Aspect FuturesAccess 10-Q 2008 Q1 Quarterly report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

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

For the quarterly period ended March 31, 2008

                                     OR

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

For the transition period from                  to

Commission File Number 0-51085

ML ASPECT FUTURESACCESS LLC

(Exact Name of Registrant as
specified in its charter)

Delaware	20-1227650
(State or other jurisdiction of	(IRS Employer Identification No.)
incorporation or organization)

c/o Merrill Lynch Alternative Investments LLC

Hopewell Corporate Campus, Building No. 2

1200 Merrill Lynch Drive - First Floor

Pennington, New Jersey 08534

(Address of principal executive offices)

(Zip Code)

609-274-5838

(Registrant’s telephone number, including area code)

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  o

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

Large accelerated filer o	Accelerated filer o
Non-accelerated filer x	Smaller reporting company o
(Do not check if a smaller reporting company)

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

Yes  o         No  x

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court.

Yes  o         No  o

The limited partnership units of the registrant are not publicly traded. Accordingly, there is no aggregate market value for registrant’s outstanding equity that is readily determinable.

ML ASPECT FUTURESACCESS LLC

QUARTERLY REPORT FOR MARCH 31, 2008 ON FORM 10-Q

Table of Contents

	PART I	PAGE
Item 1.	Financial Statements	1
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	9
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	12
Item 4.	Controls and Procedures	15
	PART II
Item 1.	Legal Proceedings	16
Item 1A.	Risk Factors	16
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	18
Item 3.	Defaults Upon Senior Securities	18
Item 4.	Submission of Matters to a Vote of Security Holders	19
Item 5.	Other Information	19
Item 6	Exhibits	19

PART I - FINANCIAL INFORMATION

Item 1.    Financial Statements

ML ASPECT FUTURESACCESS LLC

(a Delaware Limited Liability Company)

STATEMENTS OF FINANCIAL CONDITION

	March 31,			December 31,
	2008			2007
	(unaudited)
ASSETS:
Equity in commodity futures trading accounts:
Cash (including restricted cash of $22,536,209 for 2008 and $40,922,943 for 2007)	$	304,934,142		$	267,131,712
Net unrealized profit (loss) on open contracts	(2,644,361		)	9,368,575
Cash	25,592			40,779
Accrued interest	666,089			966,433
TOTAL ASSETS	$	302,981,462		$	277,507,499
LIABILITIES AND MEMBERS’ CAPITAL:
LIABILITIES:
Brokerage commissions payable	$	43,256		$	126,258
Management fee payable	463,064			419,877
Sponsor fee payable	269,593			247,535
Performance fee payable	6,604,162			1,956,978
Redemptions payable	20,452,333			8,473,549
Initial offering costs payable	14,790			19,200
Other	359,150			249,128
Total liabilities	28,206,348			11,492,525
MEMBERS’ CAPITAL:
Sponsor’s Interest (20,647 Units and 20,647 Units)	28,420			25,576
Members’ Interest (192,579,129 Units and 208,133,972 Units)	274,746,694			265,989,398
Total members’ capital	274,775,114			266,014,974
TOTAL LIABILITIES AND MEMBERS’ CAPITAL	$	302,981,462		$	277,507,499
NET ASSET VALUE PER UNIT (Note 2)
(Based on 192,599,776 and 208,154,619 Units outstanding, unlimited Units authorized)

See notes to financial statements.

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ML ASPECT FUTURESACCESS LLC

(a Delaware Limited Liability Company)

STATEMENTS OF OPERATIONS

(unaudited)

