**UNITED STATESSECURITIES AND EXCHANGE COMMISSION**

**Washington,D.C. 20549**

**FORM10-Q**

**(Mark One)**

**x****  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THESECURITIES EXCHANGE ACT OF 1934**

**For thequarterly period ended March 31, 2007**

**OR**

**o****  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THESECURITIES EXCHANGE ACT OF 1934**

**For thetransition period from                to**

**CommissionFile Number 0-51085**

# **ML ASPECT FUTURESACCESS LLC**

(Exact Name ofRegistrant as specified in its charter)
| **Delaware**                     | **20-1227650**                     |
|----------------------------------|------------------------------------|
| (State or other  jurisdiction of | (IRS Employer  Identification No.) |
| incorporation or  organization)  |                               |

 

**c/o Merrill Lynch AlternativeInvestments LLC**

**Princeton Corporate Campus**

**800 Scudders Mill Road -  Section 2G**

**Plainsboro, New Jersey 08536**

(Address of principalexecutive offices)

(Zip Code)

**609-282-6091**

(Registrant’stelephone number, including area code)

Indicate by check mark whether the registrant (1) hasfiled all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter periodthat the registrant was required to file such reports), and (2) has beensubject to such filing requirements for the past 90 days.

Yes x     No o

Indicate by check mark whether the registrant is alarge accelerated filer, an accelerated filer, or a non-accelerated filer.  See definition of “accelerated filer andlarge accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):

Large acceleratedfiler o  Acceleratedfiler o     Non-acceleratedfiler x

Indicate by check mark whether registrant is a shellcompany (as defined by Rule 12b-2 of the Exchange Act).

Yes o     No x

Indicate by check mark whether the registrant hasfiled all documents and reports required to be filed by Sections 12, 13 or15(d) of the Securities Exchange Act of 1934 subsequent to the distribution ofsecurities under a plan confirmed by a court.

Yes o     No o

 

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**ML ASPECTFUTURESACCESS LLC**

QUARTERLY REPORTFOR MARCH 31, 2007 ON FORM 10-Q

Table of Contents
|          | **Page**                                                                                    |
|----------|---------------------------------------------------------------------------------------------|
| PART  I  |                                                                                        |
|     |                                                                                        |   |
| Item 1.  | Financial Statements                                                                        | 2 |
|     |                                                                                        |   |
| Item 2.  | Management’s  Discussion and Analysis of Financial Condition and Results of Operations | 9 |
|     |                                                                                        |   |
| Item 3.  | Quantitative  and Qualitative Disclosures About Market Risk                                 | 11 |
|     |                                                                                        |   |
| Item 4.  | Controls and  Procedures                                                                    | 14 |
|     |                                                                                        |   |
| PART  II |                                                                                        |
|     |                                                                                        |   |
| Item 1.  | Legal Proceedings                                                                           | 15 |
|     |                                                                                        |   |
| Item 2.  | Unregistered  Sales of Equity Securities and Use of Proceeds                                | 16 |
|     |                                                                                        |   |
| Item 3.  | Defaults Upon  Senior Securities                                                            | 16 |
|     |                                                                                        |   |
| Item 4.  | Submission of  Matters to a Vote of Security Holders                                        | 16 |
|     |                                                                                        |   |
| Item 5.  | Other Information                                                                           | 16 |
|     |                                                                                        |   |
| Item 6   | Exhibits and  Reports on Form 8-K                                                           | 17 |

 

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PART I - FINANCIALINFORMATION

Item1.  Financial Statements

ML ASPECT FUTURESACCESS LLC

(a Delaware Limited Liability Company)

STATEMENTS OF FINANCIALCONDITION
| ** **                                                                         | ** ** | **March 31,  2007  (unaudited)** | ** **  | **December 31,  2006** | ** ** |
|------------------------------------------------------------------------------------|------------|---------------------------------------|-------------|-----------------------------|------------|
|                                                                               |       |                                  |        |                        |       |
| **ASSETS:**                                                                        | ** ** | ** **                            | ** **  | ** **                  | ** ** |
| Equity in commodity  futures trading accounts:                                     |       |                                  |        |                        |       |
| Cash (including  restricted cash of $26,531,037 for 2007 and $34,158,049 for 2006) |       | $                                     | 125,590,907 |                        | $          | 116,217,072 |   |
| Net unrealized  profit on open contracts                                           |       | 2,469,971                             |        | 5,510,770                   |       |
| Cash                                                                               |       | 192,294                               |        | 290,435                     |       |
| Accrued interest                                                                   |       | 544,135                               |        | 474,361                     |       |
|                                                                               |       |                                  |        |                        |       |
| **TOTAL  ASSETS**                                                                  |       | $                                     | 128,797,307 |                        | $          | 122,492,638 |   |
|                                                                               |       |                                  |        |                        |       |
| **LIABILITIES AND MEMBERS’  CAPITAL:**                                        | ** ** | ** **                            | ** **  | ** **                  | ** ** |
| LIABILITIES:                                                                       |       |                                  |        |                        |       |
| Brokerage  commissions payable                                                     |       | $                                     | 45,287      |                        | $          | 44,275 |   |
| Management fee  payable                                                            |       | 213,978                               |        | 203,118                     |       |
| Sponsor fee  payable                                                               |       | 198,290                               |        | 186,736                     |       |
| Performance fee  payable                                                           |       | —                                |        | 1,416,045                   |       |
| Redemptions  payable                                                               |       | 1,994,347                             |        | 808,617                     |       |
| Initial offering  costs payable                                                    |       | 28,197                                |        | 31,196                      |       |
| Other                                                                              |       | 364,917                               |        | 325,731                     |       |
|                                                                               |       |                                  |        |                        |       |
| Total  liabilities                                                                 |       | 2,845,016                             |        | 3,015,718                   |       |
|                                                                               |       |                                  |        |                        |       |
| MEMBERS’ CAPITAL:                                                             |       |                                  |        |                        |       |
| Sponsor’s  Interest (20,647 Units and 20,647 Units)                           |       | 22,798                                |        | 23,905                      |       |
| Members’  Interest (113,626,583 Units and 102,762,880 Units)                  |       | 125,929,493                           |        | 119,453,015                 |       |
|                                                                               |       |                                  |        |                        |       |
| Total members’  capital                                                       |       | 125,952,291                           |        | 119,476,920                 |       |
|                                                                               |       |                                  |        |                        |       |
| **TOTAL LIABILITIES AND MEMBERS’  CAPITAL**                                   |       | $                                     | 128,797,307 |                        | $          | 122,492,638 |   |

 

**NETASSET VALUE PER UNIT (Note 2)**

(Based on113,647,230 and 102,783,527 units outstanding. Unlimited units authorized)

See notes tofinancial statements.

