility
      -------------------------

      (1)   If an individual, the Subscriber (including each individual joint
            Subscriber) is at least 21 years old and is legally competent to
            execute and deliver the Program Subscription Agreement Signature
            Page and the Purchase and Exchange Form Signature Page and to
            comply with the terms of this Program Subscription Agreement and
            the Purchase and Exchange Form, as well as to discharge the
            Subscriber's obligations to FuturesAccess.

            If an Entity (e.g., a corporation, partnership, limited liability
            company or trust), the Subscriber is duly authorized and qualified
            to become an Investor. If the Subscriber is a passive investment
            vehicle, the sponsor of the Subscriber either is duly registered
            as a "commodity pool operator" with the Commodity Futures Trading
            Commission and a member in good standing of the National Futures
            Association in such capacity or is exempt from such registration.

      (2)   The person (the "Signatory"; the Subscriber and the Signatory to
            be referred to collectively as the Subscriber, unless the context
            otherwise requires) executing and delivering the Program
            Subscription Agreement Signature Page and any Purchase and
            Exchange Form Signature Page or making an investment or exchange
            into or from any FuturesAccess Fund on behalf of the Subscriber
            has been duly authorized by the Subscriber to do so. The
            Subscriber has full right and power to comply with the terms of
            this Program Subscription Agreement and the Purchase and Exchange
            Form, as well as to discharge its obligations to FuturesAccess,
            including under the General Form of Operating Agreement of the
            FuturesAccess Fund (the "Operating Agreement").

            Entity Subscribers must confirm that they are authorized to invest
            in the FuturesAccess Funds, each of which is a speculative,
            non-traditional investment. Many Entity investors may not, in
            fact, be authorized -- pursuant to their charter documents,
            investment policies or other applicable provisions -- to invest in
            the FuturesAccess Funds.

      (3)   The Subscriber has had substantive business dealings with Merrill
            Lynch and/or a Merrill Lynch Financial Advisor for at least six
            months, and believes that Merrill Lynch and/or the Subscriber's
            Merrill Lynch Financial Advisor should have sufficient information
            to be able to assess the Subscriber's financial position,
            knowledge and sophistication.

      (4)   The Subscriber (and the Subscriber's financial advisors, if any)
            has sufficient knowledge and experience in financial and business
            matters that the Subscriber is capable of evaluating the merits
            and risks of an investment in a FuturesAccess Fund and of making
            an informed investment decision regarding the purchase of the
            Units, and the Subscriber is able to bear the economic risk of a
            speculative investment such as the FuturesAccess Funds, including
            the risk of losing the Subscriber's entire investment. The
            Subscriber understands that investment in the FuturesAccess Funds
            is suitable only for a limited portion of the risk segment of the
            Subscriber's portfolio.

      (5)   The Subscriber (and the Subscriber's financial advisors, if any)
            will (i) receive and carefully review a copy of the Confidential
            Program Disclosure Document, the FuturesAccess Fund Descriptions
            and the FuturesAccess Fund Offering Documents relating to each
            FuturesAccess Fund in which the Subscriber proposes to invest, and
            (ii) carefully evaluate and understand the various risks of such
            investment before submitting a Purchase and Exchange Form
            Signature Page to subscribe to such FuturesAccess Fund. The
            Subscriber will only do so if the Subscriber can afford to bear
            such risks.


                                U.S. Investors
                                      S-2
<PAGE>


      (6)   The Subscriber (and the Subscriber's financial advisors, if any)
            has been furnished with any materials the Subscriber has requested
            relating to any FuturesAccess Fund, its proposed operations, the
            private placement of the Units, the Trading Advisors and any other
            matters related thereto.

      (7)   If the Subscriber is an Entity, the Subscriber was not formed for
            the specific purpose of investing in any FuturesAccess Fund and no
            more than 40% of its assets are invested in any FuturesAccess
            Fund, investors in the Subscriber participate in investments made
            by the Subscriber on a pro rata basis in accordance with each such
            investor's interest in the Subscriber (except as necessary to
            comply with applicable laws or regulations), and the Subscriber's
            assets are not considered to constitute assets of any "employee
            benefit plan" as defined in the Employee Retirement Income
            Security Act of 1974, as amended ("ERISA"), regardless of whether
            such employee benefit plan is subject to ERISA, or any "plan" as
            defined in Section 4975 of the Internal Revenue Code of 1986, as
            amended (the "Code"), regardless of whether such plan is subject
            to Section 4975 of the Code.

      (8)   If the Subscriber is an insurance company using assets of its
            general account to purchase Units, the Subscriber hereby
            represents and warrants that the percentage of such assets used to
            purchase the Units of any FuturesAccess Fund that represents the
            assets of "employee benefit plans" does not exceed the percentage
            indicated on the Program Subscription Agreement Signature Page.

B.    Restrictions on Exchanges and Transfers
      ---------------------------------------

      (1)   The Subscriber acknowledges that MLAI is under no obligation to
            maintain the Exchange Privilege of FuturesAccess and that such
            Exchange Privilege may be terminated at any time. The Subscriber
            must not invest in any FuturesAccess Fund in reliance on the
            continuation of the Exchange Privilege.

      (2)   Certain FuturesAccess Funds may be subject to redemption fees
            and/or other liquidity restrictions. In the event that one or more
            FuturesAccess Funds suspend redemptions or the calculation of net
            asset value, the Exchange Privilege with respect to such
            FuturesAccess Fund(s) will also be suspended.

      (3)   The Subscriber acknowledges that: (i) the transfer of the
            Subscriber's Units is subject to restrictions in the Operating
            Agreement and requires the approval of MLAI, which approval may be
            withheld in its sole discretion; (ii) the Units may not be
            transferred to any person that is not an "accredited investor" (as
            defined in Regulation D under the Securities Act of 1933, as
            amended (the "Securities Act")); (iii) investments in the
            FuturesAccess Funds are illiquid; (iv) no market exists for the
            Units, and none is expected to develop; and (v) no FuturesAccess
            Fund will be listed on any exchange or otherwise regularly traded.

C.    Disclosures
      -----------

      (1)   The Subscriber confirms that none of MLAI, the FuturesAccess
            Funds, the Trading Advisors, the Selling Agent or any associate,
            affiliate, representative or advisor of any of the foregoing,
            guarantees the success of an investment in any FuturesAccess Fund
            or that substantial losses will not be incurred on such
            investment.

      (2)   The Subscriber understands that the Selling Agent is not
            guaranteeing or assuming responsibility for the operation or
            possible liabilities of MLAI, any FuturesAccess Fund or any
            Trading Advisor.

      (3)   The Subscriber understands that MLAI is an indirect subsidiary of
            Merrill Lynch & Co., Inc. ("ML&Co."), as well as an affiliate of
            the Selling Agent. The Subscriber further understands that MLAI
            may assign its interest as Sponsor or Program Manager as described
            in the Operating Agreements of the FuturesAccess Funds.


                                U.S. Investors
                                     S-3
<PAGE>


      (4)   The Subscriber understands that, as disclosed in the Confidential
            Program Disclosure Document, MLPF&S receives substantial brokerage
            commissions from the FuturesAccess Funds. Such brokerage
            commissions were not negotiated at arm's-length.

      (5)   The Subscriber acknowledges and agrees to the investment of the
            FuturesAccess Funds' cash as described under "Interest Income
            Arrangements" in the Part One (A) Confidential Program Disclosure
            Document: FuturesAccess(SM) Program General Information.

      (6)   The Subscriber acknowledges and understands that Merrill Lynch may
            make the K-1s prepared for the Subscriber in connection with the
            Subscriber's investments in the Program Fund(s) accessible to the
            Subscriber's Merrill Lynch Financial Advisor, and consents to its
            Financial Advisor having access to the Subscriber's K-1s.

D.    Tax Issues
      ----------

      (1)   The Subscriber confirms, under penalty of perjury, that the
            Subscriber is a U.S. Person, as such term is defined in Section
            7701(a)(30) of the Code, and the Subscriber undertakes to advise
            the FuturesAccess Fund and MLAI promptly in writing if the
            Subscriber is no longer a U.S. Person during the term of the
            Subscriber's investment in the FuturesAccess Fund. The Subscriber
            understands that if at any time it ceases to be a U.S. Person, it
            may be subject to U.S. withholding tax or other consequences as
            well as being required to redeem out of the Program.

      (2)   The Subscriber confirms that, unless otherwise indicated in
            Section 8 of the Program Subscription Agreement Signature Page,
            the Subscriber is not subject to backup withholding. The
            Subscriber understands that the Program will not accept
            subscriptions from the Subscriber if the Subscriber is subject to
            backup withholding.

E.    Accuracy and Updating of Subscriber Information
      -----------------------------------------------

      (1)   The Subscriber represents that all the information, financial or
            otherwise, which the Subscriber has furnished to MLAI, the Selling
            Agent or the Subscriber's Merrill Lynch Financial Advisor in
            connection with subscribing for Units in any FuturesAccess Fund,
            or which is set forth on the Program Subscription Agreement
            Signature Page and any Purchase and Exchange Form Signature Page,
            including all representations, warranties and agreements contained
            herein, is correct and complete as of the date on which such
            information was furnished, and if there should be any material
            change in such information, the Subscriber will immediately notify
            MLAI and the Selling Agent and furnish such revised or corrected
            information to MLAI.

      (2)   The Subscriber agrees that the representations, warranties and
            agreements contained in this Program Subscription Agreement or a
            Purchase and Exchange Form Signature Page, including all
            representations, warranties and agreements contained therein,
            shall be deemed to be repeated as of the date the Subscriber
            purchases Units of any FuturesAccess Fund.

      (3)   The Subscriber agrees that the representations, warranties and
            agreements contained in this Program Subscription Agreement, and
            all other information regarding the Subscriber set forth on the
            Program Subscription Agreement Signature Page, or the relevant
            Purchase and Exchange Form Signature Page(s), and any or all other
            information which the Subscriber discloses to his or her Merrill
            Lynch Financial Advisor, may be used as a defense in any actions
            relating to any FuturesAccess Fund or the offering of its Units,
            and that it is only on the basis of such representations,
            warranties, agreements and other information that MLAI may be
            willing to accept the Subscriber's subscription to any
            FuturesAccess Fund.


                                U.S. Investors
                                     S-4
<PAGE>


F.    Trustees, Agents, Representatives and Nominees
      ----------------------------------------------

      If the Subscriber is acting as trustee, agent, representative or nominee
      for an investor (a "Beneficial Owner"), the Subscriber understands and
      acknowledges that the representations, warranties and agreements made
      herein are made by the Subscriber (A) with respect to the Subscriber and
      (B) with respect to the Beneficial Owner. The Subscriber further
      represents and warrants that it has all requisite power and authority
      from said Beneficial Owner to execute and deliver the Program
      Subscription Agreement Signature Page and any related Purchase and
      Exchange Form Signature Page as well as to invest in any FuturesAccess
      Fund. The Subscriber also agrees to indemnify each FuturesAccess Fund,
      MLAI and their respective affiliates and agents for any and all costs,
      fees and expenses (including legal fees and disbursements) in connection
      with any damages resulting from any misrepresentation or misstatement of
      the Subscriber contained herein or therein or made by the Subscriber to
      the Subscriber's Merrill Lynch Financial Advisor, or the assertion of
      the Subscriber's lack of proper authorization from the Beneficial Owner
      to execute and deliver the Program Subscription Agreement Signature Page
      or the Purchase and Exchange Form Signature Page or to discharge the
      Subscriber's obligations hereunder or thereunder.