	For the three				For the three
	months ended				months ended
	March 31,				March 31,
	2008				2007
TRADING PROFIT (LOSS):
Realized	$	50,131,890			$	(3,125,951	)
Change in unrealized	(12,012,936			)	(3,040,799		)
Brokerage commissions	(199,538			)	(140,885		)
Total trading profit (loss)	37,919,416				(6,307,635		)
INVESTMENT INCOME:
Interest	2,216,771				1,613,074
EXPENSES:
Management fee	1,372,494				637,807
Sponsor fee	805,897				589,041
Performance fee	6,645,820				—
Other	221,150				137,429
Total expenses	9,045,361				1,364,277
NET INVESTMENT INCOME (LOSS)	(6,828,590			)	248,797
NET INCOME (LOSS)	$	31,090,826			$	(6,058,838	)
NET INCOME (LOSS) PER UNIT:
Weighted average number of Units outstanding
Class A	18,211,237				16,111,013
Class C	79,587,740				67,952,141
Class D	16,176,578				14,730,822
Class I	11,330,817				12,495,885
Class D-SM	16,129,678				—
Class D-TF	66,921,843				—
Net income (loss) per weighted average Unit
Class A	$		0.1378		$	(0.0546	)
Class C	$		0.1358		$	(0.0557	)
Class D	$		0.1564		$	(0.0504	)
Class I	$		0.1476		$	(0.0520	)
Class D-SM	$		0.1432		$	—
Class D-TF	$		0.1682		$	—

See notes to financial statements.

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ML ASPECT FUTURESACCESS LLC

(a Delaware Limited Liability Company)

STATEMENTS OF CHANGES IN MEMBERS’ CAPITAL

For the three months ended March 31, 2008 and 2007

(unaudited)

	Members’ Capital				Members’ Capital	Members’ Capital				Members’ Capital
	December 31, 2006	Subscriptions	Redemptions		March 31, 2007	December 31, 2007	Subscriptions	Redemptions		March 31, 2008
Class A	13,798,588	2,941,588	(157,626	)	16,582,550	17,887,996	1,269,955	(1,635,783	)	17,522,168
Class C	63,313,746	8,161,048	(1,054,073	)	70,420,721	79,170,266	2,603,884	(9,208,125	)	72,566,025
Class D	13,531,909	1,397,960	(1,330,000	)	13,599,869	16,300,492	—	(5,985,184	)	10,315,308
Class I	12,118,637	939,806	(35,000	)	13,023,443	11,363,798	424,595	(925,264	)	10,863,129
Class D-SM	—	—	—		—	13,768,122	4,145,549	—		17,913,671
Class D-TF	—	—	—		—	69,643,298	—	(6,244,470	)	63,398,828
Total Members’ Units	102,762,880	13,440,402	(2,576,699	)	113,626,583	208,133,972	8,443,983	(23,998,826	)	192,579,129
Class A	10,319	—	—		10,319	10,319	—	—		10,319
Class C	10,328	—	—		10,328	10,328	—	—		10,328
Class D	—	—	—		—	—	—	—		—
Class I	—	—	—		—	—	—	—		—
Class D-SM	—	—	—		—	—	—	—		—
Class D-TF	—	—	—		—	—	—	—		—
Total Sponsor’s Units	20,647	—	—		20,647	20,647	—	—		20,647

See notes to financial statements.

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ML ASPECT FUTURESACCESS LLC

(a Delaware Limited Liability Company)

STATEMENTS OF CHANGES IN MEMBERS’ CAPITAL

For the three months ended March 31, 2008 and 2007

(unaudited)

	Members’ Capital							Net Income			Members’ Capital		Members’ Capital									Members’ Capital
	December 31, 2006		Subscriptions		Redemptions			(Loss)			March 31, 2007		December 31, 2007		Subscriptions		Redemptions			Net Income (Loss)		March 31, 2008
Class A	$	16,089,634	$	3,430,444	$	(179,765	)	$	(879,118	)	$	18,461,195	$	22,428,464	$	1,779,613	$	(2,272,637	)	$	2,508,639	$	24,444,079
Class C	72,750,991		9,296,488		(1,189,828		)	(3,787,177		)	77,070,474		96,858,723		3,388,161		(12,528,040		)	10,808,932		98,527,776
Class D	16,414,106		1,686,999		(1,546,923		)	(741,948		)	15,812,234		21,583,979		—		(8,861,492		)	2,530,325		15,252,812
Class I	14,198,284		1,076,015		(39,221		)	(649,488		)	14,585,590		14,374,152		563,033		(1,306,484		)	1,672,637		15,303,338
Class D-SM	—		—		—			—			—		18,235,954		5,951,868		—			2,309,827		26,497,649
Class D-TF	—		—		—			—			—		92,508,126		—		(9,044,708		)	11,257,622		94,721,040
Total Members’ Interests	$	119,453,015	$	15,489,946	$	(2,955,737	)	$	(6,057,731	)	$	125,929,493	$	265,989,398	$	11,682,675	$	(34,013,361	)	$	31,087,982	$	274,746,694
Class A	$	12,035	$	—	$	—		$	(542	)	$	11,493	$	12,940	$	—	$	—		$	1,457	$	14,397
Class C	11,870		—		—			(565		)	11,305		12,636		—		—			1,387		14,023
Class D	—		—		—			—			—		—		—		—			—		—
Class I	—		—		—			—			—		—		—		—			—		—
Class D-SM													—		—		—			—		—
Class D-TF													—		—		—			—		—
Total Sponsor’s Interest	$	23,905	$	—	$	—		$	(1,107	)	$	22,798	$	25,576	$	—	$	—		$	2,844	$	28,420
Total Members’ Capital	$	119,476,920	$	15,489,946	$	(2,955,737	)	$	(6,058,838	)	$	125,952,291	$	266,014,974	$	11,682,675	$	(34,013,361	)	$	31,090,826	$	274,775,114