 

2

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ML ASPECT FUTURESACCESS LLC

(a Delaware LimitedLiability Company)

 

STATEMENTS OFOPERATIONS

(unaudited)
| ** **                                   | ** ** | **For the three** | ** ** | **For the three** | ** ** |
|----------------------------------------------|------------|-----------------------------|------------|-----------------------------|------------|
| ** **                                   | ** ** | **months ended**       | ** ** | **months ended**       | ** ** |
| ** **                                   | ** ** | **March 31,**          | ** ** | **March 31,**          | ** ** |
| ** **                                   | ** ** | **2007**                    | ** ** | **2006**                    | ** ** |
| **TRADING  PROFIT (LOSS):**                  |       |                        |       |                        |       |
|                                         |       |                        |       |                        |       |
| Realized                                     |       | $                           | (3,125,951 | )                           | $          | (44,496 | ) |
| Change in unrealized                         |       | (3,040,799                  | )          | 2,499,078                   |       |
| Brokerage commissions                        |       | (140,885                    | )          | (49,539                     | )          |
|                                         |       |                        |       |                        |       |
| Total trading profit (loss)                  |       | (6,307,635                  | )          | 2,405,043                   |       |
|                                         |       |                        |       |                        |       |
| **INVESTMENT  INCOME:**                      |       |                        |       |                        |       |
| Interest                                     |       | 1,613,074                   |       | 368,905                     |       |
|                                         |       |                        |       |                        |       |
| **EXPENSES:**                                | ** ** | ** **                  | ** ** | ** **                  | ** ** |
| Management fee                               |       | 637,807                     |       | 186,694                     |       |
| Sponsor fee                                  |       | 589,041                     |       | 167,768                     |       |
| Performance fee                              |       | —                      |       | 509,305                     |       |
| Other                                        |       | 137,429                     |       | 37,040                      |       |
|                                         |       |                        |       |                        |       |
| Total expenses                               |       | 1,364,277                   |       | 900,807                     |       |
|                                         |       |                        |       |                        |       |
| **NET  INVESTMENT INCOME (LOSS)**            |       | 248,797                     |       | (531,902                    | )          |
|                                         |       |                        |       |                        |       |
| **NET  INCOME (LOSS)**                       |       | $                           | (6,058,838 | )                           | $          | 1,873,141 |   |
|                                         |       |                        |       |                        |       |
| **NET  INCOME (LOSS) PER UNIT:**             | ** ** | ** **                  | ** ** | ** **                  | ** ** |
| ** **                                   | ** ** | ** **                  | ** ** | ** **                  | ** ** |
| Weighted average number of Units outstanding |       |                        |       |                        |       |
| Class A                                      |       | 16,111,013                  |       | 2,535,090                   |       |
| Class C                                      |       | 67,952,141                  |       | 19,981,665                  |       |
| Class D                                      |       | 14,730,822                  |       | 3,075,392                   |       |
| Class I                                      |       | 12,495,885                  |       | 6,577,731                   |       |
|                                         |       |                        |       |                        |       |
| Net income (loss) per weighted average Unit  |       |                        |       |                        |       |
| Class A                                      |       | $                           | (0.0546    | )                           | $          | 0.0601 |   |
| Class C                                      |       | $                           | (0.0557    | )                           | $          | 0.0549 |   |
| Class D                                      |       | $                           | (0.0504    | )                           | $          | 0.0889 |   |
| Class I                                      |       | $                           | (0.0520    | )                           | $          | 0.0533 |   |

 

See notes tofinancial statements.

3

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ML ASPECT FUTURESACCESS LLC

(a Delaware LimitedLiability Company)

 

STATEMENTS OFCHANGES IN MEMBERS’ CAPITAL

For the threemonths ended March 31, 2007 and 2006  

(unaudited)
| ** **                  | ** ** | **Members’ Capital  December 31, 2005** | ** ** | **Subscriptions** | ** ** | **Redemptions** | ** ** | **Members’ Capital  March 31, 2006** | ** ** | **Members’ Capital  December 31, 2006** | ** ** | **Subscriptions** | ** ** | **Redemptions** | ** ** | **Members’ Capital  March 31, 2007** | ** ** |
|-----------------------------|------------|-------------------------------------------------------------|------------|-------------------|------------|-----------------|------------|----------------------------------------------------------|------------|-------------------------------------------------------------|------------|-------------------|------------|-----------------|------------|----------------------------------------------------------|------------|
|                        |       |                                                        |       |              |       |            |       |                                                     |       |                                                        |       |              |       |            |       |                                                     |       |
| Class A                     |       | 2,099,133                                                   |       | 1,023,386         |       | (305,786        | )          | 2,816,733                                                |       | 13,798,588                                                  |       | 2,941,588         |       | (157,626        | )          | 16,582,550                                               |       |
| Class C                     |       | 15,745,021                                                  |       | 7,998,341         |       | (594,503        | )          | 23,148,859                                               |       | 63,313,746                                                  |       | 8,161,048         |       | (1,054,073      | )          | 70,420,721                                               |       |
| Class D                     |       | 4,742,754                                                   |       | 985,670           |       | (4,371,011      | )          | 1,357,413                                                |       | 13,531,909                                                  |       | 1,397,960         |       | (1,330,000      | )          | 13,599,869                                               |       |
| Class I                     |       | 5,948,484                                                   |       | 949,177           |       | —          |       | 6,897,661                                                |       | 12,118,637                                                  |       | 939,806           |       | (35,000         | )          | 13,023,443                                               |       |
|                        |       |                                                        |       |              |       |            |       |                                                     |       |                                                        |       |              |       |            |       |                                                     |       |
| Total Members’  Units  |       | 28,535,392                                                  |       | 10,956,574        |       | (5,271,300      | )          | 34,220,666                                               |       | 102,762,880                                                 |       | 13,440,402        |       | (2,576,699      | )          | 113,626,583                                              |       |
|                        |       |                                                        |       |              |       |            |       |                                                     |       |                                                        |       |              |       |            |       |                                                     |       |
| Class A                     |       | 10,319                                                      |       | —            |       | —          |       | 10,319                                                   |       | 10,319                                                      |       | —            |       | —          |       | 10,319                                                   |       |
| Class C                     |       | 10,328                                                      |       | —            |       | —          |       | 10,328                                                   |       | 10,328                                                      |       | —            |       | —          |       | 10,328                                                   |       |
| Class D                     |       | —                                                      |       | —            |       | —          |       | —                                                   |       | —                                                      |       | —            |       | —          |       | —                                                   |       |
| Class I                     |       | —                                                      |       | —            |       | —          |       | —                                                   |       | —                                                      |       | —            |       | —          |       | —                                                   |       |
|                        |       |                                                        |       |              |       |            |       |                                                     |       |                                                        |       |              |       |            |       |                                                     |       |
| Total Sponsor’s  Units |       | 20,647                                                      |       | —            |       | —          |       | 20,647                                                   |       | 20,647                                                      |       | —            |       | —          |       | 20,647                                                   |       |

 

See notes tofinancial statements.

