UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

AMENDMENT NO. 2

FORM 10

GENERAL FORM FOR REGISTRATION OF SECURITIES
Pursuant to Section 12(b) or 12(g) of the Securities Exchange Act of 1934

UBS MANAGED FUTURES LLC (ASPECT SERIES)
(Exact name of registrant as specified in its charter)

DELAWARE 03-0607985
-------- ----------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)

c/o UBS MANAGED FUND SERVICES INC.
One North Wacker Drive
31st Floor
Chicago, Illinois 60606
(Address of principal executive offices) (zip code)

(877) 272-2613
(Registrant's telephone number, including area code)

--------------------------

Copy to:

David R. Sawyier
Sidley Austin LLP
One South Dearborn Street
Chicago, Illinois 60603

Securities to be registered pursuant to Section 12(b) of the Act: None

Securities to be registered pursuant to Section 12(g) of the Act: Units of Limited Liability Company Interest
-------------------------------------------
(Title of Class)

Table of Contents

Item 1: Business.................................................................................................1

Item1A: Risk Factors............................................................................................27

Item 2: Financial Information...................................................................................42

Item 3: Properties..............................................................................................42

Item 4: Security Ownership of Certain Beneficial Owners and Management..........................................42

Item 5: Directors and Executive Officers........................................................................42

Item 6: Executive Compensation..................................................................................47

Item 7: Certain Relationships and Related Transactions..........................................................47

Item 8: Legal Proceedings.......................................................................................48

Item 9: Market Price of and Dividends on the Registrant's Common Equity and Related Stockholder Matters.........49

Item 10: Recent Sales of Unregistered Securities................................................................49

Item 11: Description of Registrant's Securities to be Registered................................................49

Item 12: Indemnification of Directors and Executive Officers....................................................53

Item 13: Financial Statements and Supplementary Data............................................................53

Item 14: Changes in and Disagreements with Accountants on Accounting and Financial Disclosure...................53

Item 15: Financial Statements and Exhibits......................................................................54

Item 1: BUSINESS

UBS MANAGED FUTURES LLC (ASPECT SERIES)

ORGANIZATIONAL CHART

The organizational chart below illustrates the relationships among various
service providers. UBS Managed Fund Services Inc. is the sponsor (the
"Sponsor") of UBS Managed Futures LLC (the "Platform") of which UBS Managed
Futures LLC (Aspect Series) (the "Aspect Series") is a "segregated series."
The Aspect Series is hereby registering its units of limited liability company
interest. The Aspect Series' commodity trading advisor ("CTA") is not
affiliated with the Sponsor or the Platform. However, the Aspect Series is an
affiliate of the Sponsor, UBS Securities LLC and other related affiliates.

---------------
Non-U.S.
Investors
---------------
|
|
|
V
---------------------------
---------------
U.S. UBS Managed Futures SPC
Investors
--------------- / ---------------------------
| /
| /
| /
V V
---------------------------------------------------

UBS Managed Futures LLC

/ --------------------------------------------------- \
Aspect Series / Series B / Series C| Series D\ Series E\
(The Registrant) / / | \ \
/ / | \ \
/ / | \ \
\/ V V V \/
----------------- ----------------- ----------------- ----------------- -----------------
CTA's trade on Aspect CTA B CTA C CTA D CTA E
behalf of Trading Capital
Funds Limited
----------------- ----------------- ----------------- ----------------- -----------------
| | | | |
| | | | |
| | | | |
V V V V V
----------------- ----------------- ----------------- ----------------- -----------------
UBS Managed Trading Fund B Trading Fund C Trading Fund D Trading Fund E
Futures (Aspect)
LLC
----------------- ----------------- ----------------- ----------------- -----------------
\ \ | / /
\ \ | / /
\ \ | / /
\ \ | / /
\ \ | / /
\ \ | / /
\ \ | / /
\ \ | / /
\ V V V /
\ ----------------------------------- /
Each Trading Fund will \ /
have a managed account \/ UBS Securities LLC \/
at UBS Securities LLC
-----------------------------------

The Aspect Series is the only series of the Platform currently being offered.
Although it is intended that other series of the Platform will be offered,
there can be no assurance that this will occur. The Aspect Series will invest
substantially all of its assets into UBS Managed Futures (Aspect) LLC, which
is a separate limited liability company.

Other than the CTAs, all of the entities indicated in the organizational chart
are UBS affiliates. See "Conflicts of Interest" beginning at page 23 and
"Certain Relationships and Related Transactions" beginning at page 47.

For convenience, UBS Managed Fund Services Inc. and entities affiliated with
it are sometimes collectively referred to as "UBS."

(a) General development of business

The Aspect Series is a "segregated portfolio" of the Platform that utilizes a
professional trading advisor to engage in the trading of commodity futures
contracts, other commodity interests, options and forward contracts. It is
anticipated that the Aspect Series will commence trading in February 2007 (or
such later date as otherwise determined by the Sponsor).

The Platform was formed on July 25, 2006 as a Delaware "series limited
liability company" issuing different series (each a "Series") of units of
limited liability company interest ("Units"). The Series are legally
segregated from each other such that under Delaware law one Series should not
be liable for the obligations of any other Series. As a matter of law, the
question as to whether one series of a "series limited liability company" will
be liable for the obligations of any other series of the same "series limited
liability company" has not been tested in the federal bankruptcy courts. As a
result, although the Sponsor believes that one Series will not be liable for
the obligations of another Series, it cannot be certain. The Sponsor's belief
that one Series will not be liable for the obligations of another Series is
based on the Platform's compliance with ss. 18-215 of the Delaware Limited
Liability Company Act, as amended, which states in pertinent part that "in the
event that a limited liability company agreement establishes or provides for
the establishment of [one] or more series, and if separate and distinct
records are maintained for any such series and the assets associated with any
such series are held in such separate and distinct records (directly or
indirectly, including through a nominee or otherwise) and accounted for in
such separate and distinct records separately from the other assets of the
limited liability company, or any other series thereof, and if the limited
liability company agreement so provides, and if notice of the limitation on
liabilities of a series as referenced in this subsection is set forth in the
certificate of formation of the limited liability company, then the debts,
liabilities, obligations and expenses incurred, contracted for or otherwise
existing with respect to a particular series shall be enforceable against the
assets of such series only, and not against the assets of the limited
liability company generally or any other series thereof, and, unless otherwise
provided in the limited liability company agreement, none of the debts,
liabilities, obligations and expenses incurred, contracted for or otherwise
existing with respect to the limited liability company generally or any other
series thereof shall be enforceable against the assets of such series."

Each Series will invest substantially all of its capital in a wholly-owned
subsidiary or an existing fund (each a "Trading Fund") managed by a single
professional managed futures advisor (a "Trading Advisor"). The parent company
of each Trading Fund will be the Series that invests its capital into such
Trading Fund.

The Platform is being sponsored by the Sponsor and has been formed with the
objective of providing a platform on which sophisticated investors may
customize their own managed futures portfolios by allocating capital among the
different Series. Investors who invest in the Platform ("Members") may obtain
exposure to the different Trading Advisors.

The Aspect Series is the initial Series which has been placed on the Platform
and is the registrant under this Form 10. The Sponsor's intention is to make a
number of additional Series available over time. However, the Sponsor cannot
predict how many Series will ultimately be made available, or when such
additional Series will become available.

UBS Managed Futures (Aspect) LLC ("Aspect LLC") is the Trading Fund for the
Aspect Series, for which Aspect Capital Limited ("Aspect") serves as trading
advisor. The terms "Trading Fund," "Trading Advisor," "Series," "Units," and
"Members" as used herein shall reference Aspect LLC, Aspect, the Aspect
Series, the Units of the Aspect Series and investors in such Units,
respectively, unless the context requires otherwise. The Aspect Series and
Aspect LLC are collectively referred to as the "Series," unless the context
requires otherwise.

Substantially all of the funds received by the Series from investors will be
invested in the Trading Fund following the initial issuance of the Units and
the disbursement of such funds from escrow, as discussed herein. Following the
initial issuance of the Units, substantially all of the funds submitted to the
Series by investors will be invested into the Trading Fund without the use of
an escrow account. A portion of such funds may be retained by the Series in
order to pay for relevant Series' expenses or as the result of the Trading
Advisor not accepting further subscriptions at the time the funds are
submitted to the Series. Funds invested by the Series into the Trading Fund
will be deposited by the Trading Fund with UBS Securities LLC, the Series'
clearing broker (the "Clearing Broker"). A portion of the funds held by the
Trading Advisor may not be deposited with the Clearing Broker if the Sponsor
determines it is necessary to retain and utilize such funds in the operation
of the Trading Fund. All funds held by the Trading Fund and/or the Clearing
Broker may be used as margin for the various futures contracts in which the
Trading Fund will invest.

Under the Platform's Limited Liability Company Operating Agreement and the
Series' Separate Series Agreement (collectively, the "Operating Agreement"),
the Series has delegated the exclusive management of all aspects of the
business and administration of the Series to the Sponsor, a Delaware
corporation. The Sponsor may also delegate certain administrative services to
an affiliate or third-party administrator. The Sponsor currently has engaged
DPM Mellon, LLC, 400 Atrium Drive, Somerset, New Jersey 08873 (the
"Administrator") to provide certain administrative services to the Series, as
delegated by the Sponsor.

Although Members have no right to participate in the control or management of
the Series, they are entitled to: (i) vote on, by a majority of the value of
the Units held by Members, or approve certain changes to the Operating
Agreement; (ii) remove the Sponsor by a majority vote of the value of the
Units held by Members, (iii) receive annual audited financial statements and
monthly information as the Commodity Futures Trading Commission ("CFTC")
requires and timely tax information; (iv) inspect the Series' books and
records; and (v) redeem Units as of each month-end, unless redemptions have
been suspended pursuant to the Operating Agreement.

The Sponsor may make certain amendments to the Operating Agreement without the
need of obtaining Members' consent including, but not limited to, in any
manner that does not materially adversely affect the rights of the Members as
a whole. These amendments can also be for clarification of inaccuracies or
ambiguities, to avoid certain events as set forth in the Operating Agreement
or to include any other changes the Sponsor deems advisable in order to comply
with the law or the Operating Agreement.

The Sponsor anticipates that the Series should be treated as a separate
partnership for federal income tax purposes. Due to the legal uncertainty as
to the treatment of the different series of a "series limited liability
company," as discussed above, the Sponsor has not received a legal opinion
regarding the Series' tax treatment.

As of January 24, 2007, the Series had not commenced operations.

(b) Financial Information about segments

The Series' business constitutes only one segment for financial reporting
purposes, i.e. a speculative "commodity pool." The Series does not engage in
sales of goods or services.

General

The Trading Advisor will manage the assets of the Series pursuant to its
Aspect Diversified Program (the "Program"). The Program is a broadly
diversified global trading system that deploys multiple trading strategies
that seek to identify and exploit directional moves in market behavior of a
broad range of global financial instruments including (but not limited to)
futures contracts in bonds, currencies, interest rates, equities, equity
indices, debt securities, selected physical commodities and derivatives. It is
currently anticipated that the Trading Advisor initially will trade futures
contracts in agricultural, energies, metals, bonds, interest rates, equity
indices and currencies. The Trading Advisor will trade these contracts on
commodity exchanges and via various over-the-counter derivatives instruments.
By maintaining comparatively small exposure to any individual market, the aim
is to achieve real diversification.

The core objectives of the Program are to:

(i) produce strong medium-term capital appreciation ("medium-term" generally
referring to a three- to five-year time period);

(ii) seek and exploit profit opportunities in both rising and falling markets
using a disciplined quantitative and systematic investment process;

(iii) ensure real diversification away from overall movements in traditional
bond and stock markets and thereby play a valuable role in enhancing the
risk/return profile of traditional investment portfolios; and

(iv) minimize risk by operating in a diverse range of markets and sectors
using a consistent investment process that adheres to pre-defined and
monitored risk limits (such as value at risk limitations) and determines
market exposure in accordance with factors including (but not limited to)
market correlation, volatility, liquidity and the cost of market access.

The investment approach that underpins the Program is proprietary. The Trading
Advisor's investment philosophy has remained consistent and involves a
scientific approach to investment driven by the Trading Advisor's belief that
market behavior is not random but rather contains statistically measurable and
predictable price movements and anomalies which, through

sophisticated quantitative research and a disciplined approach, can be
successfully identified and exploited for profit.

