SUBSCRIPTION AGREEMENT
 _________Please check here if employed by Morgan Stanley
Smith Barney LLC or an affiliate.
_________Please check here if employed by Citigroup Global
Markets Inc. or an affiliate.
 ABINGDON FUTURES FUND L.P.   Subscription Agreement
 Selling Agent:
_________Please check here if Morgan Stanley Smith Barney
LLC served as your selling agent.
_________Please check here if Citigroup Global Markets Inc.
served as your selling agent.
 B-1




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th th
 Abingdon Futures Fund L.P.
 Subscription for Units
   Representations, Warranties and Covenants of Subscriber
    B-2




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exceeding
 B-3




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Acceptance of Partnership Agreement and Power of Attorney
   Indemnification
 Survival
 Miscellaneous
 Employee-Benefit Plans
 B-4




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Either (i) or (ii) primary basis and
 or and
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EXECUTION PAGE
 I. For Client Use:
 A.
    
    Subscription Amount:I hereby subscribe for
$__________ (minimum $25,000).B.
    
    Accreditation:Please select one of the following.
  OR
   C.
    
    Benefit Plan Investor Status:The subscriber is
___ or is not ___ a Benefit Plan Investor
as defined in paragraph 7 above.
 D.
    
    New York Individual Investor or Trustee Status [FOR INDIVIDUAL INVESTORS ONLY]:Please select
one of the following.
  OR
  OR
  read and sign
 E.
    
    1. Representation:The foregoing statements are complete and accurate as of the date hereof
and may be relied upon by the General Partner. I further represent that I will notify the
General Partner immediately of any adverse change in any such information and will promptly
send the General Partner written confirmation thereof.
 2. Signature:
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Signature
    
    
    
    SignatureTitle (if applicable)
    
    
    
    Title (if applicable)3. Date:
    
    
    
    
    
    Date:
 Please complete Registration Data on the next page.
 II. Branch Manager Approval:
   III. For General Partners Use:
 ACCEPTED: 
CERES MANAGED 
FUTURES LLCBy:Name:Title:
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Registration Data
 Name of Limited Partner
    
    Name of Joint Limited Partner (if any)(Please Print)
    
    (Please Print)(See Note 1 Below)Residence Street Address
    
    Mail Address (if different than(See Note 2 Below)
    
    Residence Address)City            State            Zip Code
    
    City            State            Zip CodeSocial Security or Federal Employer I.D. NumberIf Joint Ownership, check one:CGM Account Number
    
    / / Joint Tenants with right to
Survivorship (all parties must sign)Note 1: If subscriber is an ERISA
plan or account, please so indicate
(e.g.: XYZ Co. Pension Plan, Dr.
A Keogh Account, Mr. B IRA Account).
    
    / / Tenants in Common
/ / Community PropertyIf Fiduciary or Corporation, check one:Note 2: The address given above must
be the residence address of the Limited
Partner. Post Office boxes and other
nominee addresses will not be accepted.
    
    / / Trust     / /
Partnership
/ / Corporation
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EXHIBIT I
          EXHIBIT II
Prospective Purchaser Questionnaire
   o o
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o o
  (Check if applicable)Stocks
    
    
    
    
    
    Limited Partnership Interests:Bonds
    
    
    
    
    
    Real EstateMutual Funds
    
    
    
    
    
    Oil and GasCommodities
    
    
    
    
    
    EquipmentOptions
    
    
    
    
    
    Other (specify)
   must
  o o
   o o
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EXHIBIT II-1
Questionnaire for Purchaser Representatives
 
  (THE INVESTOR).(Fill in name of investor)INSTRUCTIONS
  th th
    B-11




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Name of Purchaser Representative:Name of Represented Investor:Your Business Address:Your Occupation:Your Bus. Tel. No.:
        ONE HIGHEST PLEASE DESCRIBE IN DETAIL
 ___Completed College, awarded degree, B.A., B.S. or equivalent___Some Postgraduate Education___Two years of Postgraduate Training, awarded M.A. or equivalent___Completed Postgraduate Training and received Ph.D. (list date degree
obtained and awarding school)___Professional School, awarded J.D., or M.B.A. (list date degree obtained and
awarding school)___Other (PLEASE EXPLAIN IN DETAIL YOUR EDUCATIONAL BACKGROUND AND LIST DATES
OF ATTENDANCE AND NAMES OF SCHOOLS)
 
 
 
 
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o o
  o o
   o o
 i.e.
  o o
 NOTE: YOU MAY NOT RELY ON AN ADDITIONAL PURCHASER REPRESENTATIVE UNLESS EACH ADDITIONAL
PURCHASER REPRESENTATIVE HAS COMPLETED A QUESTIONNAIRE AND HAS BEEN ACKNOWLEDGED BY THE INVESTOR TO
BE HIS PURCHASER REPRESENTATIVE.
   o o
  o o
  B-13




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1 i.e
 o o
  o o
  o o
 NOTE: THE RECEIPT OF ANY SALES COMMISSION WITH RESPECT TO THE INVESTORS PURCHASE OF UNITS
CONSTITUTES COMPENSATION TO BE RECEIVED AS A RESULT OF A MATERIAL RELATIONSHIP.
  in writing
 o o
  o o
      
 1
    
    The term affiliate of a person means a person
that directly or indirectly, through one or more intermediaries, controls,
or is controlled by, or is under common control with such person. B-14




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(Signature)(Print Name) B-15




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EXHIBIT III
 NEW YORK STATE LIMITED POWER OF ATTORNEY
 THIS DOCUMENT MUST BE NOTARIZED
  Subscriber section (to be completed by the Subscriber and notarized)
 
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STATE OF NEW YORK
    
    
    ))
    ss.:COUNTY OF
    
    
    )
 
 Notary Public
 General Partner section (to be completed by the General Partner and notarized)
 
  
 STATE OF NEW YORK
    
    
    ))
    ss.:COUNTY OF
    
    
    )
 
 Notary Public
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NEW YORK LIMITED POWER OF ATTORNEY
CAUTIONARY LEGENDS
 The following disclosure is required to be included verbatim in all powers of attorney subject
to Title 15 of Article 5 of the New York State General Obligations Law:
            B-19




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B-20