4

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ML ASPECT FUTURESACCESS LLC

(a Delaware LimitedLiability Company)

 

STATEMENTS OFCHANGES IN MEMBERS’ CAPITAL

For the threemonths ended March 31, 2007 and 2006

(unaudited)
| ** **                     | ** ** | **Members’ Capital  December 31, 2005** | ** ** | **Subscriptions** | ** ** | **Redemptions** | ** ** | **Net Income** | ** ** | **Members’ Capital  March 31, 2006** | ** ** | **Members’ Capital  December 31, 2006** | ** ** | **Subscriptions** | ** ** | **Redemptions** | ** ** | **Net Loss** | ** ** | **Members’ Capital  March 31, 2007** | ** ** |
|--------------------------------|------------|-------------------------------------------------------------|------------|-------------------|------------|-----------------|------------|---------------------|------------|----------------------------------------------------------|------------|-------------------------------------------------------------|------------|-------------------|------------|-----------------|------------|-------------------|------------|----------------------------------------------------------|------------|
| Class A                        |       | $                                                           | 2,233,102  |              | $          | 1,099,609       |       | $                   | (340,740   | )                                                        | $          | 151,815                                                     |       | $                 | 3,143,786  |            | $          | 16,089,634        |       | $                                                        | 3,430,444  |   | $ | (179,765 | ) | $ | (879,118 | ) | $ | 18,461,195 |   |
| Class C                        |       | 16,664,400                                                  |       | 8,529,844         |       | (642,349        | )          | 1,096,446           |       | 25,648,341                                               |       | 72,750,991                                                  |       | 9,296,488         |       | (1,189,828      | )          | (3,787,177        | )          | 77,070,474                                               |       |
| Class D                        |       | 5,186,047                                                   |       | 1,079,998         |       | (4,979,748      | )          | 273,326             |       | 1,559,623                                                |       | 16,414,106                                                  |       | 1,686,999         |       | (1,546,923      | )          | (741,948          | )          | 15,812,234                                               |       |
| Class I                        |       | 6,299,150                                                   |       | 1,021,867         |       | —          |       | 350,517             |       | 7,671,534                                                |       | 14,198,284                                                  |       | 1,076,015         |       | (39,221         | )          | (649,488          | )          | 14,585,590                                               |       |
|                           |       |                                                        |       |              |       |            |       |                |       |                                                     |       |                                                        |       |              |       |            |       |              |       |                                                     |       |
| Total Members’  Interests |       | $                                                           | 30,382,699 |              | $          | 11,731,318      |       | $                   | (5,962,837 | )                                                        | $          | 1,872,104                                                   |       | $                 | 38,023,284 |            | $          | 119,453,015       |       | $                                                        | 15,489,946 |   | $ | (2,955,737 | ) | $ | (6,057,731 | ) | $ | 125,929,493 |   |
|                           |       |                                                        |       |              |       |            |       |                |       |                                                     |       |                                                        |       |              |       |            |       |              |       |                                                     |       |
| Class A                        |       | $                                                           | 11,001     |              | $          | —          |       | $                   | —     |                                                     | $          | 533                                                         |       | $                 | 11,534     |            | $          | 12,035            |       | $                                                        | —     |   | $ | — |   | $ | (542 | ) | $ | 11,493 |   |
| Class C                        |       | 10,953                                                      |       | —            |       | —          |       | 504                 |       | 11,457                                                   |       | 11,870                                                      |       | —            |       | —          |       | (565              | )          | 11,305                                                   |       |
| Class D                        |       | —                                                      |       | —            |       | —          |       | —              |       | —                                                   |       | —                                                      |       | —            |       | —          |       | —            |       | —                                                   |       |
| Class I                        |       | —                                                      |       | —            |       | —          |       | —              |       | —                                                   |       | —                                                      |       | —            |       | —          |       | —            |       | —                                                   |       |
|                           |       |                                                        |       |              |       |            |       |                |       |                                                     |       |                                                        |       |              |       |            |       |              |       |                                                     |       |
| Total Sponsor’s  Interest |       | $                                                           | 21,954     |              | $          | —          |       | $                   | —     |                                                     | $          | 1,037                                                       |       | $                 | 22,991     |            | $          | 23,905            |       | $                                                        | —     |   | $ | — |   | $ | (1,107 | ) | $ | 22,798 |   |
|                           |       |                                                        |       |              |       |            |       |                |       |                                                     |       |                                                        |       |              |       |            |       |              |       |                                                     |       |
| Total Members’ Capital    |       | $                                                           | 30,404,653 |              | $          | 11,731,318      |       | $                   | (5,962,837 | )                                                        | $          | 1,873,141                                                   |       | $                 | 38,046,275 |            | $          | 119,476,920       |       | $                                                        | 15,489,946 |   | $ | (2,955,737 | ) | $ | (6,058,838 | ) | $ | 125,952,291 |   |

 

See notes to financial statements.

5

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ML ASPECT FUTURESACCESS LLC

(a DelawareLimited Liability Company)

 

NOTES TO FINANCIALSTATEMENTS

(unaudited)

1.     SUMMARY OFSIGNIFICANT ACCOUNTING POLICIES

In the opinion ofmanagement, the financial statements contain all adjustments necessary topresent fairly the financial position of ML Aspect FuturesAccess LLC (the “Fund”)as of March 31, 2007, and the results of its operations for the three monthsended March 31, 2007 and 2006.  However,the operating results for the interim periods may not be indicative of theresults for the full year.