G.    Money Laundering Prevention
      ---------------------------

      The Subscriber's subscription monies were not derived from activities
      that may contravene United States (federal or state) or international
      anti-money laundering laws and regulations. The Subscriber is not (i) an
      individual, entity or organization named on a United States Office of
      Foreign Assets Control ("OFAC") "watch list" and does not have any
      affiliation with any kind of such individual, (ii) a foreign shell bank,
      (iii) a person or entity resident in or whose subscription funds are
      transferred from or through a jurisdiction identified as non-cooperative
      by the Financial Action Task Force or (iv) a senior foreign political
      figure,(1) an immediate family member(2) or close associate(3) of a
      senior foreign political figure within the meaning of the USA PATRIOT
      Act of 2001.(4) The Subscriber agrees to promptly notify MLAI should it
      become aware of any change in the information set forth in this
      representation. The Subscriber acknowledges that, by law, MLAI may be
      obligated to "freeze the account" of the Subscriber, either by
      prohibiting additional subscriptions, declining any redemption requests
      and/or segregating the assets in the account in compliance with
      governmental regulations, and MLAI may also be required to report such
      action and to disclose the Subscriber's identity to OFAC. The Subscriber
      represents and warrants that all of the information which it has
      provided to the Program in connection with the Subscription Document is
      true and correct, and agrees to provide any information MLAI or its
      agents deem necessary to comply with its anti-money laundering program
      and related responsibilities from time to time. If the Subscriber has
      indicated in these Subscription Documents that it is an intermediary
      subscribing in the Program as a record owner in its capacity as agent,
      representative or nominee on behalf of one or more underlying investors
      ("Underlying Investors"), it agrees that the representations, warranties
      and covenants are made by it on behalf of itself and the Underlying
      Investors.

II.   Further Advice and Assurances. The Subscriber agrees to provide
additional information regarding its investment experience, financial position
or otherwise, to MlAI or the Selling Agent, as they may reasonably request.

---------------------------
(1) A "senior foreign political figure" is defined as a senior official in the
executive, legislative, administrative, military or judicial branches of a
non-U.S. government (whether elected or not), a senior official of a major
non-U.S. political party, or a senior executive of a non-U.S. government-owned
corporation. In addition, a "senior foreign political figure" includes any
corporation, business or other entity that has been formed by, or for the
benefit of, a senior foreign political figure.

(2) "Immediate family" of a senior foreign political figure typically includes
the figure's parents, siblings, spouse, children and in-laws.

(3) A "close associate" of a senior foreign political figure is a person who
is widely and publicly known to maintain an unusually close relationship with
the senior foreign political figure, and includes a person who is in a
position to conduct substantial domestic and international financial
transactions on behalf of the senior foreign political figure.

(4) The United States "Uniting and Strengthening America by Providing
Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001",
Pub. L. No. 107-56 (2001).


                                U.S. Investors
                                     S-5
<PAGE>

      If the Subscriber is an Entity, MLAI, in its sole discretion, may
      require the Subscriber to submit a copy of its articles of
      incorporation, by-laws, authorizing resolution, partnership agreement,
      trust agreement, operating agreement or other related documents, as the
      case may be. Alternatively, Entities may be required to submit an
      opinion of counsel to the effect that the investment proposed to be made
      in the FuturesAccess Fund(s) by the Subscriber is authorized.

III.  Subscriber Eligibility. THE SUBSCRIBER WILL BE REQUIRED TO INDICATE ON
THE PROGRAM SUBSCRIPTION AGREEMENT SIGNATURE PAGE WHICH OF THE FOLLOWING
REQUIREMENTS THE SUBSCRIBER SATISFIES IN ORDER TO QUALIFY AS AN "ACCREDITED
INVESTOR," AS DEFINED IN REGULATION D UNDER THE SECURITIES ACT.

A.    Accredited Investor Requirements
      --------------------------------

      Individual Subscribers
      ----------------------

      (1)   An individual that has an individual net worth or joint net worth
            with such individual's spouse, in excess of $1,000,000. "Net
            worth" for these purposes means the value of total assets at fair
            market value, including home, home furnishings and automobiles,
            less total liabilities.

                                      or
                                      --

      (2)   An individual that (i) had individual income (exclusive of any
            income attributable to such individual's spouse) of more than
            $200,000 for each of the past two years or joint income with such
            individual's spouse in excess of $300,000 in each of those years
            and (ii) reasonably expects to reach the same individual income
            level, or the same joint income level, as the case may be, in the
            current year.

      Entity Subscribers
      ------------------

      (3)   A corporation, partnership, limited liability company,
            Massachusetts or similar business trust or tax-exempt organization
            as defined in Section 501(c)(3) of the Code, that (i) has total
            assets in excess of $5,000,000 and (ii) was not formed for the
            specific purpose of investing in the FuturesAccess Fund in
            question.

                                      or
                                      --

      (4)   A revocable trust which may be amended or revoked at any time by
            the grantors thereof, and of which all of the grantors are
            "accredited investors" under either Section III.B(1) or Section
            III.A(2) above.

                                      or
                                      --

      (5)   A trust (i) that has total assets in excess of $5,000,000, (ii)
            that was not formed for the specific purpose of investing in the
            FuturesAccess Fund in question and (iii) the investment decisions
            of which are directed by a person who has such knowledge and
            experience in business and financial matters as to be capable of
            evaluating the merits and risks of an investment in such
            FuturesAccess Fund.

                                      or
                                      --

      (6)   A trust for which a bank or savings and loan association is acting
            as fiduciary in making the investment decision to subscribe to the
            FuturesAccess Fund in question.

                                      or
                                      --


                                U.S. Investors
                                     S-6
<PAGE>


      (7)   A bank as defined in Section 3(a)(2) of the Securities Act, acting
            in its fiduciary or individual capacity, or a savings and loan
            association or other institution as defined in Section 3(a)(5) of
            the Securities Act.

                                      or
                                      --

      (8)   An insurance company as defined in Section 2(13) of the Securities
            Act, acting in its individual capacity.

                                      or
                                      --

      (9)   A broker or dealer registered pursuant to Section 15 of the
            Securities Exchange Act of 1934, as amended.

                                      or
                                      --

      (10)  An investment company registered under the Investment Company Act
            of 1940, as amended (the "Company Act") or a business development
            company as defined in Section 2(a)(48) of the Company Act.

                                      or
                                      --

      (11)  A Small Business Investment Company licensed by the U.S. Small
            Business Administration under Section 301(c) or (d) of the Small
            Business Investment Act of 1958.

                                      or
                                      --

      (12)  A plan established and maintained by a state, its political
            subdivisions, or any agency or instrumentality of a state or its
            political subdivisions, for the benefit of its employees, which
            plan has total assets in excess of $5,000,000.

                                      or
                                      --

      (13)  A private business development company as defined in Section
            202(a)(22) of the Investment Advisers Act of 1940, as amended.

                                      or
                                      --

      (14)  An employee benefit plan within the meaning of Title I of ERISA
            where (i) the investment decision with respect to this investment
            is made by a plan fiduciary, as defined in Section 3(21) of ERISA,
            which is either a bank, savings and loan association, insurance
            company or registered investment adviser, (ii) the employee
            benefit plan has assets in excess of $5,000,000 or (iii) the plan
            is a self-directed plan, with investment decisions made solely by
            persons who are "accredited investors," as defined in the
            Securities Act.

                                      or
                                      --

      (15)  An Entity whose equity owners are each "accredited investors,"
            i.e., persons meeting the requirements set forth in any of
            Sections III.A(1)-(14) above.

IV.   Indemnity. The Subscriber agrees to indemnify and hold harmless each
FuturesAccess Fund, MLAI, the Selling Agent and each Investor in respect of
all claims, actions, demands, losses, costs, expenses and damages, whether
involving such parties or third parties, resulting from any inaccuracy in any
of the Subscriber's representations or warranties made to each FuturesAccess
Fund, MLAI, the Selling Agent and the Subscriber's Merrill Lynch Financial
Advisor or from any breach of any of the Subscriber's agreements contained in
this Program Subscription Agreement (including the Program Subscription
Agreement Signature Page) or in any of the Subscriber's Purchase and Exchange
Forms


                                U.S. Investors
                                     S-7
<PAGE>

(including the Purchase and Exchange Form Signature Page), or from any
unsuccessful securities proceeding brought by the Subscriber against any
FuturesAccess Fund, MLAI or the Selling Agent.

V.    Governing Law; Consent To Jurisdiction. THIS PROGRAM SUBSCRIPTION
AGREEMENT AND ANY RELATED PURCHASE AND EXCHANGE FORM SHALL BE GOVERNED BY THE
LAWS OF THE STATE OF DELAWARE WITHOUT REGARD TO PRINCIPLES OF CONFLICTS OF
LAW. THE PARTIES HERETO CONSENT TO THE JURISDICTION OF THE STATE AND FEDERAL
COURTS IN THE CITY, COUNTY AND STATE OF NEW YORK WITH RESPECT TO ANY
PROCEEDING OR CLAIM ARISING HEREUNDER, THEREUNDER OR OTHERWISE IN RESPECT OF
THE PROGRAM.

VI.   Power of Attorney. In connection with the acquisition of Units pursuant
to this Program Subscription Agreement (and the related Program Subscription
Agreement Signature Page) and a Purchase and Exchange Form (and the related
Purchase and Exchange Form Signature Page), the Subscriber does hereby (in
addition to, and not by way of limitation of, the Power of Attorney included
in Section 10.02 of the Operating Agreement) irrevocably constitute and
appoint MLAI and each officer thereof, individually, as the Subscriber's true
and lawful representative and attorney-in-fact, with full power of
substitution, in the Subscriber's name, place and stead: (a) (i) to receive
and pay over to the related FuturesAccess Fund(s) on behalf of the Subscriber,
to the extent set forth in the Operating Agreement, all funds received
hereunder, and (ii) to complete or correct, on behalf of, and at the direction
of, the Subscriber, all documents to be executed by the Subscriber in
connection with the Subscriber's subscription for Units, including, without
limitation, filling in or amending amounts, dates and other pertinent
information; and (b) to execute, acknowledge, swear to, file and record (if
applicable) on the Subscriber's behalf, and in the appropriate public offices
if relevant: (i) the Operating Agreement (including the power of attorney
included therein); (ii) all instruments which MLAI may deem necessary or
appropriate to reflect virtually any amendment, change or modification of the
Operating Agreement or the Certificate of Formation, including of related
FuturesAccess Fund(s); and (iii) all instruments, agreements and documents
which MLAI considers necessary to, or appropriate for, the operation of the
related FuturesAccess Fund(s) as contemplated in the Confidential Program
Disclosure Document and the Operating Agreement.