See notes to financial statements.

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ML ASPECT FUTURESACCESS LLC

(a Delaware Limited Liability Company)

NOTES TO FINANCIAL STATEMENTS

(unaudited)

1.     SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

ML Aspect FuturesAccess LLC (the “Fund”) was organized under the Delaware Limited Liability Company Act on May 17, 2004 and commenced trading activities on April 1, 2005. The Fund issues new units of limited liability company interest (“Units”) at Net Asset Value per Unit. The Fund engages in the speculative trading of futures, options on futures and forward contracts on a wide range of commodities. Aspect Capital Limited (“Aspect”) is the trading advisor of the Fund.

Merrill Lynch Alternative Investments LLC (“MLAI”) is the Sponsor (“Sponsor”) and Manager (“Manager”) of the Fund. 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 Fund’s commodity broker.

In the opinion of management, the financial statements contain all adjustments necessary to present fairly the financial position of the Fund as of March 31, 2008, and the results of its operations for the three months ended March 31, 2008 and 2007.  However, the operating results for the interim periods may not be indicative of the results for the full year.

Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been omitted.  It is suggested that these financial statements be read in conjunction with the financial statements and notes thereto included in the Fund’s Annual Report on Form 10-K filed with the Securities and Exchange Commission for the year ended December 31, 2007.

The preparation of financial statements in conformity with 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.

2.NET ASSET VALUE PER UNIT

For financial reporting purposes, in conformity with U.S. GAAP, the Fund deducted the total initial offering costs at inception from Members’ Capital for purposes of determining Net Asset Value.  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 at March 31, 2008 and December 31, 2007 are as follows:

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March 31, 2008

	Net Asset Value					Net Asset Value per Unit
	All Other Purposes		Financial Reporting		Number of Units	All Other Purposes		Financial Reporting
Class A	$	24,458,476	$	24,458,476	17,532,487	$	1.3950	$	1.3950
Class C	98,545,255		98,541,799		72,576,353	1.3578		1.3578
Class D	15,256,840		15,252,812		10,315,308	1.4790		1.4787
Class I	15,310,644		15,303,338		10,863,129	1.4094		1.4087
Class D-SM	26,497,649		26,497,649		17,913,671	1.4792		1.4792
Class D-TF	94,721,040		94,721,040		63,398,828	1.4941		1.4941
	$	274,789,904	$	274,775,114	192,599,776

At December 31, 2007

	Net Asset Value					Net Asset Value per Unit
	All Other Purposes		Financial Reporting		Number of Units	All Other Purposes		Financial Reporting
Class A	$	22,441,846	$	22,441,404	17,898,315	$	1.2539	$	1.2538
Class C	96,877,717		96,871,359		79,180,594	1.2235		1.2234
Class D	21,588,645		21,583,979		16,300,492	1.3244		1.3241
Class I	14,381,886		14,374,152		11,363,798	1.2656		1.2649
Class D-SM	18,235,954		18,235,954		13,768,122	1.3245		1.3245
Class D-TF	92,508,126		92,508,126		69,643,298	1.3283		1.3283
	$	266,034,174	$	266,014,974	208,154,619

3. MARKET AND CREDIT RISK

The nature of this Fund has certain risks, which cannot 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 Fund’s Net unrealized profit (loss) on such derivative instruments as reflected in the Statements of Financial Condition. The Fund’s exposure to market risk is influenced by a number of factors, including the relationships among the derivative instruments held by the Fund as well as the volatility and liquidity of the markets in which the derivative instruments are traded. Investment 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

6

monitoring the trading of Aspect, calculating the Net Asset Value of the Fund 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 Fund’s market exposure, MLAI may urge Aspect 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 simply of the ongoing process of advisor monitoring, with the market risk controls being applied by Aspect.