Certain information andfootnote disclosures normally included in annual financial statements preparedin accordance with accounting principles generally accepted in the UnitedStates of America (“US GAAP”) have been omitted.  It is suggested that these financialstatements be read in conjunction with the financial statements and notesthereto included in the Fund’s Annual Report on Form 10-K filed with theSecurities and Exchange Commission for the year ended December 31, 2006.

The preparation offinancial statements in conformity with US GAAP requires management to makeestimates and assumptions that affect the reported amounts of assets andliabilities and disclosure of contingent assets and liabilities at the date ofthe financial statements and the reported amounts of revenues and expensesduring the reporting period.  Actualresults could differ from those estimates.

2.               NET ASSET VALUE PERUNIT

For financial reporting purposes, in conformity withUS GAAP, the Fund deducted the total initial offering costs at inception fromMembers’ Capital for purposes of determining Net Asset Value.  For all other purposes, including computingNet Asset Value for purposes of member subscription and redemption activity,such costs are amortized over 60 months. Consequently, the Net Asset Value andNet Asset Value per Unit of the different Classes for financial reportingpurposes and for all other purposes are as follows:

At March 31, 2007 the Net Asset Values of the different Classes ofUnits are as follows:
|            | ** ** | **Net Asset Value** | ** **  | ** **               | ** ** | **Net Asset Value per Unit** | ** ** |
|------------|------------|-------------------------------|-------------|--------------------------|------------|--------------------------------------------------|------------|
| ** ** | ** ** | **All Other  Purposes**  | ** **  | **Financial  Reporting** | ** ** | **Number of  Units**                        | ** ** | **All Other  Purposes** | ** ** | **Financial  Reporting** | ** ** |
| Class A    |       | $                             | 18,473,955  |                     | $          | 18,472,687                                       |       | 16,592,869 |   | $ | 1.1134 |   | $ | 1.1133 |   |
| Class C    |       | 77,094,889                    |        | 77,081,780               |       | 70,431,049                                       |       | $ | 1.0946 |   | $ | 1.0944 |   |
| Class D    |       | 15,817,695                    |        | 15,812,234               |       | 13,599,869                                       |       | $ | 1.1631 |   | $ | 1.1627 |   |
| Class I    |       | 14,593,949                    |        | 14,585,590               |       | 13,023,443                                       |       | $ | 1.1206 |   | $ | 1.1199 |   |
|       |       | $                             | 125,980,488 |                     | $          | 125,952,290                                      |       | 113,647,230 |   |   |   |   |   |

 

6

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At December 31, 2006 the Net Asset Values of the different Classes ofUnits are as follows:
|            | ** ** | **Net Asset Value** | ** **  | ** **               | ** ** | **Net Asset Value per Unit** | ** ** |
|------------|------------|-------------------------------|-------------|--------------------------|------------|--------------------------------------------------|------------|
| ** ** | ** ** | **All Other  Purposes**  | ** **  | **Financial  Reporting** | ** ** | **Number of  Units**                        | ** ** | **All Other  Purposes** | ** ** | **Financial  Reporting** | ** ** |
| Class A    |       | $                             | 16,103,372  |                     | $          | 16,101,669                                       |       | 13,808,907 |   | $ | 1.1662 |   | $ | 1.1660 |   |
| Class C    |       | 72,777,781                    |        | 72,762,861               |       | 63,324,074                                       |       | $ | 1.1493 |   | $ | 1.1491 |   |
| Class D    |       | 16,419,981                    |        | 16,414,107               |       | 13,531,909                                       |       | $ | 1.2134 |   | $ | 1.2130 |   |
| Class I    |       | 14,206,983                    |        | 14,198,283               |       | 12,118,637                                       |       | $ | 1.1723 |   | $ | 1.1716 |   |
|       |       | $                             | 119,508,117 |                     | $          | 119,476,920                                      |       | 102,783,527 |   |   |   |   |   |

 

3.               MARKET AND CREDITRISK

The nature of this Fund has certain risks, whichcannot be presented on the financial statements.  The following summarizes some of those risks.

### Market Risk

Derivative instrumentsinvolve varying degrees of market risk. Changes in the level or volatility of interest rates, foreign currencyexchange rates or the market values of the financial instruments or commoditiesunderlying such derivative instruments frequently result in changes in the Fund’sNet unrealized profit on such derivative instruments as reflected in theStatements of Financial Condition. The Fund’s exposure to market risk isinfluenced by a number of factors, including the relationships among thederivative instruments held by the Fund as well as the volatility and liquidityof the markets in which the derivative instruments are traded. Investment inforeign markets may also entail legal and political risks.

The Sponsor of the Fund,Merrill Lynch Alternative Investments LLC (“MLAI”), has procedures in placeintended to control market risk exposure, although there can be no assurancethat they will, in fact, succeed in doing so. These procedures focus primarily on monitoring the trading of AspectCapital Management Limited (“Aspect”), calculating the Net Asset Value of theFund as of the close of business on each day and reviewing outstandingpositions for over-concentrations.  WhileMLAI does not intervene in the markets to hedge or diversify the Fund’s marketexposure, MLAI may urge Aspect to reallocate positions in an attempt to avoidover-concentrations.  However, suchinterventions are expected to be unusual. It is expected that MLAI’s basic risk control procedures will consistsimply of the ongoing process of advisor monitoring, with the market riskcontrols being applied by Aspect.

Credit Risk

The risks associated with exchange-traded contractsare typically perceived to be less than those associated with over-the-counter(non-exchange-traded) transactions, because exchanges typically provideclearinghouse arrangements in which the collective credit (in some caseslimited in amount, in some cases not) of the members of the exchange is pledgedto support the financial integrity of the exchange.  In over-the-counter transactions, on theother hand, traders must rely solely on the credit of their respectiveindividual counterparties.  Margins,which may be subject to loss in the event of a default, are generally requiredin exchange trading, and counterparties may also require margin in theover-the-counter markets.

The credit risk associated with these instruments fromcounterparty nonperformance is the Net unrealized profit (loss), if any, includedin the Statements of Financial Condition. The Fund attempts

7

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to mitigate this risk by dealing exclusively withMerrill Lynch & Co., Inc. (“Merrill Lynch”) entities as clearing brokers.

The Fund, in its normal course of business, entersinto various contracts, with Merrill Lynch Pierce Fenner & Smith Inc. (“MLPF&S”)acting as its commodity broker.  Pursuantto the brokerage arrangement with MLPF&S (which includes a nettingarrangement), to the extent that such trading results in receivables from andpayables to MLPF&S, these receivables and payables are offset and reportedas a net receivable or payable and included in Equity in commodity futurestrading accounts in the Statements of Financial Condition.