The Program employs a fully automated system to collect, process and analyze
market data (including current and historical price data) and identify and
exploit directional moves (or "trends") in market behavior, trading across a
variety of frequencies to exploit trends over a range of timescales. In other
words, the Program is not restricted in the volume of its trading or the time
frames in which it holds futures contracts. Positions are taken according to
the aggregate signal and are adjusted to control risk (the "aggregate signal"
being the overall recommendation that a certain trading position be taken, as
generated by the multiple automated systems employed by the Trading Advisor).
For example, the Trading Advisor may adjust a position in order to comply with
the Program's risk control parameters where the aggregate signal indicates
taking the position but the position, if not adjusted, would exceed the
Program's risk control parameters. The Program seeks to maintain positions in
a variety of markets. Market concentration varies according to the strength of
signals, volatility and liquidity, amongst other factors.

Allocation Methodology

Allocations to the strategy, markets and asset classes traded by the Program
are reviewed on a regular basis using a robust and stable quantitative
methodology which takes into account a range of factors that may include
liquidity, risk and expected returns. The Program does not have any inherent
preference for, or bias towards, any market, asset class or instrument but
rather aims to maximize returns within certain liquidity constraints such as
speculative position limits, market disruptions, etc.

Risk Management

A fundamental principle of the Trading Advisor's investment approach is the
importance of a robust risk management framework. The Trading Advisor employs
a value-at-risk methodology and other risk management procedures to monitor
the risk of the Program within pre-defined guidelines. Additionally, the
Trading Advisor has developed mechanisms to control risk at both an individual
market and portfolio level. In order to monitor and respond to changes in the
trading conditions in a market at all times, the Trading Advisor believes a
high level of transparency is required. This transparency is achieved by
generally investing in liquid instruments with real time pricing, although
this may not be possible in all markets or all instruments.

Research Commitment and Program Development

The Trading Advisor's commitment to developing market-leading research means
that it invests heavily in its research capability and that it is continually
developing the Program and searching for new markets, instruments, asset
classes and strategies to incorporate in it with the aim of improving
risk/return characteristics, diversification and capacity. Members are advised
that the Trading Advisor retains the right to develop and make changes to the
Program. The Program is proprietary and highly confidential to the Trading
Advisor. Accordingly, the description of the Program as contained herein is
general only and is not intended to be exhaustive or absolute.

Trading Over-the-Counter with Brokers

Derivative contracts will usually be entered into between the Trading Fund and
a broker or other counterparty as principal (and not as agent). Accordingly,
the Trading Fund is exposed to the risk of loss in the event that the relevant
broker or counterparty fails to comply with the terms of a derivative contract
due to insolvency or other reasons. The insolvency of a broker or any
counterparty involved in a derivative transaction with the Trading Fund may
lead to the account's derivative positions being liquidated or closed out
without the Trading Fund's consent. In certain circumstances, the Trading Fund
may not get back the assets it deposited as collateral and may have to accept
any available payments in accordance with applicable laws.

There is no assurance that the Series' investment program will achieve its
objective, and the Series' actual investment results may vary substantially
from its investment objective.

The Series accesses the Program through the Trading Fund.

The Sponsor

UBS Managed Fund Services Inc., a Delaware corporation, is a wholly-owned,
indirect subsidiary of UBS AG and is a part of the UBS group of companies. The
Sponsor will act as the sponsor and the commodity pool operator of the Series
("CPO"). The principal business office of the Sponsor and the Series, and the
location where the Sponsor's books and records, as well as the Series' books
and records, will be kept, is One North Wacker Drive, 31st Floor, Chicago,
Illinois 60606. The Sponsor's telephone number is (877) 272-2613.

The Sponsor has, as part of a larger acquisition by UBS AG of the futures and
options business of ABN AMRO Holding N.V., assumed the personnel and business
of ABN AMRO Clearing and Management Services, Inc. ("ABN AMRO Clearing"). As a
result of the acquisition, the Sponsor intends to either assume the investment
adviser registration of ABN AMRO Clearing or otherwise register as an
investment adviser under the Investment Advisers Act of 1940, as amended. In
addition, certain principals of ABN AMRO Clearing may become principals of the
Sponsor.

The Sponsor has been registered with the CFTC as a CPO and CTA under the
Commodity Exchange Act, as amended ("CEA"), and has been a member of the
National Futures Association ("NFA") since July 2003. The Sponsor has not
managed assets, whether through funds or otherwise, previously.(1)

The principals of the Sponsor do not intend to invest in the Units, although
they may do so in the future. The Sponsor will invest $10,000 in the Series in
order to qualify as the "tax matters partner" of the Series.

- ---------------------
(1) The Sponsor has, however, operated a single exempt pool managed by an
unaffiliated third party. The performance of the pool is not disclosed in the
Platform's Confidential Disclosure Document pursuant to CFTC Rule 4.7(b)(ii)
as such performance (having been directed by an unaffiliated third party) is
not material to the Platform.

Although the Aspect Series is currently the only Series of the Platform, the
Sponsor's intention is to make a number of additional Series available over
time. However, the Sponsor cannot predict how many Series will ultimately be
made available, or when such additional Series will become available.

The Sponsor will not itself select the combination of Series of the Platform
in which the various Members will invest. The Sponsor will be available to
consult with the Members concerning the structural features (e.g., advisory
fees, brokerage commissions, redemption provisions, etc.) of, as well as
concerning the nature and the expected characteristics (e.g., systematic,
discretionary, technical or fundamental) of the strategies used by, the
different Series of the Platform. However, in all cases, the Members
themselves must decide to which Series of the Platform they wish to allocate
their capital.

In discussing with each Member the distinguishing features of each Series of
the Platform, the Sponsor will rely entirely on information furnished to it by
such Series' Trading Advisors (and which the Sponsor has no ability to verify
independently).

UBS Financial Services Inc.

UBS Financial Services Inc. ("UBS FS") is a direct, wholly-owned subsidiary of
UBS Americas, which, in turn, is a direct, wholly-owned subsidiary of UBS AG.
As such, it is an Affiliate (as defined hereinafter) of the Sponsor.

In selecting the Trading Advisor to manage the Trading Fund, the Sponsor has
worked closely with UBS FS, and it may continue to do so in selecting the
other Trading Advisors of the Platform. The Sponsor may also similarly work
with other of its Affiliates (as defined hereinafter) or third-parties in its
sole discretion. UBS FS has conducted due diligence regarding the Trading
Advisor, recommended the Trading Advisor to the Sponsor and helped the Sponsor
negotiate the terms of the Trading Advisor's engagement. Although the ultimate
decision as to whether the Trading Advisor would be selected for the Series
was made by the Sponsor, the Sponsor has relied on the information provided to
it by UBS FS and, in most cases, did not independently verify such
information.

UBS FS also will act as Selling Agent (as defined hereinafter) and as such
will share in the Management Fee (as defined hereinafter) charged by the
Trading Advisor. See "Financial Terms -- Description of Current Charges --
Management Fee." UBS FS may similarly share in the fees charged by other
Trading Advisors of the Platform. As a result, UBS FS will have an incentive
to recommend Trading Advisors to the Sponsor that are willing to participate
in such fee sharing. See "Conflicts of Interest." Should UBS FS discontinue
working with the Sponsor in the selection of the Trading Advisors, the
Platform would be materially and adversely impacted.

The Administrator

The Administrator provides certain administrative services to the Series as
delegated by the Sponsor. The Administrator, together with its affiliates,
offers a portfolio of integrated fund administration services that includes:
investment accounting, financial reporting, multiple broker and trader
reconciliation, systems generated net asset value calculations and other fund
administrative services.

The Series has entered into an administrative services agreement with the
Administrator (the "Administration Agreement"), which, unless otherwise
terminated on 90 days' notice by either party, will automatically renew itself
for additional one-year periods subject to the re-negotiation of terms of
compensation. The Administrator's services to the Series will generally
include: (a) maintaining financial books and records; (b) preparing periodic
financial reports; (c) computing the Net Asset Value of the Series; and (d)
performing other back-office accounting, administrative and clerical services
necessary in connection with the affairs of the Series. The Administrator also
processes subscriptions for and redemptions of Units.

The Administration Agreement for the Series will provide that the Series
agrees to indemnify and hold harmless the Administrator and its respective
officers and employees and their respective successors and permitted assigns
from and against any and all liabilities, claims, costs, fines, damages,
expenses, losses or pursuant to the Administration Agreement, provided that
such liability was not the result of fraud, negligence, or willful misconduct
by such indemnified person in which case the Administrator agrees to indemnify
the Series

The Administrator will be paid the Administrative Fee (as defined
hereinafter), as may be negotiated from time to time, for its services. It
should be noted that in providing its services, the Administrator does not act
as a guarantor of the Units herein described.

The Trading Advisor

The Series will have a single Trading Advisor.

The Trading Advisor was established in 1997 by Martin Lueck, Anthony Todd,
Eugene Lambert and Michael Adam, all of whom were involved in the development
of Adam, Harding and Lueck Limited ("AHL," now called ED&F Man Investment
Products Limited), one of the world's largest CTAs in terms of assets under
management. Aspect has now grown to a team of 109, with a strong focus on
research and implementation. As of November 1, 2006, Aspect was managing
approximately $3.980 billion overall, including approximately $3.062 billion
in the Program. The Trading Advisor is a limited liability company registered
in England and Wales (registration number 3491169), which is regulated in the
United Kingdom by the Financial Services Authority. Since October 1999, the
Trading Advisor has been a member of the NFA, registration number 0296934, and
has been registered with the CFTC as a CTA and CPO. The Trading Advisor has
also been registered with the NFA as a principal of its CTA subsidiary Aspect
Capital Inc. (registration number 0346983) since August 2004. The Trading
Advisor has also been registered with the SEC as an investment adviser since
October 2003. The main business address of the Trading Advisor is Nations
House, 103 Wigmore Street, London, W1U 1QS, England. The Trading Advisor's
telephone number in London is +44 20 7170 9700.

ED7F Man Investment Products Limited owns a minority equity interest in the
Trading Advisor.

The Sponsor has appointed the Trading Advisor to have discretionary authority
and responsibility for independently directing the Trading Fund's trading
pursuant to the Program, as the same may be modified from time to time by the
Trading Advisor as a result of its ongoing commitment to research and
development. The Trading Advisor may, on behalf of the Trading Fund and
subject to the provisions of the advisory agreement among the Trading Advisor,
the Sponsor and the Trading Fund (the "Advisory Agreement"), execute
transactions in various futures instruments on either a principal or an agency
basis, with or through affiliates of the Sponsor or third parties. This
limited authority granted the Trading Advisor is a continuing power and shall
continue in effect with respect to the Trading Advisor until terminated
pursuant to the Advisory Agreement.

The management and operation of the Trading Fund and the determination of its
policies is vested exclusively in the Sponsor. The Sponsor shall have the
authority and power on behalf and in the name of the Trading Fund to carry out
any and all of the objectives and purposes of the Trading Fund set forth in
the Trading Fund's Limited Liability Company Operating Agreement, and to
perform all acts and enter into and perform all contracts and other
undertakings which the Sponsor may deem necessary or advisable in connection
with such objectives and purposes or incidental thereto; provided that, the
Trading Advisor shall at all times have discretionary authority and
responsibility for independently directing the Trading Fund's trading. All
actions and determinations to be made by the Sponsor under the Advisory
Agreement shall, unless otherwise expressly provided, be made in the Sponsor's
sole and absolute discretion.