The Subscriber agrees and acknowledges that MLAI and the other Investors are
relying on the continued validity of the foregoing Power of Attorney, and that
the Power of Attorney granted hereby shall be deemed to be coupled with an
interest, shall be irrevocable, and shall survive and not be affected by the
subsequent death, incapacity, termination, bankruptcy, insolvency or
dissolution of the Subscriber.

VII.  General. The Subscriber understands that this Program Subscription
Agreement (including the Program Subscription Agreement Signature Page), any
Purchase and Exchange Form (including the Purchase and Exchange Form Signature
Page) submitted by the Subscriber, and the representations, warranties,
agreements and other provisions hereof and thereof: (a) shall be binding upon
the Subscriber and the Subscriber's legal representatives, successors and
assigns; (b) shall survive the Subscriber's admission as an Investor; and (c)
may be executed (through the Signature Pages) by the Subscriber and accepted
by any FuturesAccess Fund in one or more counterparts as well as in facsimile,
each of which shall be considered an original and all of which together shall
constitute one instrument.

If any provision of this Program Subscription Agreement (including the Program
Subscription Agreement Signature Page) or any Purchase and Exchange Form
(including the Purchase and Exchange Form Signature Page) submitted by the
Subscriber is determined to be invalid or unenforceable under any applicable
law, then such provision shall be deemed inoperative to the extent, and only
to the extent, of such invalidity or unenforceability and only in the
jurisdiction which reaches such determination. Any such provision shall be
deemed modified to conform with such applicable law. Any provision hereof
which may be held invalid or unenforceable under any applicable law shall not
affect the validity or enforceability of any other provisions hereof, and to
this extent the provisions hereof shall be severable.

You may submit a Purchase and Exchange Form Signature Page together with the
Program Subscription Agreement Signature Page or separately. However, your
subscription cannot be processed until both have been received.

VIII. Legends.
      -------

                                U.S. Investors
                                     S-8
<PAGE>

      IN MAKING AN INVESTMENT DECISION, SUBSCRIBERS MUST RELY ON THEIR OWN
      EXAMINATION OF FUTURESACCESS, THE APPLICABLE FUTURESACCESS FUND(S) AND
      THE TERMS OF THE OFFERING, INCLUDING THE MERITS AND RISKS INVOLVED.
      FUTURESACCESS HAS NOT BEEN RECOMMENDED BY ANY FEDERAL OR STATE
      SECURITIES COMMISSION OR REGULATORY AUTHORITY. FURTHERMORE, THE
      FOREGOING AUTHORITIES HAVE NOT CONFIRMED THE ACCURACY OR DETERMINED THE
      ADEQUACY OF THE CONFIDENTIAL PROGRAM DISCLOSURE DOCUMENT OR THE
      FUTURESACCESS FUND DESCRIPTIONS THEREIN. ANY REPRESENTATION TO THE
      CONTRARY IS A CRIMINAL OFFENSE.

      THE UNITS ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND
      MAY NOT BE TRANSFERRED OR RESOLD EXCEPT (A) WITH THE PRIOR WRITTEN
      CONSENT OF MLAI, (B) AS PERMITTED UNDER THE SECURITIES ACT AND
      APPLICABLE STATE SECURITIES LAWS PURSUANT TO REGISTRATION OR EXEMPTION
      THEREFROM AND (C) AS PERMITTED UNDER THE COMPANY ACT. SUBSCRIBERS SHOULD
      BE AWARE THAT THEY MAY BE REQUIRED TO BEAR THE RISKS OF AN INVESTMENT IN
      THE FUTURESACCESS FUNDS FOR AN INDEFINITE PERIOD OF TIME.

      THE INVESTOR (AND EACH EMPLOYEE, REPRESENTATIVE OR OTHER AGENT OF THE
      INVESTOR) MAY DISCLOSE TO ANY AND ALL PERSONS, WITHOUT LIMITATION OF ANY
      KIND, THE TAX TREATMENT AND TAX STRUCTURE OF THE TRANSACTION AND ALL
      MATERIALS OF ANY KIND (INCLUDING OPINIONS OR OTHER TAX ANALYSES) THAT
      ARE PROVIDED TO THE INVESTOR RELATING TO SUCH TAX TREATMENT AND TAX
      STRUCTURE.

      For Georgia Investors Only.
      --------------------------

      THE UNITS HAVE BEEN ISSUED OR SOLD IN RELIANCE ON PARAGRAPH (13) OF THE
      CODE SECTION 10-5-9 OF THE GEORGIA SECURITIES ACT OF 1973, AND MAY NOT
      BE SOLD OR TRANSFERRED EXCEPT IN A TRANSACTION WHICH IS EXEMPT UNDER
      SUCH ACT OR PURSUANT TO AN EFFECTIVE REGISTRATION UNDER SUCH ACT.



                                U.S. Investors
                                     S-9
<PAGE>


                   THE MERRILL LYNCH FUTURESACCESS(SM) PROGRAM
                                    to access
                      SINGLE-ADVISOR MANAGED FUTURES FUNDS


                  PROGRAM SUBSCRIPTION AGREEMENT SIGNATURE PAGE
                          For the Use of U.S. Investors

By executing this Program Subscription Agreement Signature Page, the
Subscriber makes all of the representations, warranties, agreements,
acknowledgements and undertakings set forth in the Program Subscription
Agreement.

An investment in FuturesAccess is suitable only for sophisticated Investors
who have the financial resources and the willingness to accept the risks
inherent in an investment in FuturesAccess, and for whom an investment in
FuturesAccess does not represent a complete investment program. The risks
associated with an investment in FuturesAccess are described in the
Confidential Program Disclosure Document. The Subscriber should carefully read
the Confidential Program Disclosure Document prior to deciding whether to
invest in any FuturesAccess Fund.

The Subscriber hereby makes and affirms all representations, warranties and
agreements set forth on behalf of the Subscriber in the Program Subscription
Agreement.

1     REGISTRATION OF UNITS (Check one):

      Must match the registration of the Merrill Lynch Account specified in
      Section 2(b) below.

<TABLE>
<CAPTION>
              Individual Subscribers:
              -----------------------
<S>                                                             <C>
     |_|      Individual Ownership                               |_|    Tenants in Common
                 (One signature required below)                            (all tenants must sign and initial below)
     |_|      Joint Tenants with Rights of Survivorship          |_|    Other (please specify):    ________________
                 (all tenants must sign and initial below)

              Entity Subscribers:
              -------------------

     |_|      Trust                                              |_|    Corporation
     |_|      Grantor                                            |_|    Partnership/Limited Liability Company

                 |_| Other (please specify): ________________
</TABLE>

2     SUBSCRIBER INFORMATION: (Information must match the Merrill Lynch
      Account type specified in Section 1 above.)

        The Subscriber must provide all information exactly as it is to appear
on the records of FuturesAccess.

     (a) Subscriber's Name:_____________________________________________________

     (b) Merrill Lynch Account to be Debited:___________________________________

     (c) Name of Merrill Lynch Financial Advisor:_______________________________

     (d) Social Security / Taxpayer ID Number (if Joint Subscribers, provide
         both):_________________________________________________________________


     (e) Residence Address (for Individuals):___________________________________
                                                           (Street)

         _______________________________________________________________________
               (City)                   (State)               (Zip Code)


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



                                U.S. Investors
                 Program Subscription Agreement Signature Page
                                     SP-1




<PAGE>

      (f)   Principal Place of Business (for Entities):_________________________

                                                              (Street)

            ____________________________________________________________________
               (City)                   (State)               (Zip Code)

      (g)   Correspondence Address (if different from above):___________________
                                                                   (Street)

            ____________________________________________________________________
               (City)                   (State)               (Zip Code)

      (h)   Telephone Number:___________________________________________________
                                        Business                 Home


      (i)   E-Mail Address:_____________________________________________________

      (j)   In correspondence, please address the Subscriber as: Dear:__________

      (k)   Date of Birth (for Individuals) (if Joint Subscribers, provide
            both):______________________________________________________________

      (l)   Date of Organization (for Entities):________________________________

      (m)   Jurisdiction of Organization (for Entities):________________________

      (n)   Name of Contact Person (for Entities):______________________________

      (o)   Fiscal/Tax Year (for Entities):_____________________________________


3     SOLICITATION INFORMATION: The Subscriber first heard about FuturesAccess
      from:


      |_|      Merrill Lynch Financial Advisor
      |_|      Other (please specify):         _________________________________


4     SUBSCRIBER REQUIREMENTS:

      (If joint Subscribers, each must provide the required information and
initial such information.)

      (a)   The Subscriber is an "accredited investor," because the Subscriber
            satisfies the following requirement, as set forth under Section
            III.A of the Program Subscription Agreement. (See pages S-6 and
            S-7.)

            Please circle which requirement the Subscriber satisfies under
            Section III.B and initial below: (circle only one)

            Individual Subscriber:

            III.A(1)    III.A(2)


            ------------------------      ---------------------------------
            (Initial here)                (Initial here - Joint Subscribers)

<TABLE>
<CAPTION>
            Entity Subscribers:
<S>         <C>        <C>        <C>        <C>        <C>        <C>        <C>
            lll.A(3)   lll.A(4)   III.A(5)   III.A(6)   III.A(7)   III.A(8)
            lll.A(9)   III.A(10)  III.A(11)  III.A(12)  lll.A(13)  III.A(14)  III.A(15) (Please complete Item 4(c), below)
</TABLE>


            ------------------------      ------------------------------------
            (Initial here)                (Initial here - Joint Subscribers)

                                U.S. Investors
                 Program Subscription Agreement Signature Page
                                     SP-2

<PAGE>

      (b)     If the Subscriber satisfies the requirements set forth under
              Section III.A(15) above, the Subscriber represents and warrants
              that it has confirmed that each equity owner of the Subscriber
              is an "accredited investor" in its own right, and that MLAI,
              based upon this representation, has a reasonable basis to accept
              the Subscriber as an "accredited investor."


            ------------------------      ------------------------------------
            (Initial here)                (Initial here - Joint Subscribers)

5     SUITABILITY AND NATURE OF INVESTMENT:

      The Subscriber understands that an investment in FuturesAccess is
      speculative, illiquid, long-term, and does not represent a complete
      investment program. The Subscriber confirms that it has (either alone or
      with the Subscriber's financial advisors, if any) sufficient knowledge
      and expertise to be able to evaluate the merits and risks of investing
      in FuturesAccess. The Subscriber has considered the speculative and
      illiquid nature of an investment in FuturesAccess within the context of
      the Subscriber's total portfolio, understands that Units of the
      FuturesAccess Funds are only suitable for a limited portion of the risk
      segment of the Subscriber's overall portfolio, and can bear the various
      risks of such an investment.


            ------------------------      ------------------------------------
            (Initial here)                (Initial here - Joint Subscribers)

6     OTHER INFORMATION:

      Insurance Company General Account: The percentage of assets in such
      account used to purchase Units that represents the assets of "employee
      benefit plans" does not exceed _______%.

