MAN FRM MANAGED FUTURES STRATEGIES LLC - FORM 10-K/A - EX-13.01

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10-K/A - MAN FRM MANAGED FUTURES STRATEGIES LLC	efc10-180_fm10ka.htm
EX-13.03 - MAN FRM MANAGED FUTURES STRATEGIES LLC	efc10-180_ex1303.htm
EX-32.02 - MAN FRM MANAGED FUTURES STRATEGIES LLC	efc10-180_ex3202.htm
EX-13.02 - MAN FRM MANAGED FUTURES STRATEGIES LLC	efc10-180_ex1302.htm
EX-32.01 - MAN FRM MANAGED FUTURES STRATEGIES LLC	efc10-180_ex3201.htm
EX-31.02 - MAN FRM MANAGED FUTURES STRATEGIES LLC	efc10-180_ex3102.htm
EX-31.01 - MAN FRM MANAGED FUTURES STRATEGIES LLC	efc10-180_ex3101.htm

EXHIBIT 13.01

	ML SYSTEMATIC MOMENTUM FUTURESACCESS LLC (A Delaware Limited Liability Company)

	Financial Statements for the year ended December 31, 2008 and for the period April 2, 2007 (commencement of operations) to December 31, 2007 and Report of Independent Registered Public Accounting Firm

ML SYSTEMATIC MOMENTUM FUTURESACCESS LLC

(A Delaware Limited Liability Company)

TABLE OF CONTENTS

	Page

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM	1

FINANCIAL STATEMENTS:

Statements of Financial Condition as of December 31, 2008 and 2007	2

Statements of Operations for the year ended December 31, 2008 and for the period April 2, 2007 (commencement of operations) to December 31, 2007	3

Statements of Changes in Members' Capital for the year ended December 31, 2008 and for the period April 2, 2007 (commencement of operations) to December 31, 2007	4

Financial Data Highlights for the year ended December 31, 2008 and for the period April 2, 2007 (commencement of operations) to December 31, 2007	5

Notes to Financial Statements	7

	Deloitte & Touche LLP
	Two World Financial Center
	New York, NY 10281-1414
	USA

	Tel: +1 212 436 2000
	www.deloitte.com

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Members of

ML Systematic Momentum FuturesAccess LLC:

We have audited the accompanying statements of financial condition of ML Systematic Momentum FuturesAccess LLC (the "Fund"), as of December 31, 2008 and 2007, and the related statements of operations, changes in members' capital, and the financial data highlights for the year ended December 31, 2008 and for the period April 2, 2007 (commencement of operations) to December 31, 2007. These financial statements and financial data highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial data highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial data highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial data highlights referred to above present fairly, in all material respects, the financial position of ML Systematic Momentum FuturesAccess LLC as of December 31, 2008 and 2007, the results of its operations, changes in members' capital and the financial data highlights for the year ended December 31, 2008 and for the period April 2, 2007 (commencement of operations) to December 31, 2007, in conformity with accounting principles generally accepted in the United States of America.

March 30, 2009

	A member firm of
	Deloitte Touche Tohmatsu

ML SYSTEMATIC MOMENTUM FUTURESACCESS LLC

(A Delaware Limited Liability Company)

STATEMENTS OF FINANCIAL CONDITION

DECEMBER 31, 2008 and 2007

	2008		2007
ASSETS:

Cash	$	36,548	$	94,318
Investment in Portfolio Funds (Cost $614,639,346 and 106,513,819)		701,122,301		121,063,894
Deferred initial offering costs		-		33,750
Receivable from Portfolio Fund		22,935		34,775

TOTAL ASSETS	$	701,181,784	$	121,226,737

LIABILITIES AND MEMBERS’ CAPITAL:
LIABILITIES:
Sponsor fee payable	$	1,018,265	$	177,810
Redemptions payable		21,004,290		505,214
Ongoing offering costs payable		22,623		-
Other		438,518		319,636

Total liabilities		22,483,696		1,002,660

MEMBERS’ CAPITAL:
Members' Interest (532,683,079 Units and 111,518,320 Units outstanding, unlimited Units authorized)		678,698,088		120,224,077
Total members’ capital		678,698,088		120,224,077

TOTAL LIABILITIES AND MEMBERS' CAPITAL	$	701,181,784	$	121,226,737

NET ASSET VALUE PER UNIT (SEE NOTE 6)

See notes to financial statements.