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 profit, if any, included in the Statements of Financial Condition. The Fund attempts to mitigate this risk by dealing exclusively with Merrill Lynch entities as clearing brokers.

The Fund, in its normal course of business, enters into various contracts, with MLPF&S acting as its 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.

4.RECENT ACCOUNTING PRONOUNCEMENTS

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 hierarchal 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. As required by FAS 157, the Fund does not adjust the quoted price for these investments even in situations where the Fund holds a large position and a sale could reasonably impact the quoted price.

7

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 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 and include situations where there is little, if any, market activity for the investment. Fair value for these investments is determined using valuation methodologies that consider a range of factors, including but not limited to the price at which the investment was acquired, the nature of the investment, local market conditions, trading values on public exchanges for comparable securities, current and projected operating performance and financing transactions subsequent to the acquisition of the investment. The inputs into the determination of fair value require significant management judgment. Due to the inherent uncertainty of these estimates, these values may differ materially from the values that would have been used had a ready market for these investments existed. Investments that are included in this category generally are privately held debt and equity securities.

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. The Sponsor’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 investments by the above FAS 157 fair value hierarchy levels as of March 31, 2008:

	Total			Level I			Level II			Level III
Net unrealized profit (loss) on open contracts	$	(2,644,361	)	$	(2,595,052	)	$	(49,309	)	N/A

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.

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Item 2.            Management’s Discussion and Analysis of Financial Condition and Results of Operations

MONTH-END NET ASSET VALUE PER UNIT

(NON U.S. GAAP)

MLAI believes that the Net Asset Value used to calculate subscription and redemption value and to report performance to investors throughout the year is the most valuable to the Members of the Fund.  Therefore, the charts below referencing Net Asset Value and performance measurements are based on the Net Asset Value for all other purposes, as discussed in Note 2 to the financial statements.

Class A

	Jan.		Feb.		Mar.
2007	$	1.1952	$	1.1332	$	1.1134
2008	$	1.3141	$	1.4206	$	1.3950

Class C

	Jan.		Feb.		Mar.
2007	$	1.1769	$	1.1150	$	1.0946
2008	$	1.2812	$	1.3839	$	1.3578

Class D

	Jan.		Feb.		Mar.
2007	$	1.2452	$	1.1823	$	1.1631
2008	$	1.3898	$	1.5043	$	1.4790

Class I

	Jan.		Feb.		Mar.
2007	$	1.2019	$	1.1402	$	1.1206
2008	$	1.3268	$	1.4348	$	1.4094

Class D-SM

	Jan.		Feb.		Mar.
2007	N/A		N/A		N/A
2008	$	1.3899	$	1.5043	$	1.4792

Class D-TF

	Jan.		Feb.		Mar.
2007	N/A		N/A		N/A
2008	$	1.3982	$	1.5206	$	1.4941

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Performance Summary

January 1, 2008 to March 31, 2008

The Fund posted profits for the quarter with the interest rates, agriculture, stock indices, currencies, and the metals sectors posting gains while the energy sector posted losses.

The interest rate sector posted profits for the Fund at the beginning of the year. The weak economic data early in January suggested an increased likelihood of a recession that was reflected in an increased level of risk aversion on the part of many investors. This prompted the U.S. Federal Reserve to cut interest rates by a total of 125 basis points. The Fund’s long positions in short term interest rates were particularly profitable as were the long positions in bonds. The reduction in interest rates created positive market sentiment. Profits continued to be posted to the Fund mid-quarter only to be offset by losses at the end of the quarter due to short term interest rates finishing down.