      Employee Benefit Plan Assets: Please check the following box if 25% or
      more of any class of the equity securities of the Subscriber is owned by
      a benefit plan organized by an employer or employee organization to
      provide retirement, deferred compensation, medical, death, disability,
      unemployment, vacation or similar benefits to employees (including IRAs,
      KEOGH and 401(k) plans) |_|.

7     RELATED ACCOUNTS:

      PLEASE LIST ANY OTHER ACCOUNTS OF WHICH YOU OR A MEMBER OF YOUR
      IMMEDIATE FAMILY IS THE PRIMARY BENEFICIARY OR BENEFICIAL OWNER AND
      WHICH INVEST IN FUTURESACCESS.



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

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

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



                                U.S. Investors
                 Program Subscription Agreement Signature Page
                                     SP-3

<PAGE>



8     INTERNAL REVENUE CODE CERTIFICATION:

      The Subscriber hereby represents, warrants and certifies as follows:

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

      (a)     Under penalty of perjury, by signature below, the Subscriber
              certifies that the Social Security/Taxpayer ID number set forth
              above is the true, correct and complete Social Security/Taxpayer
              ID number of the Subscriber, and the Subscriber is a taxable
              United States person.

      (b)     Under penalty of perjury, by signature below, the Subscriber
              certifies that the Subscriber is not subject to backup
              withholding, either because the Subscriber is exempt from backup
              withholding, or because (i) the Subscriber has not been notified
              by the Internal Revenue Service that the Subscriber is subject
              to backup withholding, or (ii) the Internal Revenue Service has
              notified the Subscriber that the Subscriber is no longer subject
              to backup withholding.

      (c)     CROSS OUT ITEM (b) ABOVE IF YOU HAVE BEEN NOTIFIED BY THE
              INTERNAL REVENUE SERVICE THAT YOU ARE CURRENTLY SUBJECT TO
              BACKUP WITHHOLDING BECAUSE YOU HAVE FAILED TO REPORT ALL
              INTEREST AND DIVIDENDS ON YOUR TAX RETURN.

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

      The Subscriber agrees to notify MLAI within 30 days of any change in the
      information set forth in this Section 8.

9     SIGNATURE(S):

      By signing below, the Subscriber represents that: (a) if an individual,
      the Subscriber is at least 21 years old and legally competent; (b) if an
      Entity, (i) the Subscriber has been duly formed and is validly existing
      and is in good standing under the laws of the jurisdiction of its
      formation with full power and authority to enter into the transactions
      contemplated by the Confidential Program Disclosure Document, the
      Program Subscription Agreement, each applicable Purchase and Exchange
      Form and each applicable Operating Agreement, including the purchase of
      Units, (ii) based upon a review of the Subscriber's constitutional
      documents and/or based on consultation with counsel or advisors, the
      Subscriber is authorized to invest in FuturesAccess, and (iii) the
      Signatory has been authorized by the Subscriber to execute and deliver
      this Program Subscription Agreement Signature Page and any related
      Purchase and Exchange Form Signature Page submitted or to be submitted
      by the Subscriber; (c) has received and read the offering materials
      related to FuturesAccess and the relevant FuturesAccess Fund(s); (d)
      this Program Subscription Agreement Signature Page and any related
      Purchase and Exchange Form Signature Page have been or will be duly and
      validly authorized, executed and delivered by the Subscriber; and (e)
      this Program Subscription Agreement Signature Page, any related Purchase
      and Exchange Form Signature Page and any related Operating Agreement
      submitted or to be submitted by the Subscriber constitutes or will
      constitute the valid, binding and enforceable agreement of the
      Subscriber.

      --------------------------------------------------------------------------
      The Internal Revenue Service does not require your consent to any
      provision of this document other than the certifications required to
      avoid backup withholding.
      --------------------------------------------------------------------------


<TABLE>
<CAPTION>
<S>                                                      <C>
                                                           -----------------------------------------------------------------
                                                           (Signature of Individual Subscriber)

                                                           -----------------------------------------------------------------
                                                           (Signature of Joint Subscriber, if applicable)
Dated:
             --------------------------------------

                                                           -----------------------------------------------------------------
      ---------------------------------------------        (Name of Entity Subscriber)
      Please check the following box if the
      Subscriber is a Merrill Lynch officer or
      employee:  |_|
      ---------------------------------------------

                                                           By:
                                                                  ----------------------------------------------------------
                                                                  Name:
                                                                  Title:

                                                       U.S. Investors
                                        Program Subscription Agreement Signature Page
                                                            SP-4

</TABLE>

<PAGE>


10    FINANCIAL ADVISOR ATTESTATION:

      The undersigned Financial Advisor ("FA") hereby certifies that the
      Subscriber is known to and is a client of the undersigned, and has had
      substantive discussions with the undersigned regarding the Subscriber's
      investment objectives. The FA confirms that he/she has a reasonable basis
      for believing (i) that all of the representations made by the Subscriber
      in the Program Subscription Agreement are true and correct, and (ii) based
      on information obtained from the Subscriber concerning its investment
      objectives, other investments, financial situation and needs, and any
      other information known to the FA, that an investment in FuturesAccess is
      suitable for the Subscriber.


<TABLE>
<CAPTION>
<S>                                                                        <C>
       --------------------------------------------------------             -----------------------------------------------------
                 Financial Advisor Production Number                                    Financial Advisor Signature
</TABLE>

               FINANCIAL ADVISORS SHOULD RETURN THE COMPLETED AND
  EXECUTED PROGRAM SUBSCRIPTION AGREEMENT SIGNATURE PAGE BY OVERNIGHT MAIL TO:

                    Merrill Lynch Alternative Investments LLC
                        800 Scudders Mill Road Section 2E
                          Plainsboro, New Jersey 08536
                   Phone: (1-800) 765-0995 Fax: (609) 282-0782
                             Attn: Document Control

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

    Subscribers should retain a copy of the Program Subscription Agreement as
    well as a copy of this Program Subscription Agreement Signature Page for
                                 their records.

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



                                 U.S. Investors
                  Program Subscription Agreement Signature Page
                                      SP-5


                                                                ----------------
                                                                PLACE LABEL HERE
                                                                ----------------

<PAGE>


                   THE MERRILL LYNCH FUTURESACCESS(SM) PROGRAM
                                    to access
                      SINGLE-ADVISOR MANAGED FUTURES FUNDS


                    Merrill Lynch Alternative Investments LLC
                           Princeton Corporate Campus
                             800 Scudders Mill Road
                                   Section 2G
                          Plainsboro, New Jersey 08536
                         (866) MER-ALTS; (866) 637-2587

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

                     FUTURESACCESS PROGRAM SUBSCRIPTION AND
                               EXCHANGE AGREEMENT

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

       A completed Signature Page (attached to this FuturesAccess Program
    Subscription and Exchange Agreement) must be delivered to your Financial
       Advisor in order for your subscription or exchange to be processed.

   If you have any questions about how to complete the Signature Page, please
       contact your Merrill Lynch Financial Advisor or a representative of
       Merrill Lynch Alternative Investments LLC at: (866) MER-ALTS; (866)
                                    637-2587.

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

           THE FUTURESACCESS FUNDS AVAILABLE THROUGH THE MERRILL LYNCH
    FUTURESACCESS(SM) PROGRAM ARE SPECULATIVE INVESTMENTS. THE UNITS ARE ONLY
       SUITABLE FOR A LIMITED PORTION OF THE RISK SEGMENT OF AN INVESTOR'S
                                   PORTFOLIO.

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

                                 Selling Agent:

               Merrill Lynch, Pierce, Fenner & Smith Incorporated

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

                       FOR THE USE OF U.S. INVESTORS ONLY



<PAGE>


                   THE MERRILL LYNCH FUTURESACCESS(SM) PROGRAM
                                    to access
                      SINGLE-ADVISOR MANAGED FUTURES FUNDS

                       FUTURESACCESS PROGRAM SUBSCRIPTION
                             AND EXCHANGE AGREEMENT

                            For Use by U.S. Investors



                         How to Invest in FuturesAccess

General

Merrill Lynch Alternative Investments LLC ("MLAI") has attempted to minimize
the paperwork normally associated with subscribers ("Investors") participating
in private placements in general and in the Merrill Lynch FuturesAccessSM
Program ("FuturesAccess") in particular. All information which Investors must
complete is included in the Signature Page attached to this FuturesAccess
Program Subscription and Exchange Agreement ("Subscription Agreement").
Acceptance of your Subscription Agreement entitles you to participate in any
fund included in FuturesAccess (a "FuturesAccess Fund"), including any new
FuturesAccess Funds added in the future (subject to availability).

Investors participating in the FuturesAccess Funds through both taxable and
tax-exempt accounts must submit separate Signature Pages for each such account
(unless their Financial Advisor informs them otherwise).

Investors must submit a new Signature Page each time they wish to invest in or
exchange into a FuturesAccess Fund.

Only the detachable Signature Page attached hereto must be submitted to your
Financial Advisor, not the full Subscription Agreement. Your Financial Advisor
must countersign your Signature Page. Please give the Signature Page to your
Financial Advisor to send to MLAI.

If you have any questions as to how to complete the Signature Page, or need
additional FuturesAccess Program Subscription and Exchange Agreements or
Signature Pages, please contact your Financial Advisor or:

                    Merrill Lynch Alternative Investments LLC
                           Princeton Corporate Campus
                             800 Scudders Mill Road
                                   Section 2G
                          Plainsboro, New Jersey 08536
                         (866) MER-ALTS; (866) 637-2587

Steps to investing

      1.    Read and carefully review the Confidential Program Disclosure
            Document, which is comprised of the Part One (A) Confidential
            Program Disclosure Document: FuturesAccess Program General
            Information, Part Two Confidential Program Disclosure Document:
            Statement of Additional


                             ----------------------
                                 U.S. Investors
            FuturesAccess Program Subscription and Exchange Agreement

                                       S-1


<PAGE>


            Information and Part One (B) Confidential Program Disclosure
            Document: Trading Advisor Information (collectively referred to as
            the "Confidential Program Disclosure Document") relating to the
            FuturesAccess Fund into which you are considering investing or
            exchanging. Capitalized terms used herein but not defined shall have
            the meanings assigned to them in the Confidential Program Disclosure
            Document.

      2.    Read and carefully review this Subscription Agreement and the
            Signature Page attached hereto.

      3.    Consult with your Financial Advisor as to which of the FuturesAccess
            Funds are suitable for your portfolio.

      4.    Complete and detach the Signature Page providing the Investor
            information requested and indicating the specific FuturesAccess
            Fund(s) you have selected.

      5.    Give the completed Signature Page to your Financial Advisor. Your
            Financial Advisor will review and countersign the Signature Page and
            forward it to MLAI.

      6.    To invest in or exchange among FuturesAccess Funds, you must submit
            a completed Signature Page to your Financial Advisor no less than 10
            days prior to the effective month-end of your investment or
            exchange. All subscriptions into and exchanges among FuturesAccess
            Funds are subject to the availability of the applicable
            FuturesAccess Fund(s) and to acceptance by MLAI.

