Attached files
file | filename |
---|---|
EX-32.01 - ML TREND-FOLLOWING FUTURES FUND L.P. | efc10-181_ex3201.htm |
EX-13.03 - ML TREND-FOLLOWING FUTURES FUND L.P. | efc10-181_ex1303.htm |
EX-13.04 - ML TREND-FOLLOWING FUTURES FUND L.P. | efc10-181_ex1304.htm |
EX-13.01 - ML TREND-FOLLOWING FUTURES FUND L.P. | efc10-181_ex1301.htm |
EX-31.01 - ML TREND-FOLLOWING FUTURES FUND L.P. | efc10-181_ex3101.htm |
EX-13.05 - ML TREND-FOLLOWING FUTURES FUND L.P. | efc10-181_ex1305.htm |
EX-13.02 - ML TREND-FOLLOWING FUTURES FUND L.P. | efc10-181_ex1302.htm |
EX-32.02 - ML TREND-FOLLOWING FUTURES FUND L.P. | efc10-181_ex32021.htm |
EX-31.02 - ML TREND-FOLLOWING FUTURES FUND L.P. | efc10-181_ex3102.htm |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
10-K/A
Amendment
No. 1
(x)
Annual Report Pursuant to Section 13 or 15(d)
of the
Securities Exchange Act of 1934
For the
fiscal year ended: December 31, 2008
or
( )
Transition Report Pursuant to Section 13 or
15(d) of
the Securities Exchange Act of 1934
Commission
file number: 0-28928
ML TREND-FOLLOWING FUTURES
FUND L.P.
(Exact
name of registrant as specified in its charter)
Delaware
|
13-3887922
|
(State
or other jurisdiction of
|
(I.R.S.
Employer
|
incorporation
or organization)
|
Identification
No.)
|
c/o
Merrill Lynch Alternative Investments LLC
Two World
Financial Center, 7th
Floor
New York, New York
10281
(Address
of principal executive offices)
(Zip
Code)
212-236-2063
(Registrant’s
telephone number, including area code
Securities registered pursuant to
Section 12(b) of the Act: None
Securities registered pursuant to
Section 12(g) of the Act: Limited Partnership Units
Indicate
by check mark if the registrant is a well-known seasoned issuer, as defined in
Rule 405 of the Securities Act.
Yes
__ No
X
Indicate
by check mark if the registrant is not required to file reports pursuant to
Section 13 or 15(d) of the Act.
Yes
__ No
X
Indicate
by check mark whether the registrant (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the registrant was required
to file such reports), and (2) has been subject to such filing requirements for
the past 90 days
Yes X
No ___
Indicate
by check mark whether the registrant has submitted electronically and posted on
its corporate Website, if any, every Interactive Data File required to be
submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this
chapter) during the preceding 12 months (or for such shorter period that the
registrant was required to submit and post such files).
Yes
No
Indicate
by check mark if disclosure of delinquent filers pursuant to Item 405 of
Regulation S-K is not contained herein, and will not be contained, to the best
of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [X]
Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of “large accelerated filer,” “accelerated filer” and “smaller
reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer __ | Accelerated filer __ | ||
on-accelerated
filer X
(Do not
check if a smaller reporting company)
|
Smaller reporting company __ |
Indicate
by check mark whether the registrant is a shell company (as defined by Rule
12b-2 of the Act).
Yes
__ No
X
The
limited partnership units of the registrant are not publicly traded.
Accordingly, there is no aggregate market value for the registrant’s outstanding
equity that is readily determinable.
As of
January 31, 2009, limited partnership units with a Net Asset Value of
$346,819,989 were outstanding and held by non-affiliates.
Documents
Incorporated by Reference
The
registrant's 2008 Annual Report and Report of Independent Registered
Public Accounting Firm, the annual report to security holders for the
fiscal year ended December 31, 2008, is incorporated by reference into Part II,
Item 8 and Part IV hereof and filed as an Exhibit herewith. Copies of
the annual reports are available free of charge by contacting Alternative
Investments Client Services at 1-866-MER-ALTS.
2
EXPLANATORY
NOTE REGARDING THIS FORM 10-K/A
ML
Trend-Following FuturesAccess LLC (the “Registrant”) is filing this Amendment
No. 1 to its Annual Report on Form 10-K for the fiscal year ended December 31,
2008, originally filed with the Securities and Exchange Commission on March 31,
2009 (the “Original Form 10-K”), with respect to Item 15 (Exhibits and Financial
Statement Schedules) to supplement with the inclusion of the annual financial
statements of significant subsidiaries.
Except as
described above, this Amendment No. 1 does not amend any other information set
forth in the Original Form 10-K and the Registrant has not updated disclosures
included therein to reflect any events that occurred subsequent to March 31,
2009.