ML SYSTEMATIC MOMENTUM FUTURESACCESS LLC

(A Delaware Limited Liability Company)

STATEMENTS OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2008 AND FOR THE PERIOD APRIL 2, 2007 (COMMENCEMENT OF OPERATIONS) TO DECEMBER 31, 2007

	2008			2007
TRADING PROFIT (LOSS):

Realized	$	9,202,478		$	(560,037	)
Change in unrealized		71,910,257			14,550,075
Brokerage commissions		-			-

Total trading profit (loss)		81,112,735			13,990,038

INVESTMENT INCOME:
Interest		97,972			3,827

EXPENSES:
Sponsor fee		6,953,728			485,354
Other		632,387			504,521
Total expenses		7,586,115			989,875

NET INVESTMENT INCOME (LOSS)		(7,488,143	)		(986,048	)

NET INCOME (LOSS)	$	73,624,592		$	13,003,990

NET INCOME (LOSS) PER UNIT:

Weighted average number of Units outstanding
Class A**		23,953,472			3,034,273
Class C*		198,139,920			28,115,079
Class D		25,725,432			57,470,233
Class I*		40,873,271			4,656,993
Class D1***		19,636,088			4,998,359
Class DA****		56,445,187			-

Net income (loss) per weighted average Unit
Class A**	$	0.2175		$	0.1351
Class C*	$	0.2298		$	0.1087
Class D	$	0.2860		$	0.1564
Class I*	$	0.2269		$	0.0801
Class D1***	$	0.2374		$	0.0350
Class DA****	$	0.0282		$	-

*Units issued June 1, 2007.

** Units issued on July 1, 2007.

*** Units issued on July 1, 2007 and Class D1 was previously known as Class D-SD.

**** Units issued on December 1, 2008.

See notes to financial statements.

ML SYSTEMATIC MOMENTUM FUTURESACCESS LLC

(A Delaware Limited Liability Company)

STATEMENTS OF CHANGES IN MEMBERS' CAPITAL FOR THE YEAR ENDED DECEMBER 31, 2008 AND FOR THE PERIOD APRIL 2, 2007 (COMMENCEMENT OF OPERATIONS) TO DECEMBER 31, 2007

	Initial Offering		Subscriptions		Redemptions			Members' Capital December 31, 2007		Subscriptions		Redemptions			Members' Capital December 31, 2008
Class A**		-		5,249,271		(170,625	)		5,078,646		44,090,513		(5,757,217	)		43,411,942
Class C*		-		71,012,676		(1,123,975	)		69,888,701		298,412,978		(50,944,452	)		317,357,227
Class D		80,000,000		16,803,705		80,000,000			16,803,705		23,519,954		(5,445,345	)		34,878,314
Class I*		-		14,757,114		-			14,757,114		46,161,324		(7,718,330	)		53,200,108
Class D1***		-		5,000,000		(9,846	)		4,990,154		28,477,949		(2,428,057	)		31,040,046
Class DA****		-				-			-		56,445,187		(3,649,745	)		52,795,442

Total Members' Units		80,000,000		112,822,766		(81,304,446	)		111,518,320		497,107,905		(75,943,146	)		532,683,079

	Initial Offering		Subscriptions		Redemptions			Net Income (Loss)		Members' Capital December 31, 2007		Subscriptions		Redemptions			Net Income (Loss)		Members' Capital December 31, 2008
Class A**	$	-	$	4,977,396	$	(169,767	)	$	409,790	$	5,217,419	$	50,773,605	$	(6,670,127	)	$	5,208,770	$	54,529,667
Class C*		-		72,659,028		(1,184,529	)		3,057,074		74,531,573		350,073,604		(60,487,671	)		45,528,837		409,646,343
Class D		80,000,000		18,735,477		(88,281,472	)		8,988,855		19,442,860		30,338,088		(6,986,221	)		7,357,954		50,152,681
Class I*		-		15,493,954		-			373,255		15,867,209		54,394,371		(9,328,239	)		9,275,144		70,208,485
Class D1***		-		5,000,000		(10,000	)		175,016		5,165,016		33,092,685		(3,043,195	)		4,661,767		39,876,273
Class DA****		-		-		-			-		-		56,445,187		(3,752,668	)		1,592,120		54,284,639

Total Members' Interest	$	80,000,000	$	116,865,855	$	(89,645,768	)	$	13,003,990	$	120,224,077	$	575,117,540	$	(90,268,121	)	$	73,624,592	$	678,698,088

*Units issued June 1, 2007.