The agriculture sector posted profits for the Fund. Profits were posted to the Fund at the beginning of the year driven by long positions in corn and soybean. The agriculture sector was the best performing sector mid-quarter due to the robust gains from the Fund’s long positions in soybeans, coffee and wheat. Amid high volatility, the markets reversed sharply at the end of the quarter, causing long positions to give back some of their gains made earlier in the year.

The stock indices sector posted profits for the Fund. Short positions in many equity indices were profitable for the Fund at the beginning of the year which continued through the mid-quarter. Profits were posted for the Fund at the end of the quarter as short positions in stock indices took advantage of further market weakness, especially in Japan.

The currency sector posted profits for the Fund. After recent months that have witnessed higher volatility in foreign exchange, global currency markets were relatively subdued in January with a small loss in the currency sector. The Euro versus the U.S. dollar and the U.S. dollar versus the Swiss Franc pairs were the most profitable positions for the Fund after the U.S. dollar finished near record lows against several of the major currencies at the end of the mid-quarter. The currency sector finished profitably as positions benefited from the continued depreciation of the U.S. dollar against the Euro and Swiss Franc.

The metals sector posted profits for the Fund. Profits were posted to the Fund at the beginning of the year. The Fund’s long positions in precious metals accounted for much of the gains posted for the Fund in the middle of the quarter. The Fund struggled in the final weeks of the quarter with losses posted for the Fund from precious metals amid high market volatility.

The energy sector posted losses for the Fund. A negative contribution from energies as the strength in oil prices seen at the end of 2007 reversed posting losses for the Fund at the beginning of the quarter. The Fund’s long positions in oils accounted for much of the gains posted to the Fund mid-quarter. The energies sector saw more mixed results, but strong performance in gas oil and heating oil ensured a net profit for the Fund as the quarter ended.

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January 1, 2007 to March 31, 2007

The Fund posted an overall loss for the quarter with the agriculture sector posting gains and currencies, metals, stock indices, interest rate and the 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 trading environment resulting with gains in the mid-quarter only. Losses were posted at the beginning of the quarter and at the end as the price reversal in corn was a key element of the losses in the sector.

The currency sector was not profitable for the Fund.  At the beginning of the quarter began with gains due to the short positions which captured the sell off in the U.K. gilts and the British pound following 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 in the U.S. dollar strengthened following the U.S. economic data releases and the lack of rate hikes by the Bank of Japan. In the wake of increased market volatility mid-quarter, the Japanese yen strengthened against the major currencies as investors liquidated their Japanese yen carry trade positions. This caused losses due to the short positions in the Japanese yen. However, the quarter is ended with currencies posting gains as the short positions in Euribor and the British pound were profitable as prices fell, helped by stronger than expected economic data releases in the United Kingdom and Eurozone.  Also finishing profitably was the U.S. dollar which depreciated against the other major currencies coupled with weaker than expected data releases and rising concerns about the U.S. sub-prime mortgage market aided gains being posted.

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

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

The interest rate sector posted losses for the Fund. The quarter began and 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. Short positions in energies posted gains at the beginning of the quarter for the Fund as oil prices continued to fall, before a mid-month reversal driven by bad weather conditions pared back some of these gains. However, losses were incurred mid-quarter through to the end of quarter as oil prices rallied against the Fund’s short positions driven by mounting geopolitical pressures.

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Item 3.   Quantitative and Qualitative Disclosures About Market Risk

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

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

The Fund, under the direction of Aspect, rapidly acquires and liquidates both long and short positions in a wide range of different markets.  Consequently, it is not possible to predict how a particular future market scenario will affect performance, and the Fund’s past performance is not necessarily indicative of its future results.

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

Quantifying The Fund’s Trading Value At Risk

Quantitative Forward-Looking Statements

The following quantitative disclosures regarding the Fund’s market risk exposures contain “forward-looking statement” within the meaning of the safe harbor from civil liability provided for such statements by the Private Securities Litigation Reform Act of 1995 (set forth in Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934).  All quantitative disclosures in this section are deemed to be forward-looking statements for purposes of the safe harbor, except for statements of historical fact.

The Fund’s risk exposure in the various market sectors traded by Aspect is quantified below in terms of Value at Risk.  Due to the Fund’s mark-to-market accounting, any loss in the fair value of 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-traded contracts in which profits and losses on open positions are settled daily through variation margin).