The Advisory Agreement will be effective for three years after trading
commences (unless sooner terminated) and will be renewed automatically for
additional one-year terms unless terminated. The Advisory Agreement may be
terminated at any time at the election of the Sponsor in its sole discretion
upon at least one business day's prior written notice to the Trading Advisor.
The Trading Advisor has the right to terminate the Advisory Agreement at any
time upon forty-four business days' written notice to the Trading Fund and the
Sponsor in the event (i) of the receipt by the Trading Advisor of an opinion
of independent counsel satisfactory to the Trading Advisor and the Trading
Fund that by reason of the Trading Advisor's activities with respect to the
Trading Fund, it is required to register as an investment adviser under the
Investment Advisers Act of 1940, as amended and it is not so registered
(please note that the Trading Advisor is currently registered as an investment
adviser under the Investment Advisers Act of 1940, as amended), or under the
laws of any state and it is not so registered; (ii) that the registration of
the Sponsor as a commodity pool operator under the CEA, or its NFA membership
in such capacity, is revoked, suspended, terminated or not renewed; (iii) the
Sponsor imposes additional trading limitation(s) pursuant to Section 1 of the
Advisory Agreement which the Trading Advisor does not agree to follow in its
management of the Trading Fund, or the Sponsor overrides trading instructions
of the Trading Advisor or does not consent to a material change to the Program
requested by the Trading Advisor; (iv) the Sponsor elects (pursuant to Section
1 of the Advisory Agreement) to have the Trading Advisor use a different
Program in the Trading Advisor's management of the Trading Fund's assets from
that which the Trading Advisor is then using to manage such assets and the
Trading Advisor objects to using such different Program; (v) there is an
unauthorized assignment of the Advisory Agreement by the Trading Fund or the
Sponsor; (vi) there is a material breach of the Advisory Agreement by the

Trading Fund and/or the Sponsor after giving written notice to the Sponsor
which identifies such breach and such material breach has not been cured
within ten business days following receipt of such notice by the Sponsor; or
(vii) other good cause is shown and the written consent of the Sponsor is
obtained (which shall not be unreasonably withheld or delayed).

The Advisory Agreement provides that the Trading Advisor and its affiliates
and each of their officers, employees, directors, shareholders and controlling
persons ("Trading Advisor Affiliates") shall have no liability to the Sponsor,
the Series, the Trading Fund or to any Members, and shall be indemnified by
the Trading Fund against, any loss, liability, claim, damage or expense
(including the reasonable cost of investigating or defending any alleged loss,
liability, claim, damage or expense and reasonable counsel fees incurred in
connection therewith), for conduct undertaken as a trading advisor to the
Trading Fund or otherwise relating to any action or omission of such party (or
alleged action or omission) in connection with the Advisory Agreement;
provided that, such action or omission (or alleged action or omission) does
not constitute gross negligence, willful misconduct or breach of the Advisory
Agreement or any fiduciary obligation to the Trading Fund and was done in a
manner reasonably believed to be in, or not opposed to, the best interests of
the Trading Fund. This indemnity will not increase the liability of the Series
beyond the amount of its capital and profits (exclusive of distributions or
other returns of capital, including redemptions), if any, in the Trading Fund.

The Series has been formed with the specific purpose of being managed by the
Trading Advisor. In the event of a termination of the Advisory Agreement, the
Series will itself dissolve. Such dissolution will take place pursuant to
Section 5.1 of the Operating Agreement.

The Trading Advisor and its respective principals will not invest in the
Units.

The Series

Aspect LLC is the Trading Fund for the Series, the first Series being offered
by the Platform.

Over time, the Platform intends to offer Members a selection of different
Series of the Platform managed by different CTAs collectively employing a
range of "technical," "fundamental," "systematic" and/or "discretionary"
trading strategies. "Technical" trading strategies involve methods of
evaluating investments by analyzing statistics generated by market activity,
such as past prices and volume. Technical analysts do not attempt to measure
an investment's intrinsic value, but instead use charts and other tools to
identify patterns that can suggest future activity. "Fundamental" trading
strategies involve methods of evaluating an investment by attempting to
measure its intrinsic value by examining related economic, financial and other
qualitative and quantitative factors. Fundamental analysts attempt to study
everything that can affect the investment's value, including macroeconomic
factors (like the overall economy and industry conditions) and individually
specific factors. "Systematic" trading relies on trading programs or models to
generate trading signals. "Discretionary" trading involves traders making
investment decisions on the basis of their own judgment.

The terms of the Series are governed by the Operating Agreement.

Members will deposit subscription funds directly into a particular Series of
their choosing. The Sponsor does not allocate the Members' funds among
different Series, but rather the Members select the Series into which they
will directly invest. Substantially all of the funds received by the Series
from investors will be invested in the Trading Fund following the initial
issuance of the Units and the disbursement of such funds from escrow, as
discussed herein. Following the initial issuance of the Units, substantially
all of the funds submitted to the Series by investors will be invested into
the Trading Fund without the use of an escrow account. A portion of such funds
may be retained by the Series in order to pay for relevant Series' expenses or
due to the fact that the Trading Advisor is not accepting further
subscriptions at the time the funds are submitted to the Series. Funds
invested by the Series into the Trading Fund will be deposited by the Trading
Fund with the Clearing Broker. A portion of the funds held by the Trading
Advisor may not be deposited with the Clearing Broker if the Sponsor
determines it is necessary to retain and utilize such funds in the operation
of the Trading Fund. All funds held by the Trading Fund and/or the Clearing
Broker may be used as margin for the various futures contracts in which the
Trading Fund will invest.

The Offering

All Units are being offered through the Selling Agents (as defined
hereinafter). All Units will be issued at $1,000 per Unit at the end of the
initial offering period, which is anticipated to occur in February 2007,
subject to the limitations discussed herein, and thereafter at the net asset
value (as described below, "Net Asset Value") per Unit on the first business
day of each month. Fractional Units will be issued, rounded to a maximum of
three decimal places.

The minimum initial subscription to the Series is $10,000, and the minimum
additional investment which may be made by an existing Member is $5,000.
Amounts invested in addition to these minimums may be made in whole increments
of $1,000.

The Sponsor may waive or reduce the initial and subsequent minimum investment,
as well as the minimum increment, requirements for certain Members without
entitling any other Member to any such waiver or reduction.

During the Series' initial offering period, amounts tendered for subscription
will be debited from a subscriber's account promptly after such subscriber's
purchase or exchange order is accepted, and deposited in the Series' escrow
account at LaSalle Bank National Association, 135 South LaSalle Street, Suite
1960, Chicago, Illinois 60603. Subscribers' Financial Advisors (as defined
hereinafter) will notify them of the date on which subscriptions will be so
debited. Interest actually earned on subscriptions while held in escrow will
be paid to the Series promptly after the initial issuance of the Units. After
the Series' initial offering period, no escrow account will be used. Rather,
Members' accounts will be debited on or about the issuance date of Units and
the debit amount, less any applicable Placement Fee (as defined hereinafter),
will be invested directly in the Series. No interest will be payable in
respect of any such subscriptions.

The Platform generally will not issue any Units before acceptable
subscriptions for at least $10,000,000 of the Series' Units are received and
the conditions necessary to meet an exemption under the Employee Retirement
Income Security Act of 1974, as amended ("ERISA") are met. However, the
Sponsor may elect to have the Platform issue the Units before reaching the

$10,000,000 threshold or before meeting such conditions under ERISA, in the
Sponsor's discretion. If the $10,000,000 threshold (or such other threshold
determined by the Sponsor) is not reached or such conditions under ERISA are
not met before the Units are to be issued, the assets held in escrow for the
Series, including any interest earned on such assets, will be promptly
returned to potential investors. There is no maximum number of Units that the
Series may offer to investors (although the Series may offer Units only to the
extent that the Trading Advisor is prepared to accept additional capital under
management from the Series).

Once the Series has begun operations, there is no minimum dollar amount of
additional Units which must be sold as of the beginning of any calendar month
for the Units to be sold.

The Units of the Series are currently being offered, and it is anticipated
that the Series will begin trading in February 2007 (or such later date as
otherwise determined by the Sponsor). Thereafter, Units generally will be
available as of the beginning of each calendar month, and there is currently
no maximum aggregate subscription amount that may be contributed to the
Series.

Each Series of the Platform is subject to uniform fees (although the Sponsor
may waive, reduce or rebate certain fees with respect to certain Members
without entitling any other Member to any such waiver, reduction or rebate).
The Trading Advisor fees and per side brokerage commission rates may differ.

The Units are being privately offered on a continuous basis under Regulation D
of the Securities Act of 1933, as amended (the "Securities Act"), and Rule 506
thereunder.

Selling Agents

The Units are being offered through UBS FS, although the Sponsor may allow
other parties to offer the Units (UBS FS and such other selling agents duly
selected by the Sponsor collectively, the "Selling Agents" and individually,
as applicable, the "Selling Agent"). The Selling Agents may also retain one or
more affiliates as sub-agents in connection with the distribution of the
Units.

Clearing Broker

The Clearing Broker is an indirect, wholly-owned subsidiary of UBS AG and
maintains its principal business at 677 Washington Boulevard, Stamford,
Connecticut 06901. The Clearing Broker is the futures clearing broker for the
Series. A "clearing broker" is a member of an exchange that acts as a liaison
between an investor and a clearing corporation, that helps to ensure that the
trade is settled appropriately and the transaction is successful and that is
also responsible for maintaining the paperwork associated with the clearing
and executing of a transaction. The Clearing Broker is registered with the
National Association of Securities Dealers, Inc. ("NASD") as a broker-dealer
and with the CFTC as a futures commission merchant and is a member of the NFA.
The Clearing Broker is a member of various U.S. futures and securities
exchanges.

The Series will clear all of its futures trades through the Clearing Broker,
although the Trading Advisor has the flexibility to select its own executing
brokers.

The Customer Agreement between the Clearing Broker and the Series provides
that the Clearing Broker will not be liable except for actions constituting
gross negligence or reckless or intentional misconduct. The Clearing Broker
neither will act in any supervisory capacity with respect to the Sponsor nor
participate in the management of the Sponsor, the Platform or the Series.

Subscription Procedures

Completed UBS Managed Futures LLC Subscription Agreements should be received
by UBS Alternative Investments US no later than seven calendar days prior to
the first day of any month in which a Member intends to invest. The Sponsor
may, however, accept subscriptions at other times in its sole discretion.
Existing Members may make additional investments by completing, and submitting
to UBS Alternative Investments US, a short-form Subscription Agreement as
provided by the Sponsor.

Exchanges

If multiple Series of the Platform are established, Members will be allowed to
exchange the Units of the different Series, if available, generally as of the
end of each calendar month provided that requests for such exchanges are
submitted to the Sponsor on or prior to the 15th day of such calendar month or
the following business day. Exchanges will be treated as redemptions from the
Series from which Units are exchanged and subscriptions into the Series into
which Units are exchanged (although no Placement Fee (as defined hereinafter)
will be charged in connection with an exchange). The ability to exchange Units
may be restricted or terminated in the sole discretion of the Sponsor at any
time. Exchanges may be made into a Series in $10,000 minimums and are subject
to certain other restrictions.

If the New Net Trading Profits (as defined hereinafter) of a Series out of
which a Member exchanges is below such Series' High Water Mark (as defined
hereinafter), the reduction of Performance Fees (as defined hereinafter)
otherwise due in respect to future profits will be forfeited by such Member
and will have no effect on the calculation of the Performance Fee (as defined
hereinafter) due in respect of the Series into which the Member exchanges. Any
accrued Performance Fees (as defined hereinafter) will be assessed when a
Member exchanges out of a Series.

Exchanges will be exempt from registration under the Securities Act pursuant
to Regulation D of the Securities Act and Rule 506 thereunder.

Custody of Assets

It is anticipated that a substantial amount of the Series' assets will be held
in customer accounts at the Clearing Broker, although they may be held at
other affiliates of the Clearing Broker.

Only assets held to margin CFTC-regulated futures contracts may be held in
CFTC-regulated "segregated funds" accounts. "Segregated funds" accounts are
insulated from liability for any claims against a broker other than those of
other customers. The Sponsor estimates that in general approximately 15% to
35% of the Series' capital will be held "in segregation." The bulk of the
Series' capital will not be held in segregation, but rather in custody or
other client accounts maintained by affiliates of the Clearing Broker. Subject
to any applicable regulatory restrictions,

these affiliates may make use of such capital which is treated as a liability
or deposit owed by such affiliates to the Series. However, if such an
affiliate were to incur financial difficulties, the Series' assets could be
lost (the Series becoming only a general creditor of such affiliate) and, even
if not lost, could be unavailable to the Series for an extended period.

The Sponsor considers the Clearing Broker's policies regarding the safekeeping
of the Series' assets to be fully consistent with industry practices. However,
prospective investors must recognize that the Series' capital may be subject
to the risk of its custodians' insolvency.

It is anticipated that between 65% and 85% of the Series' capital will be held
in cash or cash equivalents at any given time.

Interest

The Series generally will earn interest, as described below, on the cash
actually held by the Series, plus unrealized gain and loss marked to market
daily on open commodity futures positions (the "Cash Assets"). The Series will
not earn interest income on the Series' gains or losses on its open forward,
commodity option and certain non-U.S. futures positions as such gains and
losses are not collected or paid until such positions are closed out. Interest
is earned only on monies actually held in the Series' account.