** Units issued on July 1, 2007.

*** Units issued on July 1, 2007 and Class D1 was previously known as Class D-SD.

**** Units issued on December 1, 2008.

See notes to financial statements.

ML SYSTEMATIC MOMENTUM FUTURESACCESS LLC

(A Delaware Limited Liability Company)

FINANCIAL DATA HIGHLIGHTS FOR THE YEAR ENDED DECEMBER 31, 2008

Per Unit Operating Performance:	Class A			Class C			Class D			Class I			Class D1			Class DA*

Net asset value, beginning of period	$	1.0273		$	1.0664		$	1.1571		$	1.0752		$	1.0350		$	1.0000

Realized and unrealized change in trading profit		0.2494			0.2577			0.2846			0.2614			0.2532			0.0280
Interest income		0.0003			0.0004			0.0004			0.0004			0.0003			0.0000
Expenses		(0.0209	)		(0.0337	)		(0.0042	)		(0.0173	)		(0.0038	)		0.0002
														-
Net asset value, end of period	$	1.2561		$	1.2908		$	1.4379		$	1.3197		$	1.2847		$	1.0282

Total Return:

Total return		22.20	%		20.98	%		24.05	%		22.68	%		24.05	%		2.82	%	(a)

Ratios to Average Members' Capital:

Expenses		1.85	%		2.87	%		0.34	%		1.46	%		0.34	%		-0.19	%	(a)

Net investment income (loss)		-1.82	%		-2.84	%		-0.31	%		-1.43	%		-0.31	%		0.19	%	(a)

*Units issued December 1, 2008.

(a) The ratios have been annualized and do not reflect the proportionate share of income and expenses of the Portfolio funds.

See notes to financial statements.

ML SYSTEMATIC MOMENTUM FUTURESACCESS LLC

(A Delaware Limited Liability Company)

FINANCIAL DATA HIGHLIGHTS FOR THE PERIOD APRIL 2, 2007 (COMMENCEMENT OF OPERATIONS) TO DECEMBER 31, 2007

The following per Unit data and ratios have been derived from information provided in the financial statements.

Per Unit Operating Performance:	Class A**			Class C*			Class D			Class I*			Class D1 ***

Net asset value, beginning of period	$	1.0000		$	1.0000		$	1.0000		$	1.0000		$	1.0000

Realized and change in unrealized trading profit		0.0400			0.0885			0.1613			0.0898			0.0389
Interest income (c) (d)		-			-			-			0.0001			-
Expenses (d)		(0.0127	)		(0.0221	)		(0.0042	)		(0.0147	)		(0.0039	)

Net asset value, end of period	$	1.0273		$	1.0664		$	1.1571		$	1.0752		$	1.0350

Total Return: (b)

Total return		2.73	%		6.64	%		15.71	%		7.52	%		3.50	%

Ratios to Average Members' Capital: (a)

Expenses		2.91	%		4.16	%		0.58	%		2.72	%		0.79	%

Net investment income (loss)		-2.90	%		-4.15	%		-0.58	%		-2.71	%		-0.78	%

* Units issued on June 1, 2007

** Units issued on July 1, 2007

*** Units issued on July 1, 2007 and class D1 was previously known as Class D-SD.

(a) The ratios have been annualized and do not reflect the proportionate share of income and expenses of the Portfolio Funds.

(b) Not annualized.

(d) Per Unit data is calculated using weighted average Units during the period.

See notes to financial statements.

ML SYSTEMATIC MOMENTUM FUTURESACCESS LLC

(A Delaware Limited Liability Company)

NOTES TO FINANCIAL STATEMENTS

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Organization

ML Systematic Momentum FuturesAccess LLC (the "Fund"), a Merrill Lynch FuturesAccess Program (the "Program") fund, was organized under the Delaware Limited Liability Company Act on March 8, 2007 and commenced operations on April 2, 2007. The Fund operates as a "fund of funds", allocating and reallocating its capital, under the direction of Merrill Lynch Alternative Investments LLC ("MLAI"), the Sponsor of the Fund, among eight underlying FuturesAccess Funds (each a "Portfolio Fund", and collectively the "Portfolio Funds") (See Note 2). MLAI is an indirect wholly-owned subsidiary of Merrill Lynch & Co., Inc. ("Merrill Lynch"). Merrill Lynch, Pierce, Fenner & Smith Incorporated ("MLPF&S"), a wholly-owned subsidiary of Merrill Lynch, is the commodity broker of the Portfolio Funds.