Maintenance margin requirements have been used by the Fund as the measure of its Value at Risk.  Maintenance margin requirements are set by exchanges to equal or exceed the maximum loss in the fair value of any given contract incurred in 95%-99% of the one-day time periods included in the historical sample (generally approximately one year) researched for purposes of establishing margin levels.  The maintenance margin levels are established by dealers and exchanges using historical price studies as well as an assessment of current market volatility (including the implied volatility of the options on a given futures contract) and economic fundamentals to provide a probabilistic estimate of the maximum expected near-term one-day price fluctuation.

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In the case of market sensitive instruments which are not exchange-traded (almost exclusively currencies in the case of the Fund), the margin requirements for the equivalent futures positions have been used as Value at Risk.  In those rare cases in which a futures-equivalent margin is not available, dealers’ margins have been used.

100% positive correlation in the different positions held in each market risk category has been assumed.  Consequently, the margin requirements applicable to the open contracts have been aggregated to determine each trading category’s aggregate Value at Risk.  The diversification effects resulting from the fact that the Fund’s positions are rarely, if ever, 100% positively correlated have not been reflected.

The Fund’s Trading Value at Risk in Different Market Sectors

The following table indicates the average, highest and lowest trading Value at Risk associated with the Fund’s open positions by market category for the fiscal period. For the three months ended March 31, 2008 and 2007, the Fund’s average Month-end Net Asset Value for all other purposes was $277,770,214 and $124,502,361 respectively.

March 31, 2008

	Average		% of Average		Highest Value		Lowest Value
Market Sector	Value at Risk		Capitalization		At Risk		At Risk
Agricultural Commodities	$	1,517,033	0.55	%	$	3,229,047	$	426,019
Currencies	5,059,466		1.82	%	9,038,747		2,613,426
Energy	2,288,745		0.82	%	4,458,641		843,891
Interest Rates	12,596,381		4.53	%	18,364,205		8,163,193
Metals	958,341		0.35	%	2,047,636		139,919
Stock Indices	2,160,333		0.78	%	3,820,724		756,881
TOTAL	$	24,580,299	8.85	%	$	40,959,000	$	12,943,329

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

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Material Limitations on Value at Risk as an Assessment of Market Risk

The face value of the market sector instruments held by the Fund is typically many times the applicable maintenance margin requirement (maintenance margin requirements generally ranging between approximately 1% and 10% of contract face value) as well as many times the capitalization of the Fund.  The magnitude of the Fund’s open positions creates a “risk of ruin” not typically found in most other investment vehicles.  Because of the size of its positions, certain market conditions — unusual, but historically recurring from time to time — could cause the Fund to incur severe losses over a short period of time.   The foregoing Value at Risk table — as well as the past performance of the Fund — gives no indication of this “risk of ruin.”

Non-Trading Risk

Foreign Currency Balances; Cash on Deposit with MLPF&S

The Fund has non-trading market risk on its foreign cash balances not needed for margin. However, these balances (as well as the market risk they represent) are immaterial.

The Fund also has non-trading market risk on the approximately 90%-95% of its assets which are held in cash at MLPF&S. The value of this cash is not interest rate sensitive, but there is cash flow risk in that if interest rates decline so will the cash flow generated on these monies. This cash flow risk is immaterial.

Qualitative Disclosures Regarding Primary Trading Risk Exposures

The following qualitative disclosures regarding the Fund’s market risk exposures — except for (i) those disclosures that are statements of historical fact and (ii) the descriptions of how the Fund manages its primary market risk exposures — constitute forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act. The Fund’s primary market risk exposures as well as the strategies used and to be used by MLAI and Aspect for managing such exposures are subject to numerous uncertainties, contingencies and risks, any one of which could cause the actual results of the Fund’s risk controls to differ materially from the objectives of such strategies. Government interventions, defaults and expropriations, illiquid markets, the emergence of dominant fundamental factors, political upheavals, changes in historical price relationships, an influx of new market participants, increased regulation and many other factors could result in material losses as well as in material changes to the risk exposures and the risk management strategies of the Fund. There can be no assurance that the Fund’s current market exposure and/or risk management strategies will not change materially or that any such strategies will be effective in either the short- or long-term. Investors must be prepared to lose all or substantially all of the time value of their investment in the Fund.