3.     RECENT ACCOUNTING PRONOUNCEMENTS

In July 2006, the Financial Accounting StandardsBoard (“FASB”) issued Interpretation No. 48 (“FIN 48”), Accounting forUncertainty in Income Taxes — an interpretation of FASB Statement No. 109. FIN48 prescribes the minimum recognition threshold a tax position must meet inconnection with accounting for uncertainties in income tax positions taken orexpected to be taken by an entity before being measured and recognized in thefinancial statements. Adoption of FIN 48 is required for fiscal years beginningafter December 15, 2006. The Fund has evaluated its tax positions and hasdetermined that the implementation of this pronouncement does not have amaterial impact on the Fund’s financial statements.

InSeptember 2006, the FASB issued Statement of Financial Accounting Standards No.157, Fair Value Measurements (“FAS 157”).  FAS 157 establishes acommon definition for fair value under accounting principles generally acceptedin the United States of America, establishes a framework for measuring fairvalue and expands disclosure requirements about such fair valuemeasurements.  FAS 157 is effective for fiscal years beginning afterNovember 15, 2007.  The Fund is currently evaluating the impact ofadopting FAS 157 on its financial statements.

8

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Item 2:   Management’sDiscussion and Analysis of Financial Condition and Results of Operations

MONTH-END NET ASSET VALUEPER UNIT

(NON US GAAP)

MLAI believes that the Net Asset Value usedto calculate subscription and redemption value and to report performance toinvestors throughout the year is the most valuable to the Members of theFund.  Therefore, the charts belowreferencing Net Asset Value and performance measurements are based on the NetAsset Value for all other purposes, as discussed in Note 2 to the financialstatements.

Class A

|      | ** ** | **Jan.** | ** ** | **Feb.** | ** ** | **Mar.** | ** ** |
|------|------------|----------|------------|----------|------------|----------|------------|
| 2006 |       | $        | 1.0832     |     | $          | 1.0733   |       | $ | 1.1176 |   |
| 2007 |       | $        | 1.1952     |     | $          | 1.1332   |       | $ | 1.1134 |   |

 

Class C

|      | ** ** | **Jan.** | ** ** | **Feb.** | ** ** | **Mar.** | ** ** |
|------|------------|----------|------------|----------|------------|----------|------------|
| 2006 |       | $        | 1.0768     |     | $          | 1.0662   |       | $ | 1.1093 |   |
| 2007 |       | $        | 1.1769     |     | $          | 1.1150   |       | $ | 1.0946 |   |

 

Class D

|      | ** ** | **Jan.** | ** ** | **Feb.** | ** ** | **Mar.** | ** ** |
|------|------------|----------|------------|----------|------------|----------|------------|
| 2006 |       | $        | 1.1148     |     | $          | 1.1086   |       | $ | 1.1563 |   |
| 2007 |       | $        | 1.2452     |     | $          | 1.1823   |       | $ | 1.1631 |   |

 

Class I

|      | ** ** | **Jan.** | ** ** | **Feb.** | ** ** | **Mar.** | ** ** |
|------|------------|----------|------------|----------|------------|----------|------------|
| 2006 |       | $        | 1.0786     |     | $          | 1.0690   |       | $ | 1.1139 |   |
| 2007 |       | $        | 1.2019     |     | $          | 1.1402   |       | $ | 1.1206 |   |

 

PerformanceSummary

January 1, 2007 toMarch 31, 2007

The Fund posted an overall loss for the quarter with the agriculturesector posting gains and currencies, metals, stock indices, interest rate andthe energy sectors posted losses.

The agricultural sector was the only profitable sector for the Fund.The agricultural market was soft which attributed to the difficult tradingenvironment resulting with gains in the mid-quarter only. Losses were posted atthe beginning of the quarter and at the end as the price reversal in corn was akey element of the losses in the sector.

The currency sector was not profitable for the Fund.  The quarter began with gains due to the shortpositions which captured the sell off in the U.K. gilts and the British poundfollowing the Bank of England’s surprise decision to raise core interest rates.The U.S. dollar/Japanese yen cross-rate drove returns as the long positions inthe U.S. dollar strengthened following the U.S. economic data releases and thelack of rate hikes by the Bank of Japan. In the wake of increased marketvolatility mid-quarter, the Japanese yen strengthened against the majorcurrencies as investors liquidated their Japanese yen carry trade positions.This caused losses due to the short positions in the Japanese yen. However, thequarter ended with currencies posting gains as the short positions in Euriborand the British pound were profitable as prices fell, helped by stronger thanexpected economic data releases in the United Kingdom

9

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and Eurozone.  Also finishingprofitably was the U.S. dollar which depreciated against the other majorcurrencies coupled with weaker than expected data releases and rising concernsabout the U.S. sub-prime mortgage market aided gains being posted.

The metals sector posted losses for the Fund. The beginning of thequarter began with losses which carried through mid-quarter due to a sell offof the long positions in copper and zinc. The quarter ended with gains beingposted to the Fund.

The stock indices sector posted losses for the Fund. Long Japanesepositions posted the best gains as markets rallied on the exporter friendlydepreciation of the Japanese yen and a revival in oil prices. Losses postedmid-quarter were due to the reduced long positions in stock indices hurt by thecontinued fallout from the equity market sell-off at the end of February whichcontinued through to the end of the quarter.

The interest rate sector posted losses for the Fund. The quarter beganand ended with gains being posted to the Fund in a volatile market environment.However, these gains could not offset losses posted mid-quarter.

The energy sector was the least profitable for the Fund. Shortpositions in energies posted gains at the beginning of the quarter for the Fundas oil prices continued to fall, before a mid-month reversal driven by badweather conditions pared back some of these gains. However, losses wereincurred mid-quarter through to the end of quarter as oil prices ralliedagainst the Fund’s short positions driven by mounting geopolitical pressures.

January 1, 2006 toMarch 31, 2006

The Fund posted anoverall gain for the quarter with stock indices, metals and interest ratesectors posted gains while agricultural, currencies, and energy sectors postedlosses.

Stock indices werethe most profitable for the Fund. Stock indices continued their recent rally tothe benefit of the Fund, despite a sharp correction the beginning of the firstquarter following the Japanese Livedoor scandal. U.S. and global indicesreacted to strong mid-and small-cap U.S. corporate results, and sentimentregarding the rate cycle, while Europe was lifted by large cap merger activityand high commodity prices. The quarter ended with most major stock marketsstill experiencing an uptrend, driven by continued optimistic sentiment aroundthe markets.