The Program is a group of commodity pools sponsored by MLAI (each a "Program Fund" or collectively, "Program Funds") each of which places substantially all of its assets in a managed futures and forward trading account managed by a single or multiple commodity trading advisor. Each Program Fund is generally similar to the Fund in terms of fees, Classes of Units and redemption rights. Each of the Program Funds implements a different trading strategy.

The Fund offers four Classes of Units to retail investors: Class A, Class C, Class D and Class I. Each Class of Units was offered at $1.00 per Unit and subsequently is offered at Net Asset Value per Unit for other reporting purposes (see Note 6). The four Classes of Units are subject to different Sponsor fees. Classes D1 and DA are used exclusively for investments made by Systematic Momentum FuturesAccess LTD and Systematic Momentum FuturesAccess II LLC, respectively, and are not charged Sponsor fees.

Effective January 1, 2009, Merrill Lynch & Co., Inc. became a wholly-owned subsidiary of Bank of America Corporation pursuant to a merger agreement.

Interests in the Fund are not insured or otherwise protected by the Federal Deposit Insurance Corporation or any other government authority. Interests are not deposits or other obligations of, and are not guaranteed by, Bank of America Corporation or any of its affiliates or by any bank. Interests are subject to investment risks, including the possible loss of the full amount invested.

Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Revenue Recognition

The Portfolio Funds' commodity futures, options on futures and forward contract transactions are recorded on the trade date and open contracts are reflected in Net unrealized profit (loss) on open contracts in the Statements of Financial Condition of the Portfolio Funds as the difference between the original contract value and the market value (for those commodity interests for which market quotations are readily available) or at fair value. The change in unrealized profit (loss) on open contracts from one period to the next is reflected in Change in unrealized under Trading profit (loss) in the Statements of Operations of the Portfolio Funds.

The resulting change between cost and market value (net of subscription and redemption activity in Portfolio Funds) is reflected in the Statements of Operations as "Change in unrealized". In addition, when the Fund redeems or partially redeems its interest in the Portfolio Funds, it records realized (net profit or loss) for such interests in the Statements of Operations of the Fund.

Foreign Currency Transactions

The Fund's functional currency is the U.S. dollar; however, it and the Portfolio Funds may transact business in U.S. dollars and in currencies other than the U.S. dollar. Assets and liabilities denominated in currencies other than the U.S. dollar are translated into U.S. dollars at the rates in effect at the date of the Statements of Financial Condition of the Fund and each of the Portfolio Funds. Income and expense items denominated in currencies other than the U.S. dollar are translated into U.S. dollars at the rates in effect during the period. Gains and losses resulting from the translation to U.S. dollars are reported in Realized in the Statements of Operations of the Fund and each of the Portfolio Funds.

Cash

The Fund maintains cash at an unaffiliated bank for operations purposes.

Operating Expenses, Offering Costs and Selling Commissions

The Fund pays for all routine operating costs (including ongoing offering costs, administration, custody, transfer, exchange and redemptions process, legal, regulatory filing, tax, audit, escrow, accounting and printing fees and expenses) incurred by the Fund. The Fund also pays any extraordinary expenses.

For financial reporting purposes in conformity with U.S. GAAP, the Fund amortized the total initial offering costs of $120,000 over a twelve-month period. For all other purposes, including determining the Net Asset Value per Unit for subscription and redemption purposes, the Fund amortizes offering costs over a 60 month period (see Note 6).

Class A Units are subject to a sales commission paid to Merrill Lynch ranging from 1.00% to 2.50%. Class D, and Class I Units are subject to sales commissions up to 0.50%. The rate assessed to a given subscription is based upon the subscription amount. Sales commissions are directly deducted from subscription amounts. Class C Units are not subject to any sales commissions.

Income Taxes

No provision for income taxes has been made in the accompanying financial statements as each Member is individually responsible for reporting income or loss based on such Member's share of the Fund's income and expenses as reported for income tax purposes.

Distributions

The Members are entitled to receive, equally per Unit, any distributions which may be made by the Fund. No such distributions have been declared for the year ended December 31, 2008 and the period ended December 31, 2007.