      7.    If you subscribe to a FuturesAccess Fund during its initial offering
            period, after your Subscription Agreement has been accepted, your
            entire subscription (including any amounts designated to be invested
            in other FuturesAccess Funds) may be debited from your Merrill Lynch
            Account and credited to an escrow account on a settlement date
            notified to you by your Financial Advisor. Subscriptions debited and
            held in escrow will bear interest, and all interest actually earned
            on such subscriptions will be credited to the respective
            FuturesAccess Fund when the units of limited liability company
            interest (the "Units") of such FuturesAccess Fund(s) are first
            issued.

      8.    No escrow account will be used for Units sold after the initial
            offering period of a FuturesAccess Fund. Rather, your Merrill Lynch
            Account will be debited on or about each closing date in the amount
            of your subscription, which will be invested directly in the
            FuturesAccess Fund(s). No interest will be payable with respect to
            any such subscriptions.

      9.    Your Financial Advisor will inform you of the effective date of your
            subscription, when your Merrill Lynch Account will be debited in the
            amount of your investment, as well as the effective date of any
            exchange.


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

      The Subscriber may invest in FuturesAccess through taxable accounts as
      well as through IRA and other tax-exempt accounts. Investments by the
      Subscriber and by related tax-exempt as well as taxable accounts
      (including certain investments for the benefit of immediate family
      members of the Subscriber) may be combined for purposes of meeting
      FuturesAccess minimums (see "Offering Procedures - Classes of Units" in
      the Part One (A) Confidential Program Disclosure Document: FuturesAccess
      Program General Information). A separate Signature Page must be
      completed for each such account. If any of the accounts listed on the
      signature page include plans subject to Section 4975 of the Internal
      Revenue Code of 1986, as amended (the "Code"), such as individual
      retirement accounts ("IRAs"), or plans that are subject to the Employee
      Retirement Income Security Act of 1974, as amended ("ERISA"), the
      Subscriber must represent on the Signature Page that the aggregation of
      such plans with other
--------------------------------------------------------------------------------


                             ----------------------
                                 U.S. Investors
            FuturesAccess Program Subscription and Exchange Agreement

                                      S-2

<PAGE>


--------------------------------------------------------------------------------
      accounts for any purpose relating to FuturesAccess or the Merrill Lynch
      HedgeAccess(R) Program ("HedgeAccess") does not result in an act of
      self-dealing under the prohibited transaction provisions of Section 4975
      of the Code or Section 406 of ERISA.

      The Subscriber should indicate on the Signature Page whether the
      Subscriber is investing together with any related accounts.
--------------------------------------------------------------------------------

Multiple Classes of Units

Subscribers may choose between Class A Units (upfront sales commission; lower
ongoing Sponsor Fees) and Class C Units (no upfront sales commission; higher
ongoing Sponsor Fees). There is no minimum aggregate subscription or Net Asset
Value required to invest in Class A or Class C Units (other than the $10,000
FuturesAccess minimum).

If a Subscriber instructs MLAI to combine subscriptions or investments
involving any plan subject to Section 4975 of the Code or the provisions of
ERISA, the Subscriber is deemed to represent that the aggregation of such
plans with other accounts for any purpose relating to FuturesAccess or
HedgeAccess does not result in an act of self-dealing under the prohibited
transaction provisions of Section 4975 of the Code or Section 406 of ERISA.

Prior to April 1, 2006, whether an Investor was eligible to receive Class I or
Class D Units was determined based on an Investor's aggregate subscriptions
(excluding exchanges) in FuturesAccess overall as well as, in the case of
Class D Units, aggregate subscriptions (including exchanges) into a particular
FuturesAccess Fund. For subscriptions effective on and after April 1, 2006,
Class I and Class D eligibility are determined not on the basis of aggregate
subscriptions, but on the basis of an Investor's total "FuturesAccess
Investment" (see below) in FuturesAccess overall as well as, in the case of
Class D Units, a particular FuturesAccess Fund.

An Investor's "FuturesAccess Investment," determined as of the beginning of
each month, equals the greater of:

      o     The market value of an Investor's Units in FuturesAccess (or a
            particular FuturesAccess Fund, as applicable) based on the most
            recently available Net Asset Values, plus pending subscriptions; or

      o     An Investor's net subscriptions to FuturesAccess overall (or a
            particular FuturesAccess Fund, as applicable). Net subscriptions
            means an Investor's aggregate subscriptions less aggregate
            redemptions (not including pending redemptions).

Except for purposes of determining Class D eligibility in a particular
FuturesAccess Fund, the purchase and sale of Units in an exchange offset each
other and have no effect on the amount of an Investor's net subscriptions to
FuturesAccess overall.

FuturesAccess Investments attributable to certain related accounts may be
combined for purposes of determining an Investor's Class I and Class D
eligibility.

In addition, Investors who participate in HedgeAccess (private investment
funds that primarily trade securities rather than futures) are permitted to
aggregate their investments in FuturesAccess with their investments in
HedgeAccess for purposes of determining such Investors' Class I and Class D
eligibility.

Other than the $10,000 minimum investment in any FuturesAccess Fund, there is
no minimum aggregate subscription or Net Asset Value required to invest in
Class A or Class C Units.

                             ----------------------
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            FuturesAccess Program Subscription and Exchange Agreement

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<PAGE>


New Investors whose initial subscription equals or exceeds $5,000,000 will be
issued Class I Units in each FuturesAccess Fund in which they invest. If an
existing Investor, whose FuturesAccess Investment is less than $5,000,000, makes
an additional subscription which causes such Investor's FuturesAccess Investment
to equal or exceed $5,000,000 (including the new subscription), the entire new
subscription will be invested in Class I Units. The Investor's existing Units
shall not be converted from Class A or Class C (as the case may be) to Class I
Units, but all subsequent subscriptions and exchanges made by such Investor will
be for Class I Units.

Class D eligibility is determined on both an individual FuturesAccess Fund and
an overall FuturesAccess basis. If an Investor makes a single subscription to
any one FuturesAccess Fund of $5,000,000 or more, the Investor shall receive
Class D Units in that FuturesAccess Fund. If an Investor previously subscribed
for less than $5,000,000 in a FuturesAccess Fund and then submits an
additional subscription or subscriptions to that FuturesAccess Fund which
brings such Investor's FuturesAccess Investment in that FuturesAccess Fund
over the $5,000,000 threshold, the entire new subscription will be invested in
Class D Units. The Investor's existing Units in that FuturesAccess Fund will
not be converted to Class D Units, but all subsequent subscriptions or
exchanges by such Investor into the same FuturesAccess Fund will be for Class
D Units. Notwithstanding the fact that an Investor's FuturesAccess Investment
in a FuturesAccess Fund equals or exceeds $5,000,000, if that Investor invests
or exchanges into another FuturesAccess Fund in which such Investor's
FuturesAccess Investment is less than $5,000,000, such Investor will not
receive Class D Units in such other FuturesAccess Fund (except as described in
the next paragraph).

New Investors whose initial subscription equals or exceeds $15,000,000 will be
issued Class D Units in each FuturesAccess Fund in which they invest,
irrespective of whether such Investor's FuturesAccess Investments in any one
FuturesAccess Fund equals or exceeds $5,000,000. If an existing Investor,
whose FuturesAccess Investment is less than $15,000,000, makes an additional
subscription immediately after which such Investor's FuturesAccess Investment
equals or exceeds $15,000,000 (including the new subscription), the entire new
subscription will be invested in Class D Units. The Investor's existing Units
will not be converted to Class D Units, but all subsequent subscriptions and
exchanges made by such Investor will be for Class D Units.

Subscriptions made to all FuturesAccess Funds shall be aggregated for purposes
of determining whether an Investor is eligible to invest in Class D or Class I
Units.

Once an Investor is issued Class I or Class D Units, such Investor will
continue to be issued Class I or Class D Units (as applicable) irrespective of
the level of such Investor's FuturesAccess Investment at any future date.
However, if an Investor withdraws entirely from FuturesAccess or a particular
FuturesAccess Fund and subsequently reinvests, such Investor's Class I and/or
Class D Unit eligibility will be determined from the date of such reinvestment
as if the Investor had never previously participated in FuturesAccess or such
FuturesAccess Fund.

Merrill Lynch officers and employees invest in Class I Units without regard to
the $5,000,000 minimum FuturesAccess Investment requirement.

Certain Merrill Lynch clients may invest in Class I Units on different terms
than those described herein, depending on the type of Merrill Lynch Account
held by such clients. In addition, Program Funds may from time to time offer
to certain Merrill Lynch clients a customized Class of Units having different
financial terms than those described herein, provided that doing so does not
have a material adverse effect on existing Investors. Such customized Classes
will generally be designed for Investors who are subject to additional fees on
their investments in the FuturesAccess Funds depending on the type of Merrill
Lynch Account held by such Investors or other reasons, and will not be
generally available to other Investors.

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<PAGE>

Investors who are "Qualified Purchasers" (generally, individuals with
$5,000,000 and entities with $25,000,000 of "Net Investments") may also
participate in HedgeAccess, which provides access to "hedge funds" (private
investment funds which primarily trade securities). Investors who participate
in both Programs may aggregate their investments in both Programs toward the
minimum investment levels established for acquiring Class I and Class D Units
established for HedgeAccess and vice versa.

The Exchange Privilege

An Investor exchanging Class A, Class C or Class I Units in a FuturesAccess
Fund for Units in another FuturesAccess Fund will generally receive Units of
the same Class and Series (if there is more than one Series of a Class) in
such other Program Fund. However, if an exchange brings an Investor's
FuturesAccess Investments in a particular FuturesAccess Fund to or over the
$5,000,000 threshold, the entire exchange will be invested in Class D Units.
The Investor's existing Units in such FuturesAccess Fund will not be converted
to Class D Units, but all subsequent subscriptions and exchanges by such
Investor into such FuturesAccess Fund will be for Class D Units.

An Investor exchanging Class D Units in a FuturesAccess Fund for Units in
another FuturesAccess Fund will be issued Class I Units in the latter if the
Investor's FuturesAccess Investments in the latter FuturesAccess Fund total less
than $5,000,000 and such Investor's FuturesAccess Investments in FuturesAccess
overall do not equal or exceed $15,000,000.

Exchanging into a FuturesAccess Fund is the equivalent to making a new
investment in such FuturesAccess Fund (although no sales commissions will be
charged on any exchange) and is subject to all the risks described in the
Confidential Program Disclosure Document. For tax purposes, exchanging out of
a FuturesAccess Fund is treated as a taxable redemption from such
FuturesAccess Fund.