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Item 4. Controls and Procedures

MLAI’s Chief Executive Officer and the Chief Financial Officer, on behalf of the Fund, have evaluated the effectiveness of the design and operation of the disclosure controls and procedures with respect to the Fund as of and for the quarter which ended March 31, 2008, and, based on this evaluation, have concluded that these disclosure controls and procedures are effective. Additionally, there were no significant changes in the Fund’s internal controls over financial reporting which materially affect such internal controls.

Changes in Internal Controls over Financial Reporting

No change in internal controls over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) occurred during the quarter which ended March 31, 2008 that has materially affected, or is reasonable likely to materially affect, the Fund’s internal controls, over financial reporting.

Management’s Report on Internal Control over Financial Reporting:

The Fund’s management is responsible for establishing and maintaining adequate internal controls over financial reporting.  The Fund’s internal controls over financial reporting is a process designed under the supervision of MLAI’s Chief Executive Officer and the Chief Financial Officer, on behalf of the Fund and is effected by management, other personnel and service providers to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with U.S. GAAP include policies and procedures that:

·   Pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the Fund.

·   Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with U.S. GAAP and that receipts and expenditures of the Fund are being made only in accordance with authorizations of management of the Fund’s and Board of Managers of MLAI LLC.

·   Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisitions, use or disposition of the Fund’s assets that could have a material effect on the financial statements of the Fund.

Because of its inherent limitations, internal controls over financial reporting can only provide reasonable assurance with respect to financial statement preparation and presentation.  Projections of any evaluation of effectiveness to future periods are subject to the risks that controls may become inadequate because of changes in condition, or that the degree of compliance with the policies or procedures may deteriorate.

The Fund’s management assessed the effectiveness of the Fund’s internal controls over financial reporting as March 31, 2008.  In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in “Internal Control-Integrated Framework”.

Based on its assessment the Fund’s management concluded that at March 31, 2008 the Fund’s internal controls over financial reporting was effective.

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PART II - OTHER INFORMATION

Item 1.	Legal Proceedings
	None.

Item 1A.  Risk Factors

Past Performance Not Necessarily Indicative of Future Results

Past performance is not necessarily indicative of future results.  The trading advisor’s past performance may not be representative of how it may trade in the future for the Fund.

Volatile Markets; Highly Leveraged Trading

Futures and forward trading is highly leveraged, and market price levels are volatile and materially affected by unpredictable factors such as weather and governmental intervention.  The combination of leverage and volatility creates a high degree of risk.

Importance of General Market Conditions

Overall market or economic conditions — which neither MLAI nor the trading advisor can predict or control — have a material effect on the performance of any managed futures strategy.

Forward Trading

The Fund will trade currencies in the forward markets in addition to in the futures markets.  The forward markets are over-the-counter, non-exchange markets, and in trading in these markets, the Fund will be dependent on the credit standing of the counterparties with which they trade, without the financial support of any clearinghouse system.  In addition, the prices offered for the same forward contract may vary significantly among different forward market participants.  Forward market counterparties are under no obligation to enter into forward transactions with a Fund, including transactions through which the Fund is attempting to liquidate open positions.

Increased Assets Under Management

There appears to be a tendency for the rates of return achieved by managed futures advisors to decline as assets under management increase.  The trading advisor has not agreed to limit the amount of additional equity which it may manage.

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Trading Advisor Risk

The Fund is subject to the risk of the bad judgment, negligence or misconduct of its trading advisor.  There have been a number of instances in recent years in which private investment funds have incurred substantial losses due to manager misconduct.

Changes in Trading Strategy

The trading advisor may make material changes in its trading strategies without the knowledge of MLAI.

Illiquid Markets

Certain positions held by the Fund may become illiquid, preventing the Fund’s trading advisor from acquiring positions otherwise indicated by its strategy or making it impossible for the trading advisor to close out positions against which the market is moving.