The Series' Cash Assets may be greater than, less than or equal to the Series'
Net Asset Value (on which the redemption value of the Units is based)
primarily because Net Asset Value reflects all gains and losses on open
positions as well as accrued but unpaid expenses.

The Clearing Broker will pay interest as of the end of each month at a rate
equal to the prevailing Federal Funds Rate less 0.50% (i.e., if the prevailing
Federal Funds Rate is 3.50% per annum the Clearing Broker would pay the Series
3.00% per annum) on the Series' average daily Cash Assets. To the extent the
Clearing Broker is able to generate returns in excess of the Federal Funds
Rate less 0.50% on the Series' Cash Assets, such returns will be retained by
the Clearing Broker. Therefore, the Clearing Broker may retain the additional
economic benefit (which may be significant) derived from possession of the
Series' Cash Assets.

The Clearing Broker, in the course of acting as commodity broker for the
Series, will lend certain currencies to, and holds certain non-U.S. currency
balances on behalf of the Series. If, for example, the Series needed to make a
margin deposit in Swiss Francs, the Clearing Broker would lend the Series the
Swiss Francs, charging a local short-term rate plus a spread of up to 1.0% per
annum (at current rates). Should the Series hold Swiss Franc balances in its
account, the Clearing Broker will credit the Series with interest at the same
local short-term rate less a spread of up to 2.0% per annum (at current
rates).

The Clearing Broker will follow its standard procedures for crediting and
charging interest to the Series. The Clearing Broker is able to generate
significant economic benefit from doing so, especially as the Clearing Broker
is able to meet the margin requirements imposed on its customers as a group,
whereas each customer must margin its account on a stand-alone basis.
Consequently, the Clearing Broker may record a loan of Swiss Francs (in the
above example) to the Series' account which the Clearing Broker charges
interest even though the Clearing Broker itself does not have to deposit any
Swiss Francs at the applicable clearinghouse.

Net Asset Value

The Platform's investment in the Trading Fund will be made through the Series.
To the extent possible, the Series will be accounted for as if it were a
separate company (and the Series should not be liable for the obligations of
any other Series of the Platform). The Platform will calculate the Net Asset
Value per Unit of the Series as of the close of business on the last business
day of each calendar month and such other dates as the Sponsor allows
redemptions or subscriptions, it is necessary to calculate the Net Asset Value
for reporting purposes or the Sponsor otherwise determines in its discretion.
The Series' Net Asset Value as of any such date generally will equal the value
of the Series' assets under the management of the Trading Advisor as of such
date, plus any other assets held by the Series, minus accrued brokerage
commissions, Sponsor's, Administrative, Management and Performance Fees (all
as defined hereinafter), organizational expense amortization, the
reimbursement of the Sponsor for operating costs paid by it and other
liabilities of the Series. The Series' Net Asset Value per Unit then will be
calculated by dividing the Net Asset Value of the Series by the number of
Units outstanding in the Series.

The Sponsor, or such party as may be duly appointed by the Sponsor, will value
the Series' managed futures positions. The liquidating value of a commodity
futures contract or option on a commodity futures contract will be based upon
the settlement price on the futures exchange on which the particular commodity
futures contract or option is traded; provided that, if a contract or option
cannot be liquidated on the day with respect to which the Net Asset Value is
being determined, the basis for determining the liquidating value of such
contract or option shall be such value as the Sponsor or its appointee may
deem fair and reasonable.

The liquidating value of a futures, forward or options contract not traded on
a U.S. exchange is its liquidating value, determined based upon policies
established by the Sponsor or its appointee, on a basis consistently applied
for each different variety of contract.

The Net Asset Value of the Series shall be determined in U.S. dollars, and any
positions denominated in other currencies will be translated at prevailing
exchange rates as determined by the Sponsor or its appointee.

Any other assets held by the Series shall be valued in such manner as the
Sponsor or its appointee may determine to reflect fair market value and the
accrual of interest.

The Sponsor, or such party as may be duly appointed by the Sponsor to
calculate the Net Asset Value, is authorized to make all Net Asset Value
determinations (including, without limitation, for purposes of determining
redemption payments and calculating Sponsor's and Administrative Fees (each as
defined hereinafter)) on the basis of estimated numbers. The Sponsor or such
other party shall not (unless it otherwise determines) make retroactive
adjustments in order to reflect the difference between estimated and final
numbers, but rather shall reflect such difference (including, for purposes of
calculating redemption payments and Sponsor's and Administrative Fees (each as
defined hereinafter)) in the accounting period when such differences are
determined.

The Sponsor may suspend the calculation of the Net Asset Value of the Units
during any period for which the Sponsor or its appointee is unable to value a
material portion of the Trading Fund's positions. The Sponsor will give notice
of any such suspension to the Members.

Redemptions shall, after the date thereof (as the same may be suspended as
described herein), be deemed to have been paid out of the Series as of such
date, and shall no longer be included in either the Platform's or the Series'
assets or liabilities (irrespective of when actually paid out).

Financial Terms

Tax Allocations

For each fiscal year, the Series will be treated as if it were a separate
business entity under applicable regulations of the Department of the Treasury
and/or the Internal Revenue Service (the "IRS"). The Sponsor generally will
allocate items of income, gain, loss, expense, deduction and credit determined
for income tax reporting purposes ("Tax Items") among the Units in a manner as
to reflect equitably amounts credited or debited to each Unit's capital
account for the current and prior fiscal years (or relevant portions thereof)
and pursuant to relevant regulations. For the avoidance of doubt, the Sponsor
will allocate Tax Items to the greatest extent possible so as to equalize the
tax basis and capital accounts of the Units. To the extent permitted by
applicable regulations, the Sponsor may make adjustments to the method in
which allocations are made by the Series among the Units as the Sponsor may
deem reasonable. See the relevant provisions of the Platform's Operating
Agreement.

The following is a summary of the fees and expenses applicable to the Series:

Description of Current Charges.

- -----------------------------------------------------------------------------------------------------------------------------------
Recipient Nature of Payment Amount of Payment
- -----------------------------------------------------------------------------------------------------------------------------------

The Sponsor Sponsor's Fee The Sponsor will receive a flat-rate monthly sponsor fee of 0.02083 of 1%
(asset-based) (a 0.25% annual rate) of the Series' month-end Net Asset Value (the
"Sponsor's Fee").
The Sponsor may waive or reduce the Sponsor's Fee for certain Members
without entitling any other Member to any such waiver or reduction. If the
Sponsor waives or reduces the Sponsor's Fee for certain Members, it will do
so by issuing such Members additional Units or by rebating a portion of the
Sponsor's Fee to such Members.
- -----------------------------------------------------------------------------------------------------------------------------------

The Administrator Administrative Fee For its performance of administrative services, the Administrator will
receive a monthly administrative fee as to be determined by the Sponsor and
the Administrator up to 0.0167 of 1% of the Series' month-end Net Asset
Value (a 0.20% annual rate), subject to a monthly minimum of $10,000 (the
"Administrative Fee").
- -----------------------------------------------------------------------------------------------------------------------------------
UBS Securities LLC and Brokerage Commissions The principal operating costs of the Series are the per side brokerage
UBS AG commissions paid to the Clearing Broker (a portion of which is paid to the
Series' executing brokers, which may or may not include the Clearing
Broker, as commissions for their execution services) and the currency
forward contract ("F/X") dealer spreads paid to UBS AG and others.

The Series' brokerage commissions will be paid on the completion or
liquidation of one-half of a trade and are referred to as "per side"
commissions, which cover either the initial purchase (or sale) or the
subsequent offsetting sale (or purchase) of a single commodity futures
contract. If 100 contracts are included in a single trade, 200 per side
commissions are charged; 100 when the position is acquired and 100 when it
is liquidated. The brokerage commission rates charged in respect of
different Trading Advisors of the Platform will vary based on the frequency
of their trading. Faster turnover Trading Advisors may be charged a lower
per side rate in an attempt to maintain the overall brokerage costs of the
different Series of the Platform at generally comparable levels. However,
the commission expenses of the different Series of the Platform, both in
the aggregate and on a "per side" basis, will vary, perhaps materially.
- -----------------------------------------------------------------------------------------------------------------------------------

The "per side" commissions for U.S. markets paid by the Series will be
approximately $4 per side plus fees (except in the case of certain non-U.S.
contracts on which the rates may be as high as $50 per side plus fees due,
in part, to the large size of the contracts traded). In general, the
Sponsor estimates that aggregate brokerage commission charges (including
F/X spreads -- see below) will not exceed 3.5%, and should range between
approximately 1% and 3% per annum of the Series' average month-end assets.
"Average month-end assets" shall mean the average month-end Net Asset Value
for the then-current fiscal year.
- -----------------------------------------------------------------------------------------------------------------------------------
UBS AG or Other Currency Currency (F/X) Dealer Many of the Series' currency trades will be executed in the spot and
Dealers Spreads forward non-U.S. exchange markets (the "F/X Markets") in which there are no
direct execution costs. Instead, the banks and dealers in the F/X Markets,
including UBS AG, take a "spread" between the prices at which they are
prepared to buy and sell a particular currency, and such spreads are built
into the pricing of the spot or forward contracts with the Series. A
significant portion of the Series' non-U.S. currency trades may be executed
through UBS AG, an affiliate of the Sponsor.
- -----------------------------------------------------------------------------------------------------------------------------------
The Trading Advisor Management Fees The "Management Fee" will equal 2% per annum (calculated and paid monthly)
(asset-based) of the Net Asset Value of the Series.

The Trading Advisor has agreed to share 0.50% of the Management Fee with
UBS FS, an affiliate of the Sponsor.
- -----------------------------------------------------------------------------------------------------------------------------------
The Trading Advisor Performance Fees The "Performance Fee" will equal 20% of the New Net Trading Profits (as
defined hereinafter) of the Series for each quarter.
- -----------------------------------------------------------------------------------------------------------------------------------

"New Net Trading Profits" during each quarter means the excess, if any, of
the cumulative level of net trading profits attributable to the Series at
the end of such quarter over the highest level of cumulative net trading
profits as of the end of any preceding quarter (the "High Water Mark").
Performance Fees do not, while losses do, reduce cumulative net trading
profits. New Net Trading Profits do not include interest income.

To the extent that any redemptions are made from the Series, the High Water
Mark is proportionately reduced and a proportionate Performance Fee paid
(if accrued).
- -----------------------------------------------------------------------------------------------------------------------------------
The Sponsor Organizational and The Sponsor will advance expenses incurred in connection with the
Initial Offering Costs organization of the Platform and the Series and the initial offering of the
Units. Such costs are estimated to approximate $100,000, although they
could exceed this estimate. The Sponsor has already advanced a portion of
the Series' organizational and initial offering costs, and the Series will
reimburse the Sponsor for these and any other such costs from the proceeds
of the initial issuance of the Units, provided that the initial offering is
successful. Such costs are amortized against Net Asset Value in 60 monthly
installments, beginning with the first month-end after the initial issuance
of such Units (for financial and performance reporting purposes, however,
organizational costs will be expensed as incurred and certain incremental
costs specified by generally accepted accounting principles that are
directly attributable to the offering of Units will be charged against the
gross proceeds of the offering and the indirect costs of such offering will
be expensed as incurred). The amortization of such costs will reduce the
Net Asset Value of the Units for purposes of determining subscriptions,
redemptions and any fees based on the Units' Net Asset Value. The Sponsor
may, but is not obligated to, accelerate such amortization and/or refund any
such advanced expenses if the Sponsor believes that doing so would be in the
best interests of the Series.
- -----------------------------------------------------------------------------------------------------------------------------------

The Member's Financial Placement Fee and Sales Each Member or Member-related account is subject to an upfront, waivable
Advisor (as defined Commission placement fee of 0%-2% (the "Placement Fee") of the subscription price of
hereinafter) or the the Units, which will be paid once by the relevant Member (not by the
Selling Agent Platform, the Series or the Sponsor) on such Member's initial subscription
to the Series during any twelve month period. No Placement Fee will be
charged in connection with an exchange.

The Placement Fee payable on such initial subscription is deducted from the
subscription amount, so that a Member who subscribes $10,000 for the Units
will, after a 2% Placement Fee, make a net investment of $9,800 in the
Series.

The Placement Fee to which Members are subject will vary among Members, but
a lower Placement Fee for one Member will not entitle any other Member to
any such Placement Fee.