Subscriptions

Units are offered as of the close of business at the end of each month. Shares are purchased as of the first business day of any month at Net Asset Value for all other purposes (see Note 6), but the subscription request must be submitted at least three calendar days before the end of the preceding month. Subscriptions submitted less than three days before the end of a month will be applied to Units subscriptions as of the beginning of the second month after receipt, unless revoked by MLAI.

Redemptions and Exchanges

A Member may redeem or exchange some or all of such Member's Units at Net Asset Value for all other purposes (see Note 6) as of the close of business, on the last business day of any month, upon ten calendar days' notice ("notice period").

An investor in the Fund can exchange these Units for Units of the same Class in other Program Funds as of the beginning of each calendar month upon at least ten days" prior notice. The minimum exchange amount is $10,000.

Redemption and exchange requests are accepted within the notice period. The Fund does not accept any redemption requests after the notice period. All redemption requests received after the notice period will be processed for the following month.

Dissolution of the Fund

The Fund may terminate if certain circumstances occur as set forth in the offering memorandum, which include but are not limited to the following:

(a) Bankruptcy, dissolution, withdrawal or other termination of the trading advisors of this Fund.

(b) Any event which would make unlawful the continued existence of this Fund.

Indemnifications

In the normal course of business, the Fund enters into contracts and agreements that contain a variety of representations and warranties and which provide general indemnifications. The Fund"s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. The Fund expects the risk of any future obligation under these indemnifications to be remote.

2. INVESTMENTS IN PORTFOLIO FUNDS

The Portfolio Funds in which the Fund was invested as of December 31, 2008 and 2007 or during the period/year were: ML Chesapeake FuturesAccess LLC ("Chesapeake"), ML Transtrend DTP Enhanced FuturesAccess LLC ("Transtrend"), ML Altis FuturesAccess LLC ("Altis"), ML Winton FuturesAccess LLC ("Winton"), ML Aspect FuturesAccess LLC ("Aspect"), ML John Locke FuturesAccess LLC ("John Locke"), ML GSA FuturesAccess LLC ("GSA"), ML BlueTrend FuturesAccess LLC ("Blue Trend") and ML Alphasimplex FuturesAccess LLC ("Alphasimplex"). MLAI, the Sponsor of the fund, may in its discretion, change the Portfolio Funds at any time. MLAI, also at its discretion may vary the percentage of the Fund's total portfolio allocated to the different Portfolio Funds. There is no pre-established range for the minimum and maximum allocations that may be made to any given Portfolio Fund.

At December 31, 2008, Investments in Portfolio Funds at fair value are as follows:

	Percentage of Members' Capital			Fair Value		Profit (Loss)			Management Fees (1)			Performance Fees (1)			Redemptions Permitted
Chesapeake		10.43	%		70,779,579		3,583,563			(946,192	)		(1,156,091	)	monthly
Transtrend		16.47	%		111,765,499		16,444,848			(1,231,913	)		(6,770,217	)	monthly
Altis		13.77	%		93,483,991		29,676,850			(1,141,904	)		(7,244,896	)	monthly
Winton		16.36	%		111,014,511		10,361,844			(1,190,256	)		(2,396,979	)	monthly
Aspect		10.45	%		70,896,651		10,548,013			(961,833	)		(2,478,788	)	monthly
John Locke		15.40	%		104,525,135		10,325,464			(1,062,203	)		(2,433,472	)	monthly
BlueTrend		7.22	%		48,989,192		7,948,538			(290,672	)		(2,619,030	)	monthly
GSA		13.21	%		89,667,743		(7,776,385	)		(940,975	)		(0	)	monthly
		103.31	%	$	701,122,301	$	81,112,735		$	(7,765,948	)	$	(25,099,473	)

Total Investments in Portfolio Funds at Fair Value (Cost $614,639,346)

(1) See note 5

2007:

	Percentage of Investment			Fair Value		Profit (Loss)			Management Fees			Performance Fees			Redemptions Permitted
Alphasimplex		0.00	%	$	-	$	(943,066	)	$	(60,176	)	$	-		monthly
Chesapeake		15.55	%		18,829,228		907,353			(210,487	)		-		monthly
Transtrend		14.81	%		17,927,148		3,553,620			(216,171	)		(797,192	)	monthly
Altis		15.18	%		18,378,819		2,911,775			(214,966	)		(610,793	)	monthly
Winton		14.73	%		17,829,738		2,796,394			(214,222	)		(350,520	)	monthly
Aspect		15.06	%		18,235,954		1,770,147			(212,213	)		(173,744	)	monthly
John Locke		12.32	%		14,914,443		1,760,298			(154,163	)		(356,510	)	monthly
GSA		12.35	%		14,948,564		1,233,517			(138,501	)		(236,986	)	monthly

		100.00	%	$	121,063,894	$	13,990,038		$	(1,420,899	)	$	(2,525,745	)

Total Investments in Portfolio Funds at Fair Value (Cost $106,513,819)

3.	FAIR VALUE OF INVESTMENTS

In September 2006, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 157, Fair Value Measurement ("FAS 157"). FAS 157 defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements.