The metals sectorwas also profitable for this Fund. Strong profits came from metals as bullishtrends continued through the beginning of the first quarter. Prices were drivenhigher by global industrial growth set against producers’ capacity problems.Aluminum had large gains as smelters closed in China and Switzerland, whilezinc was helped on its way by decreasing inventories and South American labordisputes. Metal prices continued to rise through the end of the quarter drivenby increasingly strong demand which benefited the Fund’s long positions.

The interest ratesector posted gains for the Fund. The beginning of the quarter found the bestsingle market was in the interest rates sector, where the short in theEurodollar profited from market expectations of further U.S. rate hikes.

The currencysector posted a loss for this Fund. Bonds contributed a loss to the Fund, withtheir recent meager rally extinguished by a sharp correction in the beginningof the quarter sparked by a strong German business confidence survey, a closingof European/U.S. interest rate differentials and a second month of Japaneseprice increases. However, the Fund profited mid-quarter from the weakeningSwedish krona after bearish Swedish inflation figures, and from thestrengthening U.S. dollar. The Japanese yen presented problems, however, as itstrengthened amid speculation that Japanese rates might be raised

10

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sooner thanexpected.  The quarter ended with bondsposting profits for the Fund, due to profits from the short position inJapanese ten year bonds. The Bank of Japan’s decision on March 9, 2006 to dropits policy of “quantitative easing” caused yields to rise sharply. Profits werealso posted from the program’s short position in the Euribor. The fall in pricewas triggered by various data releases fuelling expectations of further ratehikes from the European Central Bank.

The agriculturalsector posted losses for the Fund. The agricultural market was soft whichattributed to the difficult trading environment resulting in the sector postinglosses for the Fund.

The energy sectorwas the least profitable for the Fund. Long positions in crude oil sufferedheavily early in mid-quarter wherein the price dropped by nearly U.S. $10/bblamid bountiful inventory figures, before recovering somewhat following violencein Nigeria and an attempted refinery bombing in Saudi Arabia. However, theshort positions in natural gas produced good returns as the price continued it’sstrong downwards trend, despite the short cold snap in North America. Thequarter ended with a disappointment to the Fund, wherein short positions inunleaded gasoline and crude oil were affected by geopolitical concerns drivingprices higher.

Item 3.   Quantitative and Qualitative DisclosuresAbout Market Risk

TheFund is a speculative commodity pool. The market sensitive instruments held byit are acquired for speculative trading purposes and all or substantially allof the Fund’s assets are subject to the risk of trading loss.  Unlike an operating company, the risk ofmarket sensitive instruments is integral, not incidental, to the Fund’s mainline of business.

Marketmovements result in frequent changes in the fair market value of the Fund’sopen positions and, consequently, in its earnings and cash flow. The Fund’smarket risk is influenced by a wide variety of factors, including the level andvolatility of interest rates, exchange rates, equity price levels, the marketvalue of financial instruments and contracts, the diversification effects amongthe Fund’s open positions and the liquidity of the markets in which it trades.

TheFund, under the direction of Aspect, rapidly acquires and liquidates both longand short positions in a wide range of different markets.  Consequently, it is not possible to predicthow a particular future market scenario will affect performance, and the Fund’spast performance is not necessarily indicative of its future results.

Valueat Risk is a measure of the maximum amount which the Fund could reasonably beexpected to lose in a given market sector. However, the inherent uncertainty ofthe Fund’s speculative trading and the recurrence in the markets traded by theFund of market movements far exceeding expectations could result in actualtrading or non-trading losses far beyond the indicated Value at Risk or theFund’s experience to date (i.e., “risk of ruin”). In light of the foregoing, aswell as the risks and uncertainties intrinsic to all future projections, thequantifications included in this section should not be considered to constituteany assurance or representation that the Fund’s losses in any market sectorwill be limited to Value at Risk or by the Fund’s attempts to manage its marketrisk.

Quantifying The Fund’sTrading Value At Risk

QuantitativeForward-Looking Statements

Thefollowing quantitative disclosures regarding the Fund’s market risk exposurescontain “forward-looking statement” within the meaning of the safe harbor formcivil liability provided for such

11

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statements by thePrivate Securities Litigation Reform Act of 1995 (set forth in Section 27Aofthe Securities Act of 1933 and Section 21E of the Securities Exchange Act of1934).  All quantitative disclosures inthis section are deemed to be forward-looking statements for purposes of thesafe harbor, except for statements of historical fact.

TheFund’s risk exposure in the various market sectors traded by Aspect isquantified below in terms of Value at Risk. Due to the Fund’s mark-to-market accounting, any loss in the fair valueof the Fund’s open positions is directly reflected in the Fund’s earnings(realized or unrealized) and cash flow (at least in the case of exchange-tradedcontracts in which profits and losses on open positions are settled dailythrough variation margin).

Exchangemaintenance margin requirements have been used by the Fund as the measure ofits Value at Risk.  Maintenance marginrequirements are set by exchanges to equal or exceed the maximum loss in thefair value of any given contract incurred in 95%-99% of the one-day timeperiods included in the historical sample (generally approximately one year)researched for purposes of establishing margin levels.  The maintenance margin levels are establishedby dealers and exchanges using historical price studies as well as an assessmentof current market volatility (including the implied volatility of the optionson a given futures contract) and economic fundamentals to provide aprobabilistic estimate of the maximum expected near-term one-day pricefluctuation.

In the case of market sensitive instruments whichare not exchange-traded (almost exclusively currencies in the case of theFund), the margin requirements for the equivalent futures positions have beenused as Value at Risk.  In those rarecases in which a futures-equivalent margin is not available, dealers’ marginshave been used.

100% positive correlation in the different positionsheld in each market risk category has been assumed.  Consequently, the margin requirementsapplicable to the open contracts have been aggregated to determine each tradingcategory’s aggregate Value at Risk.  Thediversification effects resulting from the fact that the Fund’s positions arerarely, if ever, 100% positively correlated have not been reflected.