Certain futures markets are subject to “daily price limits,” restricting the maximum amount by which the price of a particular contract can change during any given trading day.  Once a contract’s price has moved “the limit,” it may be impossible or economically non-viable to execute trades in such contract.  From time to time, prices have moved “the limit” for a number of consecutive days, making it impossible for traders against whose positions the market was moving to prevent large losses.

Trading on Non-U.S. Exchanges

The trading advisor may trade extensively on non-U.S. exchanges.  These exchanges are not regulated by any United States governmental agency.  The Fund could incur substantial losses trading on foreign exchanges to which it would not have been subject had its trading advisor limited its trading to U.S. markets.

The profits and losses derived from trading foreign futures and options will generally be denominated in foreign currencies; consequently, the Fund will be subject to a certain degree of exchange-rate risk in trading such contracts.

The Fund Could Lose Assets and Have Its Trading Disrupted Due to the Bankruptcy of One of the Parties

The Fund is subject to the risk of insolvency of a counterparty, an exchange, a clearinghouse or MLPF&S. Fund assets could be lost or impounded during lengthy bankruptcy proceedings.  Were a substantial portion of the Fund’s capital tied up in a bankruptcy, MLAI might suspend or limit trading, perhaps causing the Fund to miss significant profit opportunities. There are increased risks in dealing with unregulated trading counterparties including the risk that assets may not benefit from the protection afforded to “customer funds” deposited with regulated dealers and brokers.

17

Item 2.Unregistered Sales of Equity Securities and Use of Proceeds

(a)   Issuance to accredited investors pursuant to Regulation D and Section 4(6) under the Securities Act.  The selling agent of the following Class of Units was MLPF&S.

CLASS A
	Subscription
	Amount		Units	NAV (1)
Jan-08	$	59,360	47,340	$	1.2539
Feb-08	204,746		155,807	1.3141
Mar-08	1,515,507		1,066,808	1.4206
Apr-08	329,340		236,086	1.3950

CLASS D
	Subscription
	Amount		Units	NAV (1)
Jan-08	$	—	—	$	1.3244
Feb-08	—		—	1.3898
Mar-08	—		—	1.5043
Apr-08	974,999		659,229	1.4790

CLASS D-SM
	Subscription
	Amount		Units	NAV (1)
Jan-08	$	1,404,330	1,060,272	$	1.3245
Feb-08	1,137,736		818,574	1.3899
Mar-08	3,409,802		2,266,703	1.5043
Apr-08	10,243,376		6,924,943	1.4792

CLASS C
	Subscription
	Amount		Units	NAV (1)
Jan-08	$	987,828	807,379	$	1.2235
Feb-08	1,071,005		835,939	1.2812
Mar-08	1,329,328		960,566	1.3839
Apr-08	4,467,945		3,290,577	1.3578

CLASS I
	Subscription
	Amount		Units	NAV (1)
Jan-08	$	45,535	35,979	$	1.2656
Feb-08	492,498		371,192	1.3268
Mar-08	25,000		17,424	1.4348
Apr-08	807,141		572,684	1.4094

CLASS D-TF
	Subscription
	Amount		Units	NAV (1)
Jan-08	$	—	—	$	1.3283
Feb-08	—		—	1.3982
Mar-08	—		—	1.5206
Apr-08	—		—	1.4941

(1) Net Asset Value for all other purposes.

(b) None.

(c) None.

Item 3.Defaults Upon Senior Securities

None.

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Item 4.Submission of Matters to a Vote of Security Holders

None.

Item 5.Other Information

None.

Item 6.Exhibits

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

31.01 and 31.02Rule 13a-14(a)/15d-14(a) Certifications

Exhibit 31.01 and 31.02:Are filed herewith.

32.01 and 32.02Section 1350 Certifications

Exhibit 32.01 and 32.02Are filed herewith.

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SIGNATURES

Pursuant to the requirements 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 ASPECT FUTURESACCESS LLC
	By:	MERRILL LYNCH ALTERNATIVE
		INVESTMENTS LLC
		(Manager)
Date: May 14, 2008	By	/s/ PAUL MORTON
		Paul Morton
		Chief Executive Officer, President and Manager
		(Principal Executive Officer)
Date: May 14, 2008
	By	/s/ BARBRA E. KOCSIS
		Barbra E. Kocsis
		Chief Financial Officer
		(Principal Financial and Accounting Officer)

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