The Fund adopted FAS 157 as of January 1, 2008. The adoption of FAS 157 did not have a material impact on the Fund's financial statements.

Fair value of an investment is the amount that would be received to sell the investment in an orderly transaction between market participants at the measurement date (i.e. the exit price).

FAS 157 established a hierarchical disclosure framework which prioritizes and ranks the level of market price observability used in measuring investments at fair value. Market price observability is impacted by a number of factors, including the type of investment and the characteristics specific to the investment. Investments with readily available active quoted prices or for which fair value can be measured from actively quoted prices generally will have a higher degree of market price observability and a lesser degree of judgment used in measuring fair value.

Investments measured and reported at fair value are classified and disclosed in one of the following categories:

Level I - Quoted prices are available in active markets for identical investments as of the reporting date. The type of investments included in Level I are publicly traded investments.

Level II - Pricing inputs are other than quoted prices in active markets, which are either directly or indirectly observable as of the reporting date, and fair value is determined through the use of generally accepted and understood models or other valuation methodologies. Investments which are generally included in this category are investments valued using market data.

Level III - Pricing inputs are unobservable including the Fund's own assumptions in determining the fair value of investments.

In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment's level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. MLAI's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment.

The following table summarizes the valuation of the Fund's investment by the above FAS 157 fair value hierarchy levels as of December 31, 2008.

	Total		Level I	Level II		Level III
Investment in Portfolio Funds	$	701,122,301	N/A	$	701,122,301	N/A

4. RELATED PARTY TRANSACTIONS

The Portfolio Funds' U.S. dollar assets are maintained at MLPF&S. On assets held in U.S. dollars, Merrill Lynch credits the Portfolio Funds with interest at the most favorable rate payable by MLPF&S to accounts of Merrill Lynch affiliates but not less than 75% of such prevailing rate. The Portfolio Funds are credited with interest on any of their assets and net gains actually held by MLPF&S non-U.S. dollar currencies at a prevailing local rate received by Merrill Lynch. Merrill Lynch may derive certain economic benefit, in excess of the interest which Merrill Lynch pays to the Portfolio Funds, from possession of such assets.

Merrill Lynch charges the Portfolio Funds at prevailing local interest rates for financing realized and unrealized losses on each Portfolio Fund's non-U.S. dollar-denominated positions. Such amounts are netted against interest income due to the insignificance of such amounts.

The Fund charges Sponsor fees on the month-end net assets after all other charges at annual rates equal to 1.50% for Class A, 2.50% for Class C, 1.10% on Class I. Class D, D1 and DA re not charged a Sponsor Fee. Sponsor fees are paid to MLAI.

No brokerage commission is charged to investors at the Fund level, although brokerage commissions are charged to investors at the Portfolio Funds' level, and investors will be indirectly subject to their pro rata share of such fees based on the investment of the Fund in such underlying Portfolio Funds. Brokerage commissions will be paid on the completion or liquidation of a trade and are referred to as "round-turn" commissions, which cover both the initial purchase (or sale) and the subsequent offsetting sale (or purchase) of a commodity futures contract. A portion of the brokerage fees is paid to Portfolio Funds' executing brokers, which may not include MLPF&S, as the commission or their execution services. The "round-turn" commissions paid will not exceed $15 per round-turn, except in the case of certain foreign contracts on which the rates may be as high as $100 per round-turn due to the large size of the contracts traded. In general, it is estimated that aggregate brokerage commission charges will not exceed 3% and should equal approximately 0.50% per annum of each of the Portfolio Fund's average month-end assets.