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***TheFund’s Trading Value at Risk in Different Market Sectors***

The following table indicates the average, highest and lowesttrading Value at Risk associated with the Fund’s open positions by marketcategory for the fiscal period. For the three months ended March 31, 2007 andMarch 31, 2006, the Fund’s average Month-end Net Asset Value for all otherpurposes was approximately $124,502,361 and $33,913,724 respectively.

|                           | ** ** | **March 31, 2007** | ** ** |
|---------------------------|------------|------------------------------|------------|
| ** **                | ** ** | **Average**                  | ** ** | **% of Average** | ** ** | **Highest Value** | ** ** | **Lowest Value** | ** ** |
| **Market Sector**    | ** ** | **Value at Risk**  | ** ** | **Capitalization** | ** ** | **At Risk** | ** ** | **At Risk** | ** ** |
|                      |       |                         |       |   |   |   |   |   |   |
| Agricultural  Commodities |       | $                            | 172,583    |   | 0.14 | % | $ | 257,333 |   | $ | 120,543 |   |
| Currencies                |       | 217,917                      |       | 0.18 | % | 346,635 |   | 70,458 |   |
| Energy                    |       | 254,191                      |       | 0.20 | % | 322,537 |   | 142,915 |   |
| Interest Rates            |       | 13,507,563                   |       | 10.85 | % | 16,003,049 |   | 11,027,335 |   |
| Metals                    |       | 138,000                      |       | 0.11 | % | 188,690 |   | 54,595 |   |
| Stock Indices             |       | 763,488                      |       | 0.61 | % | 937,952 |   | 434,645 |   |
|                      |       |                         |       |   |   |   |   |   |   |
| TOTAL                     |       | $                            | 15,053,742 |   | 12.09 | % | $ | 18,056,196 |   | $ | 11,850,491 |   |

 

|                           | ** ** | **March 31, 2006** | ** ** |
|---------------------------|------------|------------------------------|------------|
| ** **                | ** ** | **Average**                  | ** ** | **% of Average** | ** ** | **Highest Value** | ** ** | **Lowest Value** | ** ** |
| **Market Sector**    | ** ** | **Value at Risk**  | ** ** | **Capitalization** | ** ** | **At Risk** | ** ** | **At Risk** | ** ** |
|                      |       |                         |       |   |   |   |   |   |   |
| Agricultural  Commodities |       | $                            | 101,629    |   | 0.30 | % | $ | 168,050 |   | $ | 46,817 |   |
| Currencies                |       | 462,434                      |       | 1.36 | % | 879,610 |   | 180,344 |   |
| Energy                    |       | 196,568                      |       | 0.58 | % | 405,978 |   | 10,048 |   |
| Interest Rates            |       | 3,051,312                    |       | 9.00 | % | 5,125,216 |   | 1,094,608 |   |
| Metals                    |       | 280,883                      |       | 0.83 | % | 495,831 |   | 112,933 |   |
| Stock Indices             |       | 830,339                      |       | 2.45 | % | 1,586,854 |   | 285,820 |   |
|                      |       |                         |       |   |   |   |   |   |   |
| TOTAL                     |       | $                            | 4,923,165  |   | 14.52 | % | $ | 8,661,539 |   | $ | 1,730,570 |   |

 

MaterialLimitations on Value at Risk as an Assessment of Market Risk

The facevalue of the market sector instruments held by the Fund is typically many timesthe applicable maintenance margin requirement (maintenance margin requirementsgenerally ranging between approximately 1% and 10% of contract face value) aswell as many times the capitalization of the Fund.  The magnitude of the Fund’s open positionscreates a “risk of ruin” not typically found in most other investmentvehicles.  Because of the size of itspositions, certain market conditions — unusual, but historically recurring fromtime to time — could cause the Fund to incur severe losses over a short periodof time.   The foregoing Value at Risktable — as well as the past performance of the Fund — gives no indication ofthis “risk of ruin.”

13

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**Non-TradingRisk**

Foreign Currency Balances; Cash on Deposit with MLPF&S

TheFund has non-trading market risk on its foreign cash balances not needed formargin. However, these balances (as well as the market risk they represent) areimmaterial.

TheFund also has non-trading market risk on the approximately 90%-95% of itsassets which are held in cash at MLPF&S. The value of this cash is notinterest rate sensitive, but there is cash flow risk in that if interest ratesdecline so will the cash flow generated on these monies. This cash flow risk isimmaterial.

Item 4.   Controls and Procedures

Merrill LynchAlternative Investments LLC, the Sponsor of ML Aspect FuturesAccess LLC (the “Fund”),with the participation of the Sponsor’s Chief Executive Officer and the ChiefFinancial Officer, has evaluated the effectiveness of the design and operationof its disclosure controls and procedures with respect to the Fund as of theend of the period of this quarterly report, and, based on this evaluation, hasconcluded that these disclosure controls and procedures are effective.  Additionally, there were no significantchanges in the Fund’s internal controls or in other factors that couldsignificantly affect these controls subsequent to the date of this evaluation,including any corrective actions with regard to significant deficiencies andmaterial weaknesses.

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PART II - OTHER INFORMATION

Item 1.    Legal Proceedings

Therehave been no administrative, civil or criminal actions, whether pending orconcluded, against MLAI or Merrill Lynch or any of its individual principalsduring the past five years which would be considered “material” as that term isdefined in Section 4.24(l)(2) of the Regulations of the CFTC, except asdescribed below.

OnMay 21, 2002, MLPF&S, with no admission of wrongdoing or liability, agreedto pay $48 million to the State of New York, $50 million to the remainingstates, Washington, D.C. & Puerto Rico and $2 million to NASAA relating toan investigation conducted by the New York Attorney General concerning researchpractices.

OnMarch 19, 2003, Merrill Lynch & Co., Inc., the parent company and anapproved person of MLPF&S, consented to an injunctive action instituted bythe Securities and Exchange Commission (the “SEC”).  In its complaint, the SEC alleged that threeyears ago, in 1999, Merrill Lynch aided and abetted Enron Corp.’s (“Enron”)violations of Sections 10(b), 13(a), 13(b)(2) and 13(b)(5) of the Exchange Actand Rules 10b-5, 12b-20, 13a-1, 13a-3 and 13b2-1 thereunder, as a result ofMerrill Lynch engaging in certain year-end transactions designed and proposedby Enron.  Without admitting or denyingthe allegations, Merrill Lynch consented to the entry of an injunctionenjoining it from violating the above-referenced provisions, and agreed to pay disgorgement,penalties and interest in the amount of $80 million.  In its release announcing the settlement, theCommission acknowledged that in agreeing to resolve this matter on the termsdescribed above, the Commission took into account certain affirmative conductby Merrill Lynch.