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

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                                 U.S. Investors
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<PAGE>



                   THE MERRILL LYNCH FUTURESACCESS(SM) PROGRAM

            FUTURESACCESS PROGRAM SUBSCRIPTION AND EXCHANGE AGREEMENT

                            For Use by U.S. Investors

This FuturesAccess Program Subscription and Exchange Agreement ("Subscription
Agreement") relates to your participation in the Merrill Lynch FuturesAccessSM
Program ("FuturesAccess"). A number of different FuturesAccess Funds are
included in the Program. You must identify the particular FuturesAccess
Fund(s) into which you wish to invest or exchange on the Signature Page
attached hereto. You must submit a new Signature Page each time you wish to
invest in or exchange among FuturesAccess Funds.

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

The Subscriber must complete the Signature Page indicating the specific
FuturesAccess Fund(s) to which the Subscriber wishes to subscribe or into
which the Subscriber wishes to exchange, and acknowledging receipt of the
Confidential Program Disclosure Document.

By completing and executing the Signature Page, the Subscriber is confirming
that the Subscriber has the level of financial sophistication necessary to
evaluate the merits and risks of specialized, non-traditional investments such
as the FuturesAccess Funds, and understands that the speculative and illiquid
nature of an investment in one or more of the FuturesAccess Funds makes such
investment appropriate only for a limited portion of the Subscriber's
portfolio.

The Subscriber also understands and agrees that, although MLAI will use
reasonable efforts to keep the information provided in each Signature Page
strictly confidential, MLAI and/or one or more FuturesAccess Funds may present
the Signature Page and the information provided therein to such parties as
MLAI deems advisable if called upon to establish the availability under any
applicable law of an exemption from registration for the Units, or compliance
with applicable law by any of the FuturesAccess Funds, MLAI or any of their
respective affiliates, or if such information is or may be relevant to an
issue in any action, suit or proceeding to which any FuturesAccess Fund, MLAI
or any of their respective affiliates is a party or by which they are or may
be bound, or upon the request of any regulatory, governmental or
self-regulatory authority.

I.    Representations, Warranties and Agreements of the Subscriber. As an
inducement to MLAI to accept the Subscriber's Subscription Agreement, the
Subscriber represents and warrants to MLAI and the applicable FuturesAccess
Fund(s) as follows:

A.    Authority and Eligibility
      -------------------------

      (1)   (a) If an individual, the Subscriber (including each individual
            joint Subscriber) is at least 21 years old and is legally competent
            to execute and deliver the Signature Page and to comply with the
            terms of this Subscription Agreement, as well as to discharge the
            Subscriber's obligations to the Program.

            (b)(i) If an entity (e.g., a corporation, partnership, limited
            liability company or trust), the Subscriber is duly authorized and
            qualified to become an Investor. If the Subscriber is a passive
            investment vehicle, the sponsor of the Subscriber either is duly
            registered as a "commodity pool operator" with the Commodity Futures
            Trading Commission and a

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            FuturesAccess Program Subscription and Exchange Agreement

                                      S-6


<PAGE>


            member in good standing of the National Futures Association in such
            capacity or is exempt from such registration.

            (ii) The person (the "Signatory"; the Subscriber and the Signatory
            to be referred to collectively as the "Subscriber", unless the
            context otherwise requires) executing and delivering the Signature
            Page or making an investment or exchange into or from any
            FuturesAccess Fund on behalf of the Subscriber has been duly
            authorized by the Subscriber to do so. The Subscriber has full right
            and power to comply with the terms of this Subscription Agreement,
            as well as to discharge its obligations to FuturesAccess, including
            under the General Form of Operating Agreement of the FuturesAccess
            Funds (the "Operating Agreement").

            Entity Subscribers must confirm that they are authorized to invest
            in the FuturesAccess Funds, each of which is a speculative,
            non-traditional investment. Many entity investors may not, in fact,
            be authorized -- pursuant to their charter documents, investment
            policies or other applicable provisions -- to invest in the
            FuturesAccess Funds.

      (2)   The Subscriber has had substantive business dealings with Merrill
            Lynch and/or a Merrill Lynch Financial Advisor for at least six
            months, and believes that Merrill Lynch and/or the Subscriber's
            Merrill Lynch Financial Advisor should have sufficient information
            to be able to assess the Subscriber's financial position, knowledge
            and sophistication.

      (3)   The Subscriber (and the Subscriber's financial advisors) has
            sufficient knowledge and experience in financial and business
            matters that the Subscriber is capable of evaluating the merits and
            risks of an investment in a FuturesAccess Fund and of making an
            informed investment decision regarding the purchase of the Units,
            and the Subscriber is able to bear the economic risk of a
            speculative investment such as the FuturesAccess Funds, including
            the risk of losing the Subscriber's entire investment. The
            Subscriber understands that investment in FuturesAccess Funds is
            suitable only for a limited portion of the risk segment of the
            Subscriber's portfolio, and that the Subscriber's investments in the
            FuturesAccess Funds must represent no more than only a limited
            portion of the Subscriber's overall portfolio.

      (4)   The Subscriber (and the Subscriber's financial advisors) has (i)
            received and carefully reviewed a copy of the Confidential Program
            Disclosure Document including the Part One (B) Confidential Program
            Disclosure Document: Trading Advisor Information relating to the
            Trading Advisors for the FuturesAccess Funds in which the Subscriber
            proposes to invest, and in particular the "Risk Factors" section of
            the Part One(A) Confidential Program Disclosure Document:
            FuturesAccess Program General Information, and (ii) has carefully
            evaluated and understands the various risks of an investment in each
            FuturesAccess Fund in which the Subscriber proposes to invest,
            including without limitation the limited liquidity, absence of
            regulatory oversight and performance volatility of such
            FuturesAccess Funds, and the Subscriber can afford to bear such
            risks.

      (5)   The Subscriber (and the Subscriber's financial advisors) has been
            afforded the opportunity to ask and receive complete and
            satisfactory answers to any questions and to obtain any additional
            information and materials the Subscriber has reasonably requested
            relating to any FuturesAccess Fund, its proposed operations, the
            private placement of the Units, the Trading Advisors and any other
            matters related thereto including any additional information which
            MLAI possesses or can acquire without unreasonable effort or expense
            that is necessary to verify the accuracy of the information included
            in the Confidential Program Disclosure Document.


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<PAGE>


      (6)   The Subscriber (and the Subscriber's financial advisors) has relied
            only on the information contained in the Confidential Program
            Disclosure Document in determining whether to subscribe for Units in
            a FuturesAccess Fund or FuturesAccess Funds, irrespective of any
            information the Subscriber may have been furnished as described
            above.

      (7)   The Subscriber (and the Subscriber's financial advisors) understands
            that any performance information contained in the Confidential
            Program Disclosure Document should not be interpreted to mean that
            the applicable FuturesAccess Fund or Trading Advisor will have
            similar results in the future or avoid substantial losses.

      (8)   The Subscriber (and the Subscriber's financial advisors)
            specifically recognizes and consents to the conflicts of interest
            described in the Confidential Program Disclosure Document.

      (9)   The Subscriber (and the Subscriber's financial advisors)
            acknowledges that MLAI has established the business terms of each
            FuturesAccess Fund without arm's-length negotiations with any
            representatives of prospective investors, and that no party has
            represented the investors in establishing the terms of any aspect of
            FuturesAccess.

      (10)  The Subscriber (and the Subscriber's financial advisors) understands
            and agrees that Units will be redeemed and MLAI's fees calculated on
            the basis of estimated numbers (as well as subsequent revisions of
            such numbers), and that no retroactive adjustments will be made to
            reflect any differences between estimated and final numbers.

      (11)  If the Subscriber is an entity, the Subscriber was not formed for
            the specific purpose of investing in any FuturesAccess Fund, no more
            than 40% of the Subscriber's assets are invested in any
            FuturesAccess Fund and investors in the Subscriber participate in
            investments made by the Subscriber on a pro rata basis in accordance
            with each such investor's interest in the Subscriber (except as
            necessary to comply with applicable laws or regulations).

      (12)  If the Signatory is, or is acting on behalf of, an "employee benefit
            plan," as defined in and subject to ERISA, or any "plan," as defined
            in and subject to Section 4975 of the Code (a "Plan"), the
            Signatory, in addition to the other representations and warranties
            set forth herein, further represents and warrants as, or on behalf
            of, the fiduciary (the "Plan Fiduciary") of the Plan responsible for
            purchasing Units that: (a) the Plan Fiduciary has considered an
            investment in the applicable FuturesAccess Fund(s) for such Plan in
            light of the risks relating thereto; (b) the Plan Fiduciary has
            determined that, in view of such considerations, the proposed
            investment in such FuturesAccess Fund(s) is consistent with the Plan
            Fiduciary's responsibilities under ERISA; (c) the Plan's investment
            in such FuturesAccess Fund(s) does not violate and is not otherwise
            inconsistent with the terms of any legal document constituting the
            Plan or any trust agreement thereunder; (d) the Plan's investment in
            such FuturesAccess Fund(s) has been duly authorized and approved by
            all necessary parties; (e) none of MLAI, the Trading Advisors, the
            Selling Agent, MLIB, the Financial Advisors or any of their
            respective agents, employees or affiliates: (i) has investment
            discretion with respect to the investment of assets of the Plan used
            to purchase Units in such FuturesAccess Fund(s); (ii) has authority
            or responsibility to or regularly gives investment advice with
            respect to the assets of the Plan used to purchase Units in such
            FuturesAccess Fund(s) for a fee and pursuant to an agreement or
            understanding that such advice will serve as a primary basis for
            investment decisions with respect to the Plan and that such advice
            will be based on the particular investment needs of the Plan; or
            (iii) is an employer maintaining or contributing to the Plan; and
            (f) the Plan Fiduciary (i) is authorized to make, and is responsible
            for, the


                             ----------------------
                                 U.S. Investors
            FuturesAccess Program Subscription and Exchange Agreement

                                       S-8
<PAGE>


            decision to invest in such FuturesAccess Fund(s), including the
            determination that such investment is consistent with the
            requirement imposed by Section 404 of ERISA that Plan investments be
            diversified so as to minimize the risks of large losses, (ii) is
            independent of MLAI, the Trading Advisors, the Selling Agent, MLIB,
            each Financial Advisor and each of their respective affiliates and
            (iii) is qualified to make such investment decision. The Signatory
            will, at the request of MLAI, furnish MLAI with such information as
            MLAI may reasonably require to establish that the purchase of Units
            by the Subscriber does not violate any provision of ERISA or the
            Code, including without limitation, those provisions relating to
            "prohibited transactions" by "parties in interest" or "disqualified
            persons," as defined therein.

      (13)  If the Subscriber is an insurance company using assets of its
            general account to purchase Units, the Subscriber hereby represents
            and warrants that none of such assets used to purchase the Units of
            any FuturesAccess Fund represent the assets of "employee benefit
            plans," or the Subscriber has notified MLAI of the percentage of
            such assets that represents the assets of "employee benefit plans."

      (14)  The Subscriber understands that no federal or state agency or
            securities exchange has reviewed the Confidential Program Disclosure
            Document or the private placement of the Units or has made any
            finding or determination as to the fairness of the business terms of
            an investment in any FuturesAccess Fund.