3
PART
IV
Item
15: Exhibits and Financial
Statement Schedules
1.
|
Financial Statements of the
Registrant
|
Report
of Independent Registered Public Accounting Firm
|
|
Statements
of Financial Condition as of December 31, 2008 and 2007
|
|
Statements
of Operations for the years ended December 31, 2008, 2007 and
2006
|
|
Financial
Data Highlights for the years ended December 31, 2008, 2007 and
2006
|
|
Notes
to Financial Statements
|
|
2.
|
Financial Statement
Schedules:
|
(a) Financial
Statements of ML Aspect FuturesAccess LLC
Report
of Independent Registered Public Accounting Firm
Statements
of Financial Condition as of December 31, 2008 and 2007
Statements
of Operations for the years ended December 31, 2008, 2007 and
2006
Statements
of Changes in Members’ Capital for the years ended December 31,
2008, 2007 and 2006
Financial
Data Highlights for the years ended December 31, 2008, 2007 and
2006
Notes
to Financial Statements
(b) Financial
Statements of ML Chesapeake FuturesAccess LLC
Report
of Independent Registered Public Accounting Firm
Statements
of Financial Condition as of December 31, 2008 and 2007
Statements
of Operations for the year ended December 31, 2008 and
for
the period April 2, 2007 (commencement of operations) to December 31,
2007
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
Financial
Data Highlights for the year ended December 31, 2008 and for
the
period
April 2, 2007 (commencement of operations) to December 31,
2007
Notes
to Financial Statements
(c) Financial
Statements of ML TransTrend DTP Enhanced FuturesAccess LLC
Report
of Independent Registered Public Accounting Firm
Financial
Statements
Statements
of Financial Condition as of December 31, 2008 and 2007
Statements
of Operations for the year ended December 31, 2008 and
for
the period April 2, 2007 (commencement of operations) to December 31,
2007
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
Financial
Data Highlights for the year ended December 31, 2008 and
for
the period April 2, 2007 (commencement of operations) to December 31,
2007
Notes
to Financial Statements
(d) Financial
Statements of ML Winton FuturesAccess LLC
Report
of Independent Registered Public Accounting Firm
Financial
Statements
Statements
of Financial Condition as of December 31, 2008 and 2007
Statements
of Operations for the years ended December 31, 2008, 2007 and
2006
Statements
of Changes in Members’ Capital for the years ended December 31, 2008, 2007
and 2006
Financial
Data Highlights for the years ended December 31, 2008, 2007 and
2006
Notes
to Financial Statements
|
|
Financial
statement schedules not included in this Form 10-K/A have been omitted for
the reason that they are not required or are not applicable or that
equivalent information has been included in the financial statements or
notes thereto.
|
|
3.
|
Exhibits:
|
The
following exhibits are incorporated by reference or are filed herewith to
this Annual Report on Form 10-K/A:
|
4
Designation
|
Description
|
3.01(i)
|
Amended
and Restated Certificate of Limited Partnership of ML JWH Strategic
Allocation Fund L.P.
|
Exhibit 3.01(i):
|
Is
incorporated herein by reference from Exhibit 3.01(i) contained in the
Registrant’s Form 8-K filed August 13, 2007.
|
3.01(ii)
|
Seventh
Amended and Restated Limited Partnership Agreement.
|
Exhibit
3.01(ii):
|
It
is incorporated by reference from an Exhibit contained in the Registrant’s
Registration Statement on Form S-1 (File No. 333-115760) filed on May 21,
2004.
|
13.01
|
2008
Annual Report and Report of Independent Registered Public Accounting
Firm.
|
13.02
|
Financial
Statements of ML Aspect FuturesAccess LLC
|
13.03
|
Financial
Statements of ML Chesapeake FuturesAccess LLC
|
13.04
|
Financial
Statements of ML TransTrend DTP Enhanced FuturesAccess
LLC
|
13.05
|
Financial
Statements of ML Winton FuturesAccess LLC
|
Exhibits 13.01, 13.02,
13.03, 13.04 and 13.05:
|
Are
filed herewith.
|
31.01
and 31.02
|
Rule
13a-14(a)/15d-14(a) Certifications.
|
Exhibits 31.01 and
31.02:
|
Are
filed herewith.
|
32.01
and 32.02
|
Section
1350 Certifications.
|
Exhibits 32.01 and
32.02:
|
Are
filed herewith.
|
5
SIGNATURES
Pursuant
to the requirements of Section 13 or 15(d) of the Securities Exchange Act of
1934, the Registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.
ML
TREND-FOLLOWING FUTURES FUND, L.P.
By: MERRILL LYNCH ALTERNATIVE
INVESTMENTS LLC, Manager
|
|||
By: /s/Justin C. Ferri | |||
Justin C. Ferri | |||
Chief
Executive Officer, President and Manager
(Principal
Executive Officer
|
|||
Date: March
2, 2010
6
ML
TREND-FOLLOWING FUTURES, L.P.
2008 FORM
10-K/A
Amendment
No. 1
INDEX TO
EXHIBITS
Exhibit
Exhibit
13.01
|
Registrant’s
2008 Annual Report and Report of Independent Registered Public Accounting
Firm
|
Exhibit
13.02
|
ML
Aspect FuturesAccess Financial
Statements for the years ended December 31, 2008, 2007 and 2006 and Report
of Independent Registered Public Accounting Firm
|
Exhibit
13.03
|
ML
Chesapeake FuturesAccess LLC 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
|
Exhibit
13.04
|
ML
TransTrend DTP Enhanced FuturesAccess LLC 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
|
Exhibit
13.05
|
ML
Winton FuturesAccess LLC (A Delaware Limited Liability Company) Financial
Statements for the Years Ended December 31, 2008, 2007 and
2006 and Report Of Independent Registered Public Accounting
Firm
|
Exhibit
31.01 and 31.02
|
Rule
13a – 14(a) / 15d – 14(a)
Certifications
|
Exhibit
32.01 and 32.02
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Sections
1350 Certifications
|
7