5. ADVISORY AGREEMENTS

Each Portfolio Fund implements a systematic-based managed future strategy under the direction of its trading advisor which is listed below:

		Next Renewal Date
Portfolio Fund	Advisor	of Advisory Agreement
Altis	Altis Partners (Jersey) Limited	December 31, 2016
Aspect	Aspect Capital Management	December 31, 2011
Chesapeake	Chesapeake Capital Corporation	December 31, 2016
Transtrend	Transtrend B.V.	December 31, 2009
Winton	Winton Capital Management Limited	December 31, 2014
John Locke	John Locke Investments SA	December 31, 2016
GSA	GSA Capital Partner, LLP	June 30, 2012
BlueTrend	BlueCrest Capital Management, L.P.	December 31, 2010

The advisory agreements shall be automatically renewed for successive three-year periods with the exception of Transtrend which has an automatic renewal of one-year period, on the same terms, unless terminated by either the Portfolio Fund or the respective advisor upon 90 days' notice to the other party. The trading advisors determine the commodity futures, options on futures and forward contract trades to be made on behalf of their respective Portfolio Fund accounts, subject to certain trading policies and to certain rights reserved by MLAI.

The Portfolio Funds charge an annual management fees of 2.00% of their average month-end assets after reduction for the brokerage commissions accrued with respect to such assets. For Altis, Chesapeake, BlueTrend and Transtrend, MLAI receives 50% of the 2.00% management fees. For Aspect, Winton, John Locke and GSA, MLAI receives 25% of the 2.00% management fees. The remainder being paid to the respective trading advisor.

Performance charged by the Portfolio Funds are calculated at 20% for all Portfolio Funds except BlueTrend and Transtrend which is calculated at 25% of any New Trading Profit, as defined, and earned by the respective advisors. Performance fees are also paid out in respect of Units redeemed as of the end of interim month, to the extent of the applicable percentage of any New Trading Profit attributable to such Units. For the following Funds, Aspect, Winton, GSA and John Locke, MLAI received 25% of the 20% performance fees.

6. NET ASSET VALUE PER UNIT

For financial reporting purposes, in conformity with U.S. GAAP, the Fund amortizes over a twelve-month period the initial offering costs for purposes of determining Net Asset Value. Such costs initially were paid by MLAI. For all other purposes, including computing Net Asset Value for purposes of member subscription and redemption activity, such costs are amortized over 60 months.

Consequently, the Net Asset Value and Net Asset Value per Unit of the different Classes for financial reporting purposes and for all other purposes as of December 31, 2008 and 2007 are as follows:

December 31, 2008:

	Net Asset Value						Net Asset Value per Unit
	All Other Purposes		Financial Reporting		Number of Units		All Other Purposes		Financial Reporting
	(unaudited)						(unaudited)
Class A	$	54,531,772	$	54,529,667		43,411,942	$	1.2561	$	1.2561
Class C		409,679,565		409,646,343		317,357,227		1.2909		1.2908
Class D		50,209,935		50,152,681		34,878,314		1.4396		1.4379
Class I		70,217,871		70,208,485		53,200,108		1.3199		1.3197
Class D1		39,878,678		39,876,273		31,040,046		1.2848		1.2847
Class DA		54,284,639		54,284,639		52,795,442		1.0282		1.0282
	$	678,802,460	$	678,698,088		532,683,079

December 31, 2007:

	Net Asset Value						Net Asset Value per Unit
	All Other Purposes		Financial Reporting		Number of Units		All Other Purposes		Financial Reporting
	(unaudited)						(unaudited)
Class A	$	5,219,799	$	5,217,419		5,078,646	$	1.0278	$	1.0273
Class C		74,560,703		74,531,573		69,888,701		1.0668		1.0664
Class D		19,497,806		19,442,860		16,803,705		1.1603		1.1571
Class I		15,872,806		15,867,209		14,757,114		1.0756		1.0752
Class D1		5,167,584		5,165,016		4,990,154		1.0356		1.0350
	$	120,318,698	$	120,224,077		111,518,320

7. WEIGHTED AVERAGE UNITS

The weighted average number of Units outstanding for each Class is computed for purposes of calculating net income per weighted average Unit. The weighted average number of Units outstanding for the year ended December 31, 2008 and the period ended December 31, 2007 equals the Units outstanding for each Class as of such date, adjusted proportionately for Units sold or redeemed based on the respective length of time each was outstanding during the period.