InApril 2003, MLPF&S entered into a settlement with the SEC, the NationalAssociation of Securities Dealers (the “NASD”) and the New York Stock Exchange(the “NYSE”) as part of a joint settlement with the SEC, the NASD and the NYSEarising from a joint investigation by the SEC, the NASD and the NYSE intoresearch analysts’ conflicts of interests. Pursuant to the terms of the settlement with the SEC, NASD and NYSE,MLPF&S, without admitting or denying the allegations, consented to acensure.  In addition, MLPF&S agreedto a payment of (I) $100 million, which was offset in its entirety by theamount already paid by MLPF&S in the related proceeding with the State ofNew York and the other states (II) $75 million to fund the provision ofindependent research to investors; and (III) $25 million to promote investoreducation.  The payments for theprovision of independent research to investors and to promote investoreducation are required to be made over the course of the next five years.  MLPF&S also agreed to comply with certainundertakings.

InMarch 2006, MLPF&S entered into a settlement with the SEC arising from aninvestigation related to MLPF&S’ retention and production of e-mail.  The SEC found that MLPF&S willfullyviolated Section 17(a) of the Exchange Act, and Rules 17a-4(b)(4) and 17a-4(j)there under.  Without admitting ordenying the allegations, Merrill Lynch consented to the entry of an injunctionenjoining it from violating the above-referenced provisions, entered into anundertaking regarding its policies and procedures and agreed to pay a civilpenalty $2,500,000.

15

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Item 2.    Unregistered Sales of EquitySecurities and Use of Proceeds

(a)          Issuance to accreditedinvestors pursuant to Regulation D and Section 4(6) under the SecuritiesAct.  The selling agent of the followingClass of Units was MLPF&S.

CLASS A

 
|        | ** ** | **Subscription** | ** ** | ** ** | ** ** |
|--------|------------|------------------|------------|------------|------------|
|        | ** ** | **Amount**       | ** ** | **Units**  | ** ** | **NAV (1)** | ** ** |
| Jan-07 |       | $                | 2,011,848  |       | 1,725,131  |   | $ | 1.1662 |   |
| Feb-07 |       | 773,165          |       | 646,892    |       | 1.1952 |   |
| Mar-07 |       | 645,431          |       | 569,565    |       | 1.1332 |   |
| Apr-07 |       | 866,760          |       | 778,480    |       | 1.1134 |   |
|        |            |                  |            |            |            |  |  |  |  |

 

CLASS C

 
|        | ** ** | **Subscription** | ** ** | ** ** | ** ** |
|--------|------------|------------------|------------|------------|------------|
|        | ** ** | **Amount**       | ** ** | **Units**  | ** ** | **NAV (1)** | ** ** |
| Jan-07 |       | $                | 2,881,057  |       | 2,506,793  |   | $ | 1.1493 |   |
| Feb-07 |       | 2,109,219        |       | 1,792,182  |       | 1.1769 |   |
| Mar-07 |       | 4,306,212        |       | 3,862,073  |       | 1.1150 |   |
| Apr-07 |       | 5,570,697        |       | 5,089,254  |       | 1.0946 |   |
|        |            |                  |            |            |            |  |  |  |  |

 

CLASS D

 
|        | ** ** | **Subscription** | ** ** | ** ** | ** ** |
|--------|------------|------------------|------------|------------|------------|
|        | ** ** | **Amount**       | ** ** | **Units**  | ** ** | **NAV (1)** | ** ** |
| Jan-07 |       | $                | 1,334,000  |       | 1,099,390  |   | $ | 1.2134 |   |
| Feb-07 |       | —           |       | —     |       | 1.2452 |   |
| Mar-07 |       | 352,999          |       | 298,570    |       | 1.1823 |   |
| Apr-07 |       | 11,999,999       |       | 10,317,255 |       | 1.1631 |   |
|        |            |                  |            |            |            |  |  |  |  |

 

CLASS I

 
|        | ** ** | **Subscription** | ** ** | ** ** | ** ** |
|--------|------------|------------------|------------|------------|------------|
|        | ** ** | **Amount**       | ** ** | **Units**  | ** ** | **NAV (1)** | ** ** |
| Jan-07 |       | $                | 94,948     |       | 80,993     |   | $ | 1.1723 |   |
| Feb-07 |       | 35,999           |       | 29,952     |       | 1.2019 |   |
| Mar-07 |       | 945,068          |       | 828,861    |       | 1.1402 |   |
| Apr-07 |       | 568,449          |       | 507,272    |       | 1.1206 |   |
|        |            |                  |            |            |            |  |  |  |  |

 

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(1) Net Asset Value for all other purposes

(b) None.

(c) None.

Item 3.                                  DefaultsUpon Senior Securities

None.

Item 4.                                  Submissionof Matters to a Vote of Security Holders

None.

Item 5.                                  OtherInformation

None.

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Item 6.                                  Exhibitsand Reports on Form 8-K.

(a) Exhibits.

The following exhibits are incorporated by reference or are filedherewith to this Quarterly Report on Form 10-Q:

31.01 and 31.02               Rule13a-14(a)/15d-14(a) Certifications

Exhibit 31.01and 31.02:      Are filed herewith.

32.01 and32.02               Section 1350Certifications

Exhibit 32.01and 32.02       Are filed herewith.

(b) Reports on Form 8-K.

There were no reports on Form 8-K filed during the three months offiscal 2007.

17

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**SIGNATURES**

Pursuant to therequirements of the Securities Exchange Act of 1934, the registrant has dulycaused this report to be signed on its behalf by the undersigned thereunto dulyauthorized.
|                          | ML ASPECT FUTURESACCESS LLC |
|--------------------------|-----------------------------|
|                     |                        |   |
|                     |                        |   |
|                     | By:                         | MERRILL LYNCH  ALTERNATIVE |
|                     |                        | INVESTMENTS LLC |
|                     |                        | (Manager) |
|                     |                        |   |
|                     |                        |   |
| Date:  May 15, 2007 | By                          | /s/ BENJAMIN C. WESTON |   |
|                     |                        | Benjamin C. Weston |
|                     |                        | Chief Executive Officer and President  (Principal Executive Officer) |
|                     |                        |   |
|                     |                        |   |
| Date:  May 15, 2007 |                        |   |
|                     | By                          | /s/ BARBRA E. KOCSIS |   |
|                     |                        | Barbra E. Kocsis |
|                     |                        | Chief Financial  Officer |
|                     |                        | (Principal  Financial and Accounting Officer) |
|                          |                             |  |  |  |

 

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