      (15)  The Subscriber is acquiring the Units for the Subscriber's own
            account, as principal, for investment and not with a view to the
            resale or distribution of all or any of such Units. The Subscriber
            understands that, based in part on the representations and
            warranties of the Subscriber, and the Units have not been and will
            not be registered under the Securities Act of 1933, as amended (the
            "Securities Act"), the securities laws of any state, or the
            securities laws of any other jurisdiction.

B.    Program Restrictions on Exchanges and Transfers
      -----------------------------------------------

      (1)   The Subscriber acknowledges that MLAI is under no obligation to
            maintain the FuturesAccess Exchange Privilege and that such Exchange
            Privilege may be terminated at any time. The Subscriber must not
            invest in any FuturesAccess Fund in reliance on the continuation of
            the Exchange Privilege.

      (2)   In the event that one or more FuturesAccess Funds suspend
            redemptions or the calculation of net asset value, the Exchange
            Privilege with respect to such FuturesAccess Fund(s) will also be
            suspended.

      (3)   The Subscriber acknowledges that: (i) the transfer of the
            Subscriber's Units is subject to restrictions in the Operating
            Agreement and requires the approval of MLAI, which approval may be
            withheld in its sole discretion; (ii) the Units may not be
            transferred to any person that is not an "accredited investor" (as
            defined in Regulation D under the Securities Act); (iii) investments
            in the FuturesAccess Funds are illiquid; (iv) no market exists for
            the Units, and none is expected to develop; and (v) no FuturesAccess
            Fund will be listed on any exchange or otherwise regularly traded.

C.    Disclosures
      -----------

      (1)   The Subscriber confirms that none of MLAI, the FuturesAccess Funds,
            the Trading Advisors, the Selling Agent or any associate, affiliate,
            representative or advisor of any of the foregoing, guarantees the
            success of an investment in any FuturesAccess Fund or that
            substantial losses will not be incurred on such investment.

                             ----------------------
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            FuturesAccess Program Subscription and Exchange Agreement

                                      S-9



<PAGE>


      (2)   The Subscriber understands that the Selling Agent is not
            guaranteeing or assuming responsibility for the operation or
            possible liabilities of MLAI, any FuturesAccess Fund or any Trading
            Advisor, and that neither the Selling Agent nor MLAI will supervise
            or participate in any respect in the management or trading decisions
            for any FuturesAccess Fund.

      (3)   The Subscriber understands that MLAI is an indirect subsidiary of
            Merrill Lynch & Co., Inc. ("ML&Co."), as well as an affiliate of the
            Selling Agent which also serves as the commodity broker for each
            FuturesAccess Fund and receives brokerage commissions as well as
            interest income (or the equivalent) as a result of acting in such
            capacity. The Subscriber also understands that MLIB, an affiliate of
            MLAI, may act as a forward currency counterparty for each
            FuturesAccess Fund.

      (4)   The Subscriber understands that, as disclosed in the Confidential
            Program Disclosure Document, MLAI will receive a portion of the
            advisory compensation which would otherwise be payable to the
            relevant Trading Advisor in respect of any FuturesAccess Fund.

      (5)   The Subscriber acknowledges and agrees that (i) the relevant
            FuturesAccess Funds may execute trades, including trades executed on
            a principal-to-principal basis, with affiliates of MLAI and (ii)
            MLAI may invest the cash reserves of FuturesAccess Funds in
            short-term investment vehicles or deposit accounts managed or
            maintained by MLAI or an affiliate.

      (6)   The Subscriber acknowledges and understands that Merrill Lynch may
            make the K-1s prepared for the Subscriber in connection with the
            Subscriber's investments in the Program Fund(s) accessible to the
            Subscriber's Merrill Lynch Financial Advisor, and consents to its
            Financial Advisor having access to the Subscriber's K-1s.

D.    Tax Issues
      ----------

      (1)   The Subscriber confirms, under penalty of perjury, that the
            Subscriber is a U.S. Person, as such term is defined in Section
            7701(a)(30) of the Code, and the Subscriber undertakes to advise the
            FuturesAccess Fund and MLAI promptly in writing if the Subscriber is
            no longer a U.S. Person during the term of the Subscriber's
            investment in a FuturesAccess Fund. The Subscriber understands that
            if at any time it ceases to be a U.S. Person, it may be subject to
            U.S. withholding tax or other consequences as well as being required
            to redeem out of the Program.

      (2)   The Subscriber acknowledges that annual tax information received
            from the FuturesAccess Funds may not be received in sufficient time
            to permit the Subscriber to incorporate such information into the
            Subscriber's own annual tax information prior to April 15 of each
            year; as a result, the Subscriber understands that it will likely be
            required to obtain extensions for filing U.S. federal, state and
            local income tax returns each year.

      (3)   The Subscriber confirms that, unless otherwise indicated on the
            Signature Page, the Subscriber is not subject to backup withholding.
            The Subscriber understands that the Program will not accept
            subscriptions from the Subscriber if the Subscriber is subject to
            backup withholding.

E.    Accuracy and Updating of Subscriber Information
      -----------------------------------------------

      (1)   The Subscriber represents that all the information, financial or
            otherwise, which the Subscriber has furnished to the applicable
            FuturesAccess Fund(s), the Selling Agent or the Subscriber's Merrill
            Lynch Financial Advisor in connection with subscribing for Units

                             ----------------------
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            FuturesAccess Program Subscription and Exchange Agreement

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<PAGE>


            in any such FuturesAccess Fund(s), or which is set forth on the
            Signature Page, including all representations, warranties and
            agreements contained herein, is correct and complete as of the date
            on which such information was furnished, and if there should be any
            material change in such information, the Subscriber will immediately
            notify MLAI and the Selling Agent and furnish such revised or
            corrected information to MLAI.

      (2)   The Subscriber agrees that the representations, warranties and
            agreements contained in this Subscription Agreement (including the
            Signature Page) shall be deemed to be repeated as of the date the
            Subscriber purchases Units of any FuturesAccess Fund.

      (3)   The Subscriber agrees that the representations, warranties and
            agreements contained in this Subscription Agreement, and all other
            information regarding the Subscriber set forth on the Signature
            Page, and any or all other information which the Subscriber
            discloses to his or her Merrill Lynch Financial Advisor, may be used
            as a defense in any actions relating to any FuturesAccess Fund or
            the offering of its Units, and that it is only on the basis of such
            representations, warranties, agreements and other information that
            MLAI may be willing to accept the Subscriber's subscription to any
            FuturesAccess Fund.

F.    Trustees, Agents, Representatives and Nominees
      ----------------------------------------------

      If the Subscriber is acting as trustee, agent, representative or nominee
      for an investor (a "Beneficial Owner"), the Subscriber understands and
      acknowledges that the representations, warranties and agreements made
      herein are made by the Subscriber (A) with respect to the Subscriber and
      (B) with respect to the Beneficial Owner. The Subscriber further
      represents and warrants that it has all requisite power and authority from
      said Beneficial Owner to execute and deliver the Signature Page as well as
      to invest in the relevant FuturesAccess Fund(s). The Subscriber also
      agrees to indemnify each FuturesAccess Fund, MLAI and their respective
      affiliates and agents for any and all costs, fees, expenses (including
      legal fees and disbursements) and damages incurred in connection with or
      from any misrepresentation or misstatement of the Subscriber contained
      herein or in the Signature Page or made by the Subscriber to the
      Subscriber's Merrill Lynch Financial Advisor, or the assertion of the
      Subscriber's lack of proper authorization from the Beneficial Owner to
      execute and deliver the Signature Page or to discharge the Subscriber's
      obligations hereunder or thereunder.

G.    Money Laundering Prevention
      ---------------------------

      The Subscriber's subscription monies were not derived from activities that
      may contravene United States (federal or state) or international
      anti-money laundering laws and regulations. The Subscriber is not (i) an
      individual, entity or organization named on a United States Office of
      Foreign Assets Control ("OFAC") "watch list" and does not have any
      affiliation with any kind of such individual, (ii) a foreign shell bank,
      (iii) a person or entity resident in or whose subscription funds are
      transferred from or through a jurisdiction identified as non-cooperative
      by the Financial Action Task Force, (iv) a senior foreign political
      figure,(1) an immediate family member(2) or close associate(3) of a senior
      foreign political figure within the meaning of the USA PATRIOT Act of


----------------------
(1) A "senior foreign political figure" is defined as a senior official in the
executive, legislative, administrative, military or judicial branches of a
non-U.S. government (whether elected or not), a senior official of a major
non-U.S. political party, or a senior executive of a non-U.S. government-owned
corporation. In addition, a "senior foreign political figure" includes any
corporation, business or other entity that has been formed by, or for the
benefit of, a senior foreign political figure.

(2) "Immediate family" of a senior foreign political figure typically includes
the figure's parents, siblings, spouse, children and in-laws.

(3) A "close associate" of a senior foreign political figure is a person who is
widely and publicly known to maintain an unusually close relationship with the
senior foreign political figure, and includes a person who is in a position to
conduct substantial domestic and international financial transactions on behalf
of the senior foreign political figure.


                             ----------------------
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            FuturesAccess Program Subscription and Exchange Agreement

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<PAGE>

      2001.(4) The Subscriber agrees promptly to notify MLAI should the
      Subscriber become aware of any change in the information set forth in this
      representation. The Subscriber acknowledges that, by law, MLAI may be
      obligated to "freeze the account" of the Subscriber, either by prohibiting
      additional subscriptions, declining any redemption requests and/or
      segregating the assets in the account in compliance with governmental
      regulations, and MLAI may also be required to report such action and to
      disclose the Subscriber's identity to OFAC. The Subscriber represents and
      warrants that all of the information which it has provided to the Program
      in connection with this Subscription Agreement is true and correct, and
      agrees to provide any information MLAI or its agents deem necessary to
      comply with MLAI's anti-money laundering program and related
      responsibilities from time to time. If the Subscriber is an intermediary
      subscribing to the Program as a record owner in its capacity as agent,
      representative or nominee on behalf of one or more underlying investors
      ("Underlying Investors"), the Subscriber agrees that the representations,
      warranties and covenants are made by it on behalf of itself and the
      Underlying Investors.

II.   Further Advice and Assurances. The Subscriber agrees to provide additional
information regarding its investment experience, financial position or
otherwise, to MLAI or the Selling Agent, as they may reasonably request.

      If the Subscriber is an entity, MLAI, in its sole discretion, may require
      the Subscriber to submit a copy of its articles of incorporation, by-laws,
      authorizing resolution, partnership agreement, trust agreement, operating
      agreement or other related documents, as the case may be. Alternatively,
      entities may be required to submit an opinion of counsel to the effect
      that the investment proposed to be made in the FuturesAccess Fund(s) by
      the Subscriber is authorized.

III.  Subscriber Eligibility. THE SUBSCRIBER WILL BE REQUIRED TO REPRESENT ON
THE SIGNATURE PAGE THAT THE SUBSCRIBER SATISFIES ONE OR MORE OF THE
ELIGIBILITY REQUIREMENTS IN SECTION III.A BELOW AND QUALIFIES AS AN
"ACCREDITED INVESTOR," AS DEFINED IN REGULATION D UNDER THE SECURITIES ACT.