Each Member also will pay an ongoing sales commission (the "Sales
Commission") equal to 2% per annum of the month-end Net Asset Value of a
Member's investment in the Series.

The Sponsor may waive or reduce the Sales Commission for certain Members
without entitling any other Member to any such waiver or reduction.
- -----------------------------------------------------------------------------------------------------------------------------------
Service Providers Operating & Ongoing The Series will pay its own operating costs, including, without limitation:
Offering Costs ongoing offering expenses; execution and clearing brokerage commissions (as
described above); forward and other over-the-counter trading spreads;
administrative, transfer, exchange and redemption processing, legal,
regulatory, reporting, filing, tax, audit, escrow, accounting and printing
fees and expenses, as well as extraordinary expenses. Such operating costs
are allocated pro rata among the Units based on their respective Net Asset
Values. These expenses are paid in addition to the other expenses
described below.
- -----------------------------------------------------------------------------------------------------------------------------------

The Sponsor has retained outside service providers to supply certain
services to the Platform, including, without limitation, tax reporting,
accounting and escrow services. Operating costs include the Series'
allocable share of the fees and expenses of such outside service providers,
as well as the fees and expenses of any UBS entity or other service
provider which may provide such (or other) services in the future.
The ongoing offering expenses payable by the Series are not expected to
exceed $50,000 per year.
- -----------------------------------------------------------------------------------------------------------------------------------

Breakeven Analysis

In order for a Member to break even on an investment in the Series during the
first year, an initial investment of $10,000 must earn trading profits of
$447.50, or 4.475% (assuming interest income of 4.275%). Please see the
Breakeven Table on the following page.

Breakeven Table

First Twelve-Month First Second Second
Expenses Percentage of Net Twelve-Month Twelve-Month Twelve-Month
Asset Value Dollar Amount Percentage of Dollar Amount
($10,000 Initial Net Asset Value ($10,000 Initial
Investment)(2) Net Asset
Value)(10)

Placement Fee(3) 2.00% $200.00 _____ _____

Sales Commission(4) 2.00% $200.00 2.00% $200.00

Offering and Operating 0.50% $50.00 0.50% $50.00
Costs(5)

Sponsor's Fee 0.25% $25.00 0.25% $25.00

Administrative Fee(6) 0.20% $20.00 0.20% $20.00

Brokerage Commissions(7) 0.80% $80.00 0.80% $80.00

Management Fee 2.00% $200.00 2.00% $200.00

Performance Fee(8) 0.00% $0.00 0.00% $0.00

Interest Income(9) (4.275%) ($427.50) (4.275%) ($427.50)

TWELVE-MONTH BREAKEVEN 3.475% $347.50 1.475% 147.50

(1) Assumes a constant $10,000 Net Asset Value.

(2) The Placement Fee is a one-time, waivable fee, as described herein.
Although the Placement Fee may vary among Members from 0%-2%, this
calculation assumes a 2% Placement Fee. For purposes of calculating the
other fees and interest income in the Breakeven Table, the Placement Fee
does not reduce the $10,000 initial investment (although it will do so
in the actual operation of the Series).

(3) This calculation assumes a 2% Sales Commission, although the Sponsor may
waive or reduce the Sales Commission for certain Members.

(4) The Series will pay its execution brokerage commissions and trading
spreads and its administrative, transfer, exchange and redemption
processing, legal, regulatory, reporting, filing, tax, audit, escrow,
accounting and printing fees and expenses, as well as ongoing offering
and extraordinary expenses. The Series also will reimburse the Sponsor
for organization costs as described above. The Sponsor estimates that
the Series will bear expenses, including the reimbursement of
organization costs, at a rate of 0.50% of Net Asset Value.

(5) The Administrative Fee may be less than the 0.20% of Net Asset Value
used here and is subject to a monthly minimum of $10,000.

(6) This estimate assumes an overall Series value of $10,000,000 and an
estimated 10,000 round turn trades made during the twelve-month period
charged $4 per side ($8 per round turn) for total estimated brokerage
costs equaling $80,000.

(7) This estimate assumes breakeven trading for each quarter during the
applicable twelve-month period, resulting in an overall performance of
0%. Please note, however, that the Trading Advisor could receive
substantial Performance Fees from the Series even during breakeven or
losing twelve-month periods. This would occur where certain quarters
within such periods generate profits which are charged Performance Fees
but the gains generated by such quarters are offset by losses during
other quarters in the same twelve-month period.

(8) This estimate of interest income is based on the investment of 90% of
the Series' assets at a Federal Funds Rate of 5.25% minus 0.50%. For
purposes of calculating the interest income, the $10,000 initial
investment was not reduced by the Placement Fee (although it will be so
reduced in the actual operation of the Series).

(9) Assumes a constant $10,000 Net Asset Value.

Regulation

The Sponsor and the Trading Advisor are registered with the CFTC as CPOs and
CTAs and are members of the NFA in such capacities. Other than in respect of
the registration requirements pertaining to the Series' securities under
Section 12(g) of the Securities Exchange Act of 1934, as amended (the
"Exchange Act"), the Platform and the Series are generally not subject to
regulation by the SEC. The Trading Advisor is also regulated by the Financial
Service Authority of the United Kingdom.

Conflicts of Interest

The Sponsor and each person affiliated with the Sponsor and their respective
officers, directors, controlling persons within the meaning of Section 15 of
Securities Act of 1933, as amended, employees, partners and shareholders
("Affiliates") will, should the occasion arise, assert that Members have
consented to the following conflicts of interest by subscribing to the Series.

Sponsor-Affiliated Entities

Other than the Trading Advisor and the Administrator, all parties involved in
the operations of the Platform and the Series may be affiliated with the
Sponsor. Consequently, many of the business terms of the Platform and the
Series will not be negotiated at arm's-length. Were Members to seek redress
from the Sponsor or its Affiliates for damages relating to the offering of the
Units or the operations of the Platform or the Series, they (i) would be
unlikely to have recourse against any Sponsor entity which is not a direct
party to an agreement with the Platform or the Series and (ii) would be likely
to have such recourse, even in the case of such entities, only on a derivative
basis, suing not individually but in the right of the Platform or the Series.

The Trading Advisor has agreed to share a portion of its Management Fees with
the Selling Agent, an affiliate of the Sponsor. Other Trading Advisors of the
Platform may similarly agree to share a portion of their management fees
and/or performance fees. As a result, the Sponsor may favor investment by
Members in Trading Advisors of the Platform that engage in such fee sharing or
in those Trading Advisors that share a greater portion of such fees rather
than in those Trading Advisors that do not engage in such fee sharing or that
share a lesser such portion. In addition, UBS FS will both assist the Sponsor
in the selection of Trading Advisors and act as Selling Agent, potentially
receiving a portion of the Management Fees and/or Performance Fees. As a
result, UBS FS will have an incentive to recommend Trading Advisors to the
Sponsor that are willing to participate in such fee sharing.

Clearing Broker and F/X Dealer

The Clearing Broker executes trades for different clients in the same markets
at the same time. Consequently, other clients may receive better prices on the
same trades than the Series, causing the Series to pay higher prices for its
positions.

Many Clearing Broker clients pay lower brokerage rates than the Series.
Brokerage commissions significantly decrease the Series' performance, and the
cumulative effect of the higher rates paid by the Series is material.

The Clearing Broker and the F/X dealer each must allocate their resources
among many different clients. They have financial incentives to favor certain
accounts over the Series. Because of the competitive nature of the markets in
which the Series trades, to the extent that any of the Clearing Broker and the
F/X dealer prefer other clients over the Series, the Series is likely to incur
losses.

The Clearing Broker and the F/X dealer do not have to compete to provide
services to the Series; consequently, there is no independent check on the
quality of their services.

The Sponsor

Relationships among the Sponsor Affiliates

The Sponsor and its Affiliates are the Platform's and Series' primary service
providers, other than the Trading Advisor and the Administrator, and will
remain so even if using other firms would be more advantageous for the
Platform or the Series.

The principal officers and managers of the Sponsor are also employed and
compensated by the Clearing Broker. As a result, the Sponsor has an incentive
to use the Clearing Broker to clear the Series' trades even if other clearing
brokers would provide less expensive or higher quality services than those of
the Clearing Broker. In addition, because the Series will pay brokerage
commissions and forward trading spreads to the Clearing Broker and UBS AG,
respectively, on a per side basis, the Sponsor may have an incentive to select
Trading Advisors which trade in higher volume, generating more revenue for the
Clearing Broker or UBS AG, as the case may be.

Other Funds or Accounts Sponsored by the Sponsor

The Sponsor might be able to add more value to the Platform and the Series
were certain Sponsor personnel to focus exclusively on managing the Platform
and the Series, but the Sponsor may in the future operate, in addition to the
Platform and the Series, other funds and accounts because such funds and
accounts will generate significant revenues for it, and also will diversify
the Sponsor's exposure to one or more of such accounts performing poorly.

Should the Sponsor manage other funds or accounts, the Sponsor may have a
conflict of interest in selecting the Trading Advisors for the Series of the
Platform and for such other funds or accounts, as there is, in general, a
shortage of qualified futures trading advisors available to manage customer
assets.

The Sponsor may from time to time have a conflict of interest between
facilitating the ongoing offering of the Units and making Trading Advisor or
other changes which the Sponsor would otherwise believe to be in the best
interests of the Platform or the Series.

Certain clients of the Clearing Broker pay materially lower brokerage rates
than does the Series. In the case of a number of such clients, particularly
clients with an account as large as that of the Series, the lower fees charged
are in large part attributable to the significant costs incurred by the
Sponsor and UBS in sponsoring the Platform and the Series and distributing the
Units being embedded in the Series' fees described herein. In the case of
institutional accounts, no sponsorship or distribution costs are incurred by
the Sponsor or its Affiliates, so the Clearing Broker can lower brokerage
commissions without reducing the net revenue received by the Sponsor or its
Affiliates. Nevertheless, even factoring in sponsorship and distribution
costs, certain institutional clients of the Clearing Broker receive, as a
result of arm's-length negotiations, better commission rates than the Series.

Because the Series will pay brokerage commissions and forward trading spreads
to the Clearing Broker and UBS AG, respectively, on a per side basis, the
Sponsor may have an incentive to select Trading Advisors for the Platform
which trade in higher volume, generating more revenue for the Clearing Broker
and UBS AG, as the case may be.

The Trading Advisor

Other Clients and Business Activities of the Trading Advisor

The Series might benefit significantly from an exclusive focus by the Trading
Advisor on the Series rather than on the Trading Advisor's other accounts,
including accounts owned by its principals. The Series could be adversely
affected by the fact that the Trading Advisor trades other accounts at the
same time that it is managing the Series' account. The Trading Advisor has
numerous different clients and financial incentives to favor certain of such
clients over the Series. Other client accounts managed by the Trading Advisor
may significantly outperform the Series. The Trading Advisor and its
principals devote a substantial portion of their business time to ventures and
accounts other than managing the Series, including, in some cases, ventures
which are unrelated to futures trading. The Trading Advisor acts, or may in
the future act, as sponsor of its own single- or multi-advisor futures funds,
and such funds may, from time to time, be in direct competition with the
Series for positions in the market. These competing accounts create a conflict
of interest for the Trading Advisor in selecting limited investment
opportunities for such accounts.

Brokers and Dealers Selected by Trading Advisor

The Trading Advisor trades through certain non-UBS brokers with which the
Trading Advisor has ongoing business dealings (even though UBS Securities LLC
remains the Clearing Broker for the Series). As a result, the Trading Advisor
may have a conflict of interest between insisting on the use of such brokers
and using the brokers most advantageous for the Series.

The Trading Advisor may execute a number of the trades for the Series through
executing brokers affiliated with the Trading Advisor. Because the Trading
Advisor may indirectly benefit from trades executed through such affiliated
executing brokers, it may not have an incentive to negotiate the brokerage
terms most beneficial to the Series with respect to such trades.

It should be noted that futures and derivative trading is not subject to the
requirements of best price and execution as is securities trading, but is
subject only to negotiation between the Trading Advisor and the broker or
counterparty and application of fiduciary and other legal duties as required
by state and federal law.

Performance Fees

The fact that the Trading Advisor is eligible to receive Performance Fees may
cause it to trade in a more speculative fashion than it otherwise would.

Financial Advisors

The "Financial Advisors" are the individual UBS brokers who deal directly with
UBS clients. Financial Advisors are compensated, in part, on the basis of the
amount of securities commissions which they generate from client transactions.
Financial Advisors receive the Placement Fee and Sales Commission on the Units
they sell and have a financial incentive to encourage investors to purchase
and not to redeem their Units.