8. RECENT ACCOUNTING PRONOUNCEMENTS

In March 2008, the FASB released Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities ' an amendment to FASB Statement No. 133 ("FAS 161"). FAS 161 requires qualitative disclosures about objectives and strategies for using derivatives, quantitative disclosures about fair value amounts of and gains and losses on derivative instruments, and disclosures about credit-risk related contingent features in derivative agreements. The application of FAS 161 is required for fiscal years beginning after November 15, 2008 and interim periods within those fiscal years. Currently, the Fund is evaluating the implications of FAS 161 on its financial statements.

In May 2008, the FASB issued Statement of Financial Accounting Standards No. 162, "The Hierarchy of Generally Accepted Accounting Principles" ("FAS 162"). FAS 162 identifies the sources of accounting principles and the framework for selecting the accounting principles used in preparing financial statements of nongovernmental entities that are presented in conformity with U.S. GAAP. Currently, U.S. GAAP hierarchy is provided in the American Institute of Certified Public Accountants U.S. Auditing Standards ("AU") Section 411, "The Meaning of Present Fairly in Conformity With Generally Accepted Accounting Principles" ("AU Section 411"). FAS 162 is effective 60 days following the SEC's approval of the Public Company Accounting Oversight Board's amendments to AU Section 411. The Fund does not expect the adoption of FAS 162 to have an impact on its financial statements.

9. MARKET AND CREDIT RISK

The nature of this Fund has certain risks, which cannot all be presented on the financial statements. The following summarizes some of those risks.

Market Risk

Derivative instruments involve varying degrees of market risk. Changes in the level or volatility of interest rates, foreign currency exchange rates or the market values of the financial instruments or commodities underlying such derivative instruments frequently result in changes in the Portfolio Funds' net unrealized gains on open contracts on such derivative instruments as reflected in the Statements of Financial Condition of the Portfolio Funds. The Fund's exposure to market risk is influenced by a number of factors, including the relationships among the derivative instruments held by the Portfolio Funds as well as the volatility and liquidity of the markets in which the derivative instruments are traded. Investments in foreign markets may also entail legal and political risks.

MLAI has procedures in place intended to control market risk exposure, although there can be no assurance that they will, in fact, succeed in doing so. These procedures focus primarily on monitoring the trading of the Portfolio Funds, calculating the Net Asset Value of the Fund and the Portfolio Funds as of the close of business on each day and reviewing outstanding positions for over-concentrations. While MLAI does not intervene in the markets to hedge or diversify the Portfolio Funds' market exposure, MLAI may urge the respective trading advisors to reallocate positions in an attempt to avoid over-concentrations. However, such interventions are expected to be unusual. It is expected that MLAI's basic risk control procedures will consist of the ongoing process of advisor monitoring, with the market risk controls being applied by respective trading advisors.

Credit Risk

The risks associated with exchange-traded contracts are typically perceived to be less than those associated with over-the-counter (non-exchange-traded) transactions, because exchanges typically provide clearinghouse arrangements in which the collective credit (in some cases limited in amount, in some cases not) of the members of the exchange is pledged to support the financial integrity of the exchange. In over-the-counter transactions, on the other hand, traders must rely solely on the credit of their respective individual counterparties. Margins, which may be subject to loss in the event of a default, are generally required in exchange trading, and counterparties may also require margin in the over-the-counter markets.

The credit risk associated with these instruments from counterparty nonperformance is the net unrealized gains on open contracts, if any, included in the Statements of Financial Condition of the Portfolio Funds. The Portfolio Funds attempt to mitigate this risk by dealing exclusively with Merrill Lynch entities as clearing brokers.

The Portfolio Funds, in their normal course of business, enter into various contracts, with MLPF&S acting as their commodity broker. Pursuant to the brokerage arrangement with MLPF&S (which includes a netting arrangement), to the extent that such trading results in receivables from and payables to MLPF&S, these receivables and payables are offset and reported as a net receivable or payable and included in Equity in commodity futures trading accounts in the Statements of Financial Condition of the Portfolio Funds.

	* * * * * * * * * * *
	To the best of the knowledge and belief of the
	undersigned, the information contained in this
	report is accurate and complete.
	/s/ Barbra E. Kocsis
	Barbra E. Kocsis
	Chief Financial Officer
	Merrill Lynch Alternative Investments LLC
	Sponsor of
	ML Systematic Momentum FuturesAccess LLC

MAN FRM MANAGED FUTURES STRATEGIES LLC - FORM 10-K/A - EX-13.01 - March 2, 2010

Attached files

MAN FRM MANAGED FUTURES STRATEGIES LLC Reports