A.    Accredited Investor Requirements
      --------------------------------

      Individual Subscribers
      ----------------------

      (1)   An individual that has an individual net worth or joint net worth
            with such individual's spouse, in excess of $1,000,000. "Net worth"
            for these purposes means the value of total assets at fair market
            value, including home, home furnishings and automobiles, less total
            liabilities.

                                      or
                                      --

      (2)   An individual that (i) had individual income (exclusive of any
            income attributable to such individual's spouse) of more than
            $200,000 for each of the past two years or joint income with such
            individual's spouse in excess of $300,000 in each of those years and
            (ii) reasonably expects to reach the same individual income level,
            or the same joint income level, as the case may be, in the current
            year.

      Entity Subscribers
      ------------------

      (3)   A corporation, partnership, limited liability company, Massachusetts
            or similar business trust or tax-exempt organization as defined in
            Section 501(c)(3) of the Code, that (i) has


-----------------------
(4) The United States "Uniting and Strengthening America by Providing
Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001",
Pub. L. No. 107-56 (2001).


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            FuturesAccess Program Subscription and Exchange Agreement

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<PAGE>


            total assets in excess of $5,000,000 and (ii) was not formed for the
            specific purpose of investing in the FuturesAccess Fund in question.

                                      or
                                      --

      (4)   A revocable trust which may be amended or revoked at any time by the
            grantors thereof, and of which all of the grantors are "accredited
            investors" under either Section III.A(1) or Section III.A (2) above.

                                      or
                                      --

      (5)   A trust (i) that has total assets in excess of $5,000,000, (ii) that
            was not formed for the specific purpose of investing in the
            FuturesAccess Fund in question and (iii) the investment decisions of
            which are directed by a person who has such knowledge and experience
            in business and financial matters as to be capable of evaluating the
            merits and risks of an investment in such FuturesAccess Fund.

                                      or
                                      --

      (6)   A trust for which a bank or savings and loan association is acting
            as fiduciary in making the investment decision to subscribe to the
            FuturesAccess Fund in question.

                                      or
                                      --

      (7)   A bank as defined in Section 3(a)(2) of the Securities Act, acting
            in its fiduciary or individual capacity, or a savings and loan
            association or other institution as defined in Section 3(a)(5) of
            the Securities Act.

                                      or
                                      --

      (8)   An insurance company as defined in Section 2(13) of the Securities
            Act, acting in its individual capacity.

                                      or
                                      --

      (9)   A broker or dealer registered pursuant to Section 15 of the
            Securities Exchange Act of 1934, as amended.

                                      or
                                      --

      (10)  An investment company registered under the Investment Company Act of
            1940, as amended (the "Company Act"), or a business development
            company as defined in Section 2(a)(48) of the Company Act.

                                      or
                                      --

      (11)  A Small Business Investment Company licensed by the U.S. Small
            Business Administration under Section 301(c) or (d) of the Small
            Business Investment Act of 1958.

                                      or
                                      --


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            FuturesAccess Program Subscription and Exchange Agreement

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<PAGE>


      (12)  A plan established and maintained by a state, its political
            subdivisions, or any agency or instrumentality of a state or its
            political subdivisions, for the benefit of its employees, which plan
            has total assets in excess of $5,000,000.

                                      or
                                      --

      (13)  A private business development company as defined in Section
            202(a)(22) of the Investment Advisers Act of 1940, as amended.

                                      or
                                      --

      (14)  An employee benefit plan within the meaning of Title I of ERISA
            where (i) the investment decision with respect to this investment is
            made by a plan fiduciary, as defined in Section 3(21) of ERISA,
            which is either a bank, savings and loan association, insurance
            company or registered investment adviser, (ii) the employee benefit
            plan has assets in excess of $5,000,000 or (iii) the plan is a
            self-directed plan, with investment decisions made solely by persons
            who are "accredited investors," as defined in the Securities Act.

                                      or
                                      --

      (15)  An Entity whose equity owners are each "accredited investors," i.e.,
            persons meeting the requirements set forth in any of Sections
            III.A(1)-(14) above.

IV.   Indemnity. The Subscriber agrees to indemnify and hold harmless each
FuturesAccess Fund, MLAI, the Selling Agent and each Investor in respect of all
claims, actions, demands, losses, costs, expenses and damages, whether involving
such parties or third parties, resulting from any inaccuracy in any of the
Subscriber's representations or warranties made to such FuturesAccess Fund,
MLAI, the Selling Agent and/or the Subscriber's Merrill Lynch Financial Advisor
or from any breach of any of the Subscriber's agreements contained in this
Subscription Agreement (including the Signature Page), or from any unsuccessful
securities proceeding brought by the Subscriber against any FuturesAccess Fund,
MLAI or the Selling Agent.

V.    Acceptance of the Operating Agreement. The Subscriber agrees that on the
date designated by MLAI as the date when the Subscriber is admitted to a
FuturesAccess Fund or FuturesAccess Funds into which the Subscriber is investing
or exchanging, the Subscriber shall become a Limited Liability Company Member in
each such FuturesAccess Fund. The Subscriber hereby agrees to each and every
term of the Operating Agreement for each such FuturesAccess Fund, to be bound by
all of the terms and conditions of such Operating Agreement(s), and to perform
any obligations therein imposed on the Subscriber.

VI.   Power of Attorney. In connection with the acquisition of Units pursuant to
this Subscription Agreement (and the related Signature Page), the Subscriber
does hereby (in addition to, and not by way of limitation of, the Power of
Attorney included in Section 10.02 of the Operating Agreement) irrevocably
constitute and appoint MLAI and each officer thereof, individually, as the
Subscriber's true and lawful representative and attorney-in-fact, with full
power of substitution, in the Subscriber's name, place and stead: (a) (i) to
receive and pay over to the related FuturesAccess Fund(s) on behalf of the
Subscriber, to the extent set forth in the Operating Agreement, all funds
received hereunder and (ii) to complete or correct, on behalf of, and at the
direction of, the Subscriber, all documents to be executed by the Subscriber in
connection with the Subscriber's subscription for Units, including, without
limitation, filling in or amending amounts, dates and other pertinent
information; and (b) to execute, acknowledge, swear to, file and record (if
applicable) on the Subscriber's behalf, and in the appropriate public offices if
relevant: (i) the Operating Agreement (including the power of attorney included
therein); (ii) all instruments which MLAI may deem necessary or appropriate to
reflect virtually any amendment, change or modification of the Operating
Agreement or the Certificate of Formation, including of related FuturesAccess
Fund(s); and


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<PAGE>


(iii) all instruments, agreements, and documents which MLAI considers necessary
to, or appropriate for, the operation of the related FuturesAccess Fund(s) as
contemplated in the Confidential Program Disclosure Document and the Operating
Agreement.

The Subscriber agrees and acknowledges that MLAI and the other Investors are
relying on the continued validity of the foregoing Power of Attorney, and that
the Power of Attorney granted hereby shall be deemed to be coupled with an
interest, shall be irrevocable, and shall survive and not be affected by the
subsequent death, incapacity, termination, bankruptcy, insolvency or
dissolution of the Subscriber.

VII. Governing Law; Consent To Jurisdiction. THIS SUBSCRIPTION AGREEMENT
(INCLUDING THE SIGNATURE PAGE) SHALL BE GOVERNED BY THE LAWS OF THE STATE OF
DELAWARE WITHOUT REGARD TO PRINCIPLES OF CONFLICTS OF LAW. THE PARTIES HERETO
CONSENT TO THE JURISDICTION OF THE STATE AND FEDERAL COURTS IN THE CITY,
COUNTY AND STATE OF NEW YORK WITH RESPECT TO ANY PROCEEDING OR CLAIM ARISING
HEREUNDER OR OTHERWISE IN RESPECT OF THE PROGRAM.

VIII. General. The Subscriber understands that this Subscription Agreement
(including the Signature Page) submitted by the Subscriber, and the
representations, warranties, agreements and other provisions hereof (and
thereof) as well as all representations and warranties made by the Subscriber
to the Subscriber's Merrill Lynch Financial Advisor: (a) shall be binding upon
the Subscriber and the Subscriber's legal representatives, successors and
assigns; (b) shall survive the Subscriber's admission as an Investor; and (c)
may be executed (by executing the Signature Page) by the Subscriber and
accepted by any FuturesAccess Fund in one or more counterparts as well as in
facsimile, each of which shall be considered an original and all of which
together shall constitute one instrument.

If any provision of this Subscription Agreement (including the Signature Page)
submitted by the Subscriber is determined to be invalid or unenforceable under
any applicable law, then such provision shall be deemed inoperative to the
extent, and only to the extent, of such invalidity or unenforceability and
only in the jurisdiction which reaches such determination. Any such provision
shall be deemed modified to conform with such applicable law. Any provision
hereof which may be held invalid or unenforceable under any applicable law
shall not affect the validity or enforceability of any other provisions
hereof, and to this extent the provisions hereof shall be severable.

IX.   Legends.
      -------

      IN MAKING AN INVESTMENT DECISION, SUBSCRIBERS MUST RELY ON THEIR OWN
      EXAMINATION OF FUTURESACCESS, THE APPLICABLE FUTURESACCESS FUND(S) AND THE
      TERMS OF THE OFFERING, INCLUDING THE MERITS AND RISKS INVOLVED. THE
      PROGRAM HAS NOT BEEN RECOMMENDED BY ANY FEDERAL OR STATE SECURITIES
      COMMISSION OR REGULATORY AUTHORITY. FURTHERMORE, THE FOREGOING AUTHORITIES
      HAVE NOT CONFIRMED THE ACCURACY OR DETERMINED THE ADEQUACY OF THE
      CONFIDENTIAL PROGRAM DISCLOSURE DOCUMENT. ANY REPRESENTATION TO THE
      CONTRARY IS A CRIMINAL OFFENSE.

      THE UNITS ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND
      MAY NOT BE TRANSFERRED OR RESOLD EXCEPT (A) WITH THE PRIOR WRITTEN CONSENT
      OF MLAI AND (B) AS PERMITTED UNDER THE SECURITIES ACT AND APPLICABLE STATE
      SECURITIES LAWS PURSUANT TO REGISTRATION OR EXEMPTION THEREFROM.
      SUBSCRIBERS SHOULD BE AWARE THAT THEY MAY BE REQUIRED TO BEAR THE RISKS OF
      AN INVESTMENT IN THE FUTURESACCESS FUNDS FOR AN INDEFINITE PERIOD OF TIME.

      For Georgia Investors Only.
      ---------------------------


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<PAGE>

      THE UNITS HAVE BEEN ISSUED OR SOLD IN RELIANCE ON PARAGRAPH (13) OF THE
      CODE SECTION 10-5-9 OF THE GEORGIA SECURITIES ACT OF 1973, AND MAY NOT BE
      SOLD OR TRANSFERRED EXCEPT IN A TRANSACTION WHICH IS EXEMPT UNDER SUCH ACT
      OR PURSUANT TO AN EFFECTIVE REGISTRATION UNDER SUCH ACT.





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