Proprietary Trading

The Clearing Broker and the Trading Advisor, their respective affiliates,
principals and related persons may trade in the commodity markets for their
own accounts as well as for the accounts of their clients. Records of this
trading will not be available for inspection by the Members. Such persons may
take positions which are the same as or opposite to those held by the Series.
Members should be aware that -- as a result of a neutral allocation system,
testing a new trading system, trading their proprietary accounts more
aggressively or other actions not in violation of their fiduciary or other
duties -- such persons may from time to time take positions in their
proprietary accounts ahead of the positions taken for the Series, as well as
that on occasion orders may be filled more advantageously for the account of
one or more such persons than for the Series' account. The Sponsor and its
principals may also trade for their own accounts.

Reports

Each month the Sponsor will send such information to the Members as the CFTC
requires to be given, as well as any such other information as the Sponsor may
deem appropriate. Members also will receive audited financial statements and
timely tax information necessary for the preparation of their annual federal
income tax returns. The Units are registered under the Exchange Act. As a
result, the Series will file quarterly and annual reports with the SEC.

(i) through (xii) - not applicable.

(xiii) the Series has no employees.

(d) Financial Information About Geographic Areas

The Series will trade on a number of U.S. and non-U.S. commodity exchanges.
The Series will not engage in the sales of goods or services.

Item1A: RISK FACTORS

General

Members May Lose All or Substantially All of Their Investment

Members must be prepared to lose all or substantially all of their investment.
The Series will have no "principal protection" feature assuring the return of
Members' investment as of a specified future date.

No Performance History; Risk that Investment Objectives May Not Be Achieved

The Platform and the Series are newly-formed entities and have no performance
history. The Platform is the first futures "platform" to be operated by the
Sponsor, and there can be no assurance that the Platform's investment
objectives will be achieved.

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 Series and does not reflect the additional fees charged by
the Series and the Platform.

Reliance on Trading Advisor Information Exposes the Series to Risk of Fraud

The Sponsor and the Members will be entirely dependent on the information
furnished to them by the Trading Advisor. There have been a number of recent
instances in which the sponsors of private investment funds have acted
fraudulently, resulting in massive losses to investors. In investing in the
Platform and the Series, Members will be subject to all the risks of
entrusting capital, to unaffiliated third parties.

Increasing Competition in Non-Traditional Investment Industry Increases
Volatility and Decreases Liquidity

The non-traditional investment industry is extremely competitive. In recent
years there has been a marked increase in the number of, and flow of capital
into, investment vehicles established in order to implement non-traditional or
"alternative" investment strategies. As a result, there has been greater
competition for investment opportunities and increased price volatility and
decreased liquidity with respect to certain positions. The Series will compete
with other investment vehicles, as well as investment and commercial banking
firms, which have substantially greater resources, in terms of financial
wherewithal and research staffs, than may be available to the Platform and the
Series.

Increased Assets Under Management May Result in Decreased Returns

There appears to be a tendency for the rates of return achieved by managed
futures advisors to decline as assets under management increase. It is
unlikely that the Trading Advisor will agree to limit the amount of additional
equity which it may manage, and the Trading Advisor may be at or near its
all-time high in assets under management. In addition to the Trading Advisor
potentially being at or near its all-time high in assets under management, the
aggregate capital committed to the managed futures sector in general is also
at an all-time high. The more capital that is traded in these markets, the
greater the competition for a finite number of positions and the less the
profit potential for all strategies. As of November 1, 2006, the Trading
Advisor was managing approximately $3.980 billion overall, including
approximately $3.062 billion in the Program.

Structural Risks

Substantial Charges Will Decrease Returns

The Series will be subject to substantial charges, including an upfront
Placement Fee of up to 2%, ongoing Sales Commissions of 2%, the Sponsor's Fee
of 0.25%, the Administrative Fee of up to 0.20% (note that this rate could be
higher in situations where the Series' Net Asset Value is low and the Series
is subject to the monthly minimum charge of the Administrator), the
Performance Fee of 20% of New Net Trading Profits, the Management Fee of 2%,
offering and operating costs estimated to be 0.50% and brokerage commissions
estimated to be 0.80%. All such charges are cited in per annum terms, although
they will be charged more frequently than annually, as otherwise set forth
herein. Additionally, all fees listed here are charged against the Net Asset
Value of the Units held by a Member, except in the case of the Performance
Fee, which is charged against the New Net Trading Profits attributed to such
Member's Units. Moreover, certain of these charges -- brokerage commissions
and F/X spreads -- depend on trading frequency and, under certain market
conditions, may substantially exceed estimated levels. All of the fees and
expenses discussed herein, except the Performance Fee, are paid regardless of
profitability and, even once profits are earned, Members will be subject to
the Performance Fee in addition to the other fees and expenses.

Reliance on Single Trading Advisor Results in a Lack of Diversification

The Trading Advisor has trading authority over the Trading Fund, and the
Trading Fund is dependent upon the services of the Trading Advisor. The use of
a single trading advisor results in a lack of diversification and,
consequently, higher risk.

No Assurance of the Trading Advisor's Continued Service

There is no assurance that the Trading Advisor will be willing or able to
continue to provide advisory services to the Series for any meaningful length
of time. In addition, the Sponsor may, on one business day's written notice,
terminate the Advisory Agreement with the Trading Advisor and dissolve the
Series (including for economic reasons relating to the small capitalization of
the Series).

Unavailability of Trading Advisor Principals Could Result in Poor Performance
for the Series

The Trading Advisor consists of a limited number of principals and key
employees. If the services of any of such principals or key employees became
unavailable (for example, by reason of death, disability or retirement), the
Series could sustain losses.

Trading Advisor Risk

The Series is subject to the risk of the bad judgment, negligence or
misconduct of the 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.

Trading Error Risk

Trades may be placed or executed in error due to: (a) technical errors such as
coding or programming errors in software, hardware problems and inaccurate
pricing information provided by third parties and (b) execution errors such as
keystroke, typographic or inadvertent drafting errors. Many exchanges have
adopted "obvious error" rules that prevent the entry and execution of trades
more than a specified amount away from the current best bid and offer on the
exchange. However, such rules may not be in place on the exchanges where the
Trading Advisor trades on behalf of the Series and may not be enforced even if
in effect. Moreover, such rules likely would not prevent the entry and
execution of a trade entered close to the market price but at an erroneous
size. Each of the Trading Advisor's accounts, including the Series, will enjoy
the profits and bear the losses of any such trading errors; provided that the
Series does not bear such losses if the Trading Advisor has not acted pursuant
to the standard of liability set forth in the Trading Advisor's Advisory
Agreement.

Limited Liquidity of Units; Risk of Net Asset Value Declining Before Effective
Date of Redemption

An investment in the Units cannot be immediately liquidated by a Member. Units
may generally be transferred only with the consent of the Sponsor (which it
does not generally intend to give), and no market for the Units will exist at
any time. A Member may redeem Units as of the last business day of any month
on approximately 15 days' prior written notice to the Series. Because
withdrawal notices must be submitted significantly in advance of the actual
redemption date, the value received upon redemption may differ materially from
the Units' value at the time a decision to redeem is made. Because redemptions
are only permitted at month-end, investors are not able to select the value,
or even the approximate value, at which they are able to redeem their Units.

Changes in Trading Strategy Could Result in Losses

The Trading Advisor may make material changes in its trading strategies
without the knowledge of the Sponsor, which could result in trading losses or
lower profits than would have been the case had the Trading Advisor not made
any changes to its trading strategies. Particularly given the "black box"
character of many managed futures strategies, it is virtually impossible for
the Sponsor to detect strategy changes.

Conflicts of Interest

The Platform and the Series are subject to a number of material actual and
potential conflicts of interest, raising the possibility that Members will be
disadvantaged to the benefit of the Sponsor, the Trading Advisor or their
respective principals and affiliates. No formal policies or procedures have
been adopted to resolve these conflicts. Below is a discussion of these
conflicts of interest:

Sponsor-Affiliated Entities

Clearing Broker and F/X Dealer

The Clearing Broker and the F/X dealer do not have to compete to provide
services to the Series; consequently, there is no independent check on the
quality of their services.

The Sponsor

Relationships among the Sponsor Affiliates

Other Funds or Accounts Sponsored by the Sponsor

The Trading Advisor

Other Clients and Business Activities of the Trading Advisor

Brokers and Dealers Selected by Trading Advisor

Performance Fees

The fact that the Trading Advisor is eligible to receive Performance Fees may
cause it to trade in a more speculative fashion than it otherwise would.

Financial Advisors

The Financial Advisors are compensated, in part, on the basis of the amount of
securities commissions which they generate from client transactions. Financial
Advisors receive the Placement Fee and Sales Commission on the Units they sell
and have a financial incentive to encourage investors to purchase and not to
redeem their Units.

Proprietary Trading

The Series Could Lose Assets and Have Its Trading Disrupted Due to the
Bankruptcy of One of its Counterparties or Service Providers

The Series is subject to the risk of the insolvency of its counterparties
(such as broker-dealers, futures commission merchants, banks or other
financial institutions, exchanges or clearinghouses).

The Series' assets could be lost or impounded during a counterparty's
bankruptcy or insolvency proceedings and a substantial portion or all of the
Series' assets may become unavailable to it either permanently or for a matter
of years. Were any such bankruptcy or insolvency to occur, the Sponsor might
decide to liquidate the Series or suspend, limit or otherwise alter trading,
perhaps causing the Series to miss significant profit opportunities.

Under CFTC regulations, the Clearing Broker is required to maintain in a
segregated account the portion of the Series' assets held by it that consists
of, or is used to margin or secure, commodity futures transactions. If the
Clearing Broker fails to do so, the Series may be subject to risk of loss of
funds in the event of the Clearing Broker's bankruptcy. Even if such funds are
properly segregated, the Series may still be subject to a risk of a loss of
its funds on deposit with the Clearing Broker should another customer of the
Clearing Broker, or the Clearing Broker itself, fail to satisfy deficiencies
in such other customer's accounts. Bankruptcy law applicable to all U.S.
futures brokers requires that, in the event of the bankruptcy of such a
broker, all property held by the broker, including certain property
specifically traceable to the customer, will be returned, transferred or
distributed to the broker's customers only to the extent of each customer's
pro rata share of all property available for distribution to customers. If the
Clearing Broker were to become bankrupt, it is possible that the Series would
be able to recover none or only a portion of its assets held by the Clearing
Broker.

There are increased risks in dealing with offshore brokers and unregulated
trading counterparties, including the risk that assets may not benefit from
the segregation protection afforded to "customer funds" deposited with
regulated futures commission merchants. For instance, the Series may be
required to post margin for its non-U.S. exchange transactions with non-U.S.
exchange dealers who are not required to segregate customer funds. The recent
events surrounding the bankruptcy of Refco, Inc. and its related entities have
demonstrated the risks that may be associated in dealing with unregulated
trading counterparties.

The Series may effect transactions on "over-the-counter" or "inter-dealer"
markets. The participants in these markets typically are not subject to the
type of strict credit evaluation and regulatory oversight applicable to
members of "exchange-based" markets, and transactions in these markets
typically are not settled through exchanges or clearinghouses that guarantee
the trades of their participants. Rather, the responsibility for performing
under a particular transaction rests solely with the counterparty to such
transactions. To the extent the Series invests in swaps, derivatives or
synthetic instruments or other over-the-counter transactions in these markets,
the Series is subject to the credit risk of the parties with which it trades
and deposits collateral. The Series is also subject to the risk that a
counterparty may not settle a transaction because such counterparty is
unwilling or unable to do so (for example, because of a credit or liquidity
problem affecting the counterparty), potentially resulting in significant
losses -- perhaps in respect of an offsetting position on which the Series
remains obligated to perform.

The Sponsor has no control over the selection of many of the counterparties by
the Trading Advisor, and the Trading Advisor is generally not restricted from
dealing with any particular counterparty (regulated or unregulated), or from
concentrating any or all of its transactions with a single counterparty or
limited number of counterparties, except the Clearing Broker.

Regulatory Changes Could Restrict the Series' Operations

The Series will implement speculative, highly leveraged strategies. From time
to time there is governmental scrutiny of these types of strategies and
political pressure to regulate their activities. For example, non-U.S.
governments have from time to time blamed the declines of their currencies on
speculative currency trading and imposed restrictions on speculative trading
in certain markets.

Regulatory changes could adversely affect the Series by restricting its
markets, limiting its trading and/or increasing the taxes to which Members are
subject. Adverse regulatory initiatives could develop suddenly and without
notice.

Risk of Fewer Statutory Protections for Members Due to Limited Regulatory
Oversight

Neither the Series nor the Platform is registered as an investment company
under the Investment Company Act of 1940, as amended. Therefore, Members do
not have the benefit of the protections afforded by, nor is the Series or the
Platform subject to the restrictions resulting from, such statute,
registration and regulation.

Risk of Dilution of a Member's Economic Interest

A Member's economic interest in the Platform, in futures or in the Series is
subject to dilution in certain cases. There is a dilution of the economic
interest of the Members who are invested in the Series during periods in which
a Performance Fee has accrued or net trading profits are below the High Water
Mark. This dilution occurs because Members who subscribe for Units at a Net
Asset Value reduced by accrued Performance Fees share in any subsequent
reversals of the Performance Fees accrued at the time of their investment; or,
conversely, because Members who subscribe for Units at a time when the net
trading profits are below the High Water Mark share in the reduction of the
Performance Fees otherwise due in respect of future profits, although they
were not subject to the losses which decreased the net trading profits to that
level.

Performance Fees May Increase Likelihood of Speculative Trading

The Performance Fees paid to the Trading Advisor may give it an incentive to
engage in more speculative investing and trading strategies in an effort to
increase its rate of return. The calculation of the Performance Fees will not
include interest income in determining any increase in value of the Units.
However, the Trading Advisor will have little, if any, to do with the interest
income earned by the Series. Performance Fees will not be calculated on the
basis of any individual Member's investment experience but rather on the basis
of the performance of the Series as a whole.

Lack of Representation of Members Could Result in Unfavorable Terms

Prospective investors have not been represented in any of the negotiations
relating to the formation of the Platform or the Series or the determination
of any of their business terms. The business terms of the Series will not be
negotiated at arm's-length with any Member.

Risk Factors Specific to Exchanges

If more Series are added to the Platform and the Sponsor allows exchanges, the
risk of exchanging into the Units of a Series are the same as directly
investing in such Series. Exchanging Members may redeem out of a Series of the
Platform about to outperform and invest into a Series about to underperform.
The performance of speculative investments such as the Series is
unpredictable, and any attempt to time exchanges between different Series of
the Platform is likely to result in losses over time. The prospects for, as
well as the Net Asset Value per Unit of, a Series of the Platform into which a
Member exchanges may change materially between the time that an irrevocable
decision to exchange must be made and the time that such Units are acquired in
the exchange. In addition, if the net trading profits of a Series out of which
a Member exchanges is below such Series' High Water Mark, the reduction of
Performance Fees otherwise due in respect to future profits will be forfeited
by such Member and will have no effect on the calculation of the Performance
Fee due in respect of the Series into which the Member exchanges. Any accrued
Performance Fees will be assessed when a Member exchanges out of any such
Series.

Note that, as is the case with respect to redemptions, exchanges are treated
as taxable events. As a result, the Member will be obligated to pay any gains
in excess of the basis of the Units exchanged.

The Net Asset Value of the Units of the Series out of which a Member is
exchanging will be calculated as of the last day of the applicable month.

Members May Be Required to Redeem Before Full Realization of Profits

The Sponsor may cause the Series to redeem part or all of the Units held by
any particular Member if the Sponsor determines that (a) such Member's
continued holding of Units could result in adverse consequences to the
Platform, the Series or the Trading Fund, such as an event that would cause
the Platform, the Series or the Trading Fund (i) to be treated as an
association taxable as a corporation for income tax purposes, (ii) to be
considered to hold "plan assets" within the meaning of ERISA, (iii) to engage
in a "prohibited transaction" as defined in Section

406 of ERISA or Section 4975 of the Code, or (iv) to violate any law or
contractual provision or (v) any other reason as may be determined by the
Sponsor; (b) such Member's investment in the Units, or aggregate investment in
the Platform, is below the minimum level established by the Sponsor (including
any increase in such minimum level that the Sponsor may implement in the
future); or (c) for any other reason. Mandatory redemption of a Member's Units
could occur before such Units have had a realistic chance of being profitable.
Units subject to mandatory redemption will be redeemed at their current Net
Asset Value, which will be calculated on the effective date of such mandatory
redemption as determined by the Sponsor.

Cross-Series Liability Risk

Different Series of the Platform are permitted to trade with different trading
methods including various degrees of leverage, thereby creating the
possibility that losses attributable to one Series of the Platform could
exceed its assets, thereby causing Members of other Series to be subject to
losses. The Sponsor views cross-Series liability as a remote risk due to the
fact that each Series of the Platform should be viewed as a separate legal
entity and will invest in a separate Trading Fund, but such risk cannot be
completely eliminated, and is a risk to which all Members must consent as a
condition of being admitted to the Series.

Trading Risks

Volatile Markets; Highly Leveraged Trading Could Result in Increased Losses

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. Additionally, although the Trading Advisor may initiate
stop-loss orders on certain positions to limit downside exposure, there can be
no assurance that any such stop-loss order will be executed at the desired
price or time.

The futures instruments traded by the Series are inherently leveraged and the
Series expects to commit 15% to 35% of the Series' assets as margin at any one
time (although this amount could occasionally be substantially higher).
Historically, the Program has committed as margin 10% to 20% of assets managed
under the Program. It is estimated that the leverage employed by the Series
will equal, at a maximum, ten times the Net Asset Value of the Series,
although it could exceed this amount.

Changing General Market Conditions Could Adversely Affect the Performance of
the Series

Overall market or economic conditions -- which neither the Sponsor nor the
Trading Advisor can predict or control -- have a material effect on the
performance of any managed futures strategy. Furthermore, such overall
conditions can adversely affect the performance of the Trading Advisor at or
about the same time as they adversely affect other Trading Advisors on the
Platform, despite implementing different and independent strategies.

No Assurance of Non-Correlation; Limited Value of Non-Correlation Even if
Achieved

Not only is the past performance of the Trading Advisor not necessarily
indicative of its future results (due to the speculative character of managed
futures), but also there can be no assurance that the Series' results will be
non-correlated with (i.e., unrelated to) the general stock and bond markets.
If the Series' performance is not non-correlated to these markets, the Series
cannot help diversify an overall portfolio.

Investors should evaluate an investment in the Series in terms of the
alternative of an investment in a cash equivalent, such as 91-day Treasury
bills, which can be relied upon to (i) be generally non-correlated with equity
and debt price levels, (ii) generate a positive yield and cash flow, (iii) be
highly liquid, (iv) have almost no risk of loss of principal and (v) incur
virtually no costs or expenses.

Even if the Series' performance is generally both profitable and
non-correlated to the general stock and bond markets, there are highly likely
to be significant periods during which the Series' results are similar to
those of a Member's stock and bond holdings, thereby reducing or eliminating
the Series' diversification benefits. During unfavorable economic cycles, an
investment in the Series may increase rather than mitigate a portfolio's
aggregate losses.

Discretionary Strategies Could Increase Volatility and/or Negatively Affect
Performance

The Trading Advisor may use discretionary rather than systematic traders. Such
traders may be prone to emotionalism and a lack of discipline in their
trading. Relying on subjective trading judgment may produce less consistent
results than those obtained by more systematic approaches.

Technical Analysis Subjects the Series to Greater Exposure to Factors
Exogenous to the Markets Themselves

The Trading Advisor may use technical analysis in employing its trading
program. Technical strategies rely on information intrinsic to the market
itself -- prices, price patterns, volume, volatility, etc. -- to determine
trades. These strategies can incur major losses when factors exogenous to the
markets themselves -- political events, natural catastrophes, acts of war or
terrorism, etc. -- dominate the markets.

Systematic Strategies Could Result in Dependence on General Market Conditions
over Which the Trading Advisor Has No Control

The Trading Advisor may use systematic strategies in employing its trading
program. There has been, in recent years, a substantial increase in interest
in technical futures trading systems, particularly systems established to take
advantage of major price movements ("trend-following systems"). As the capital
under the management of trading systems based on the same general principles
increases, an increasing number of traders may attempt to initiate or
liquidate substantial positions at or about the same time as the Series, or
otherwise alter historical trading patterns or affect the execution of trades,
to the significant detriment of the Series.

There is some tendency for managed futures products -- particularly those
managed by systematic, trend-following advisors -- to perform similarly during
the same or approximately the same periods. Prospective investors must
recognize that, irrespective of the skill and expertise of the Trading
Advisor, the success of the Series may be substantially dependent on general
market conditions over which the Trading Advisor has no control.

In addition, there has been an increase in the use of trading systems
employing counter-trend techniques that attempt to profit from the wide use of
trend following systems by running stop points or otherwise. The increased use
of such techniques could alter to the detriment of the Series the trading
patterns the Trading Advisor attempts to exploit.

Trend-Following Systems Could Incur Losses During Trendless or "Whipsaw"
Markets

The Trading Advisor may use trend-following systems in employing its trading
program. Trend-following trading systems anticipate that more than half of
their trades will be unprofitable and seek to achieve overall profitability by
substantial gains made on a limited number of positions. These strategies can
generally only be successful in markets in which strong price trends occur. In
stagnant markets in which such trends do not occur, or in "whipsaw markets" in
which apparent trends develop but then quickly reverse, trend-following
trading systems are likely to incur substantial losses.

Fundamental Analysis is Subject to Human Error and Emotional Factors Which
Could Result in Poor Performance

The Trading Advisor may use fundamental analysis in employing its trading
program. Fundamental analysis is premised on the assumption that markets are
not perfectly efficient, that informational advantages and mispricings do
occur and that econometric analysis can identify trading opportunities.
Fundamental analysis may incur substantial losses if such economic factors are
not correctly analyzed, not all relevant factors are identified and/or market
forces cause mispricings to continue despite the Trading Advisor having
correctly identified such mispricings. Fundamental analysis may also be more
subject to human error and emotional factors than technical analysis.

Forward Trading is Subject to the Risks of Trading on Unregulated Markets and
Subjects the Series to Increased Counterparty Risk

None of the CFTC, the NFA, futures exchanges or banking authorities currently
regulates forward trading. Because a principal portion of the Series' currency
trading will take place in the forward markets, prospective investors must
recognize that much of the Series' activity takes place in unregulated markets
rather than on futures exchanges subject to the jurisdiction of the CFTC or
other regulatory bodies. The Series' assets on deposit with the currency
forward counterparties with which the Series trades will not be protected by
the same segregation requirements imposed on CFTC-regulated commodity brokers
in respect of customer funds deposited with them. Although the Series will
deal only with major financial institutions as currency forward
counterparties, the insolvency or bankruptcy of a currency forward
counterparty could subject the Series to the loss of its entire deposit with
such counterparty. The forward markets are well established. However, it is
impossible to predict how, given certain

unusual market scenarios, the unregulated nature of these markets might affect
the Series. 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
the Series, including transactions through which the Series is attempting to
liquidate open positions.

Exchange of Futures for Physicals May Cause the Series to Incur Increased
Trading Costs

The Trading Advisor may engage in "exchange of futures for physical" ("EFP")
transactions. An EFP permits positions to be established in the forward or
cash markets during off-hours when futures exchanges are closed or at prices
different from those prevailing on the exchange, which positions are then
exchanged for futures contracts. The pricing of EFPs may, accordingly, vary
from the pricing of exchange-traded futures, and additional transaction costs
are included in exchanging the forward or cash position for the equivalent
futures position.

Trade Execution Risk

The Trading Advisor may use executing brokers unaffiliated with UBS. In the
event of a trading error, the Series may have no effective remedy against such
executing brokers.

Trading in Illiquid Markets Could Result in the Series' Inability to Prevent
Large Losses

Certain positions held by the Series may become illiquid, preventing the
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.

Speculative Position Limits Could Require the Series to Prematurely Liquidate
Positions Resulting in Losses

The CFTC and the United States commodities exchanges have established limits
referred to as "speculative position limits" on the maximum net long or net
short speculative positions that any person may hold or control in any
particular futures or options contracts traded on United States commodities
exchanges. All accounts owned or managed by the Trading Advisor will be
combined for position limit purposes. The Trading Advisor could be required to
liquidate positions held for the Series in order to comply with such limits.
Any such liquidation could result in substantial losses to the Series.

Trading on Non-U.S. Exchanges May Subject the Series' Trades to Less Robust
Regulatory Regimes and to Exchange Rate Risk

The Trading Advisor will trade on futures exchanges outside the U.S. on behalf
of the Series. Trading on such exchanges is not regulated by any U.S.
government agency and may involve certain risks not applicable to trading on
U.S. exchanges. For example, some non-U.S. exchanges, in contrast to U.S.
exchanges, are "principals' markets" similar to the forward markets in which
performance is the responsibility only of the individual member with whom the
Series has entered into a futures contract and not of any exchange or clearing
corporation. In such cases, the Series will be subject to the risk of the
inability or refusal to perform with respect to the individual counterparty
with whom the Series has entered into a futures contract. Trading on non-U.S.
exchanges involves the additional risks of expropriation, burdensome or
confiscatory taxation, moratoriums, exchange or investment controls and
political or diplomatic disruptions, each of which might materially adversely
affect the Series' trading activities. In trading on non-U.S. exchanges, the
Series also will be subject to the risk of changes in the exchange rates
between the U.S. dollar and the currencies in which the non-U.S. contracts are
settled. In addition, the U.S. tax treatment of non-U.S. futures trading is
adverse compared to the tax treatment of U.S. futures trading.

Limits of Risk Disclosures

The futures and forward markets, the Trading Advisor's strategies and
prevailing economic conditions are continually changing. Furthermore, the
Trading Advisor's strategies are proprietary and confidential. The summary
list of risk factors contained herein may not reflect all the speculative
risks to which the Series may be subject. Prospective investors must be aware
that they may lose all or substantially all of their investment in the Series.

Tax Risks

Members Are Taxed Every Year on Their Share of the Series' Profits -- Not Only
When They Redeem as Would Be the Case if They Held Stocks or Bonds

Members are taxed each year on their share of the Series' income and gains,
irrespective of whether they redeem any Units. Members will receive a Schedule
K-1 reflecting their share of the taxable gains and losses of the Series
during the preceding year. The Sponsor does not intend to make any
distributions. Consequently, in order to pay the taxes attributable to their
investment in a Series, Members must either redeem Units or pay such taxes
from other sources.

Over time, the compounding effects of the annual taxation of the Series'
income are material to the economic consequences of investing in such Series.
For example, a 10% compound annual rate of return over five years would result
in an initial $10,000 investment compounding to $16,105. However, if one
factors in a 30% tax rate each year (the blended tax rate on many of the
futures contracts traded by the Series is currently 30%), the result would be
$14,025.

The Series' Trading Gains Taxed at Higher Capital Gains Rate

Members will be taxed on their share of any trading profits of the Series at
both short- and long-term capital gain rates depending on the mix of U.S.
exchange-traded contracts and non-U.S. contracts traded. These tax rates will
be determined irrespective of how long a Member holds Units. Consequently, the
tax rate on the Series' trading gains may be higher than those applicable to
other investments held by a Member for a comparable period.

Tax Could Be Due From Members on Their Share of the Series' Interest Income
Despite Overall Losses

Members may be required to pay tax on their allocable share of the Series'
interest income, even if the Series incurs overall losses. Trading losses can
only be used to offset trading gains and $3,000 of ordinary income (including
interest income) each year. Consequently, if a Member were allocated $5,000 of
interest income and $10,000 of net trading losses, such Member would owe tax
on $2,000 of interest income even though such investor would have a $5,000
loss for the year. The $7,000 capital loss would carry forward, but subject to
the same limitation on its deductibility against interest income.

Unfavorable "Investment Advisory Fees" Tax Treatment

Members could be required by the Internal Revenue Service to treat the Trading
Advisor's Management and Performance Fees, as well as the Sponsor's and
Administrative Fees and certain other expenses of the Series, as "investment
advisory fees," which are subject to substantial restrictions on deductibility
for individual taxpayers.

Tax Audit

There can be no assurance that the Platform's or the Series' tax returns will
not be audited by the Internal Revenue Service. If such an audit were to
result in an adjustment, Members could be required to pay back taxes, interest
and penalties.

Prospective investors are strongly urged to consult their own tax advisors and
counsel with respect to the possible tax consequences of an investment in the
Series, particularly since such tax consequences may differ among investors.

THE FOREGOING RISK FACTORS DO NOT PURPORT TO BE A COMPLETE EXPLANATION OF THE
RISKS INVOLVED IN INVESTING IN THE UNITS, ALTHOUGH THE SPONSOR BELIEVES THAT
ALL KNOWN MATERIAL RISKS RELATING TO THE PROGRAM HAVE BEEN DISCLOSED.
PROSPECTIVE SUBSCRIBERS SHOULD CONSULT WITH THEIR LEGAL, TAX AND FINANCIAL
ADVISORS BEFORE DETERMINING WHETHER TO INVEST IN THE SERIES.

BECAUSE THE TRADING ADVISOR'S STRATEGIES ARE PROPRIETARY AND CONFIDENTIAL,
ONLY THE MOST GENERAL DESCRIPTION OF THE RISKS INVOLVED IN AN INVESTMENT IN
THE SERIES IS POSSIBLE. NO SUCH DESCRIPTION CAN FULLY CONVEY THE RISKS OF THE
HIGHLY-LEVERAGED STRATEGIES WHICH THE TRADING ADVISORS IMPLEMENT.

Item 2: FINANCIAL INFORMATION

Not applicable.

Item 3: PROPERTIES

The Series does not own or use any physical properties in the conduct of its
business.

The Series' administrative office is the administrative offices of the Sponsor
(One North Wacker Drive, 31st Floor, Chicago, Illinois 60606).

The Series does not currently have any assets and will not have assets until
it begins trading, which is anticipated to occur in February 2007.

Item 4: SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

(a) Security ownership of certain beneficial owners.

As of January 24, 2007, no person or "group" is known to be or have been the
beneficial owner of more than 5% of the Units.

(b) Security ownership of management

As of January 24, 2007, the management and the principals of the Sponsor did
not own any Units, the Trading Advisor did not own any Units, and none of the
Sponsor, its management and principals or the Trading Advisor had the right to
acquire beneficial ownership of any Units.

None.

Item 5: DIRECTORS AND EXECUTIVE OFFICERS

(a) and (b) Identification of directors and executive officers.

As a "segregated series" of a limited liability company, the Series itself has
no officers or directors and is managed by the Sponsor.

The following are the principal officers and managers of the Sponsor. The
Board of Directors of the Sponsor has the ultimate authority in selecting the
Trading Advisor for the Series, the Sponsor has worked closely with UBS FS in
the selection process. Although the individuals listed below are the principal
officers and managers of the Sponsor, each is also currently employed and
compensated by the Clearing Broker.

Julie M. DeMatteo. Ms. DeMatteo, age 43, is a Director and the President and
Chief Executive Officer of the Sponsor. She has worked in the futures industry
for over twenty years in various capacities. Ms. DeMatteo has been affiliated
with the Sponsor since 2003, acting as counsel to the firm and most recently
overseeing its daily affairs. Prior to becoming directly affiliated with the
Sponsor, she served as Executive Director and Senior Counsel to the UBS
exchange traded derivatives business. In this capacity, she advised on the
structuring and operation of the Sponsor and provided counsel to the business
regarding its initiatives in the managed futures market. Prior to joining UBS
in 2000, Ms. DeMatteo was affiliated with ING (US) Securities, Futures and
Options, Inc. as Director of Legal and Compliance. Prior to that, Ms. DeMatteo
was employed by BA Futures, Inc. as General Counsel since 1991. In this
capacity, she advised on the offering of firm sponsored managed futures
products and focused on issues related to the CTA market and futures
regulation, generally. Prior to practicing law, Ms. DeMatteo, was employed in
accounting functions by both BA Futures, Inc. and Barnes and Co. She also was
employed as an auditor in the Office of Investigations and Audits by both the
Chicago Board of Trade and Chicago Mercantile Exchange. She holds a Bachelor
of Science in Accounting and Finance from Eastern Illinois University and a
Juris Doctorate from Loyola University College of Law.

Richard Meade. Mr. Meade, age 37, is Chief Operating Officer of the Sponsor.
He has worked in the futures industry for over thirteen years in Europe and
the U.S. Mr. Meade has been affiliated with the Sponsor since 2003 acting in a
business development capacity and consultant on all aspects of managed futures
clearing. Prior to becoming directly affiliated with the Sponsor, he served as
North American Head of Client Relationship Management in UBS' Exchange Traded
Derivatives group. Prior to joining UBS in 2003, Mr. Meade was affiliated with
Goldman Sachs Futures as Vice President and Head of North American Client
Services. Before transferring to New York in 1996 with Goldman Sachs, Mr.
Meade worked on the development of their new clearing entity in London and
helped establish the Goldman Sachs Paris office. He had previously worked as
an English teacher in France and the French Caribbean before joining Goldman
Sachs in 1993. He holds a Bachelor of Arts in French and German from the
University of Nottingham, England.

Per Dyrvik. Mr. Dyrvik, age 46, is a Director of the Sponsor. He is also a
Managing Director and the Chief Financial Officer of UBS Investment Bank for
the Americas Region. He is responsible for the finance, accounting, business
unit controlling and financial change activities for the North American and
South American operations which is comprised of branch operations of UBS AG,
UBS Securities LLC, a registered broker-dealer and investment banking
operation, and various other operating entities including derivatives trading,
merchant banking and asset management businesses. Mr. Dyrvik has been at UBS
since February 1986. Prior to that he was Head of Regulatory Reporting at Dean
Witter Reynolds, Inc. after completing a selective rotational training program
at EF Hutton & Company in 1982. He received a Bachelor of Arts in Accounting
from the Business School at the State University of New York in Albany.

Raul Esquivel. Mr. Esquivel, age 48, is a Director of the Sponsor. He is also
a Managing Director and the head of U.S. Equities at UBS Investment Bank. Mr.
Esquivel also heads the US Equity Operating Committee, and he is a board
member of UBS Investment Bank. Prior to these appointments in November 2005,
Mr. Esquivel was head of U.S. Equity Research at UBS Investment Research. Mr.
Esquivel has held positions in research and research management on

Wall Street for nearly 20 years. Prior to joining UBS, Mr. Esquivel was a
senior vice president in the health care research group at Kidder, Peabody.
Before that, he was affiliated with The Vertical Group, a money management,
venture capital, and institutional research firm specializing in medical
devices and instrumentation. Earlier in his career, Mr. Esquivel worked at
Prudential Securities, Eberstadt Fleming and JP Morgan. Mr. Esquivel holds a
Master of Business Administration from the Harvard Graduate School of Business
and a Bachelor of Arts in business administration, cum laude, from the
University of Miami.

Randall Otte. Mr. Otte, age 55, is the Chief Administrative Officer of the
Sponsor. Mr. Otte has over 30 years experience in the financial services
industry, specifically in the futures and options markets. He has been with
UBS since 2000, serving first as Director of the North American Client
Services Group and then Chicago Business Manager with the Exchange Traded
Derivatives business group. Before this assignment, Mr. Otte served for
seventeen years as COO for the Capital Markets Futures Group of PaineWebber (a
predecessor firm to UBS). Prior to UBS, Mr. Otte worked for the Chicago Board
of Trade's Office of Investigations and Audits, Financial Review Group. Mr.
Otte received a Bachelor of Science in Economics and Business Administration
from Valparaiso University and a Master of Business Administration in Finance
from Northwestern University.

UBS AG. UBS AG was formed on June 29, 1998, when Union Bank of Switzerland
(founded 1862) and Swiss Bank Corporation (founded 1872) merged. UBS AG is
incorporated and domiciled in Switzerland and operates under Swiss Company Law
and Swiss Federal Banking Law as an Aktiengesellschaft, a corporation that has
issued shares of common stock to investors. UBS AG shares are listed on the
SWX Swiss Exchange (traded through its trading platform virt-x), on the New
York Stock Exchange and on the Tokyo Stock Exchange.

UBS USA Inc. UBS USA Inc. is an affiliate of UBS AG and has an ownership
interest in the Sponsor.

The principals of the Trading Advisor and their business backgrounds are as
follows:

Martin Lueck, Research Director Products, age 45, co-founded the Trading
Advisor in 1997, and has been an NFA-registered principal and associated
person of the Trading Advisor from October 1999 to the present. Mr. Lueck has
also been registered with the NFA as a principal of the Trading Advisor's CTA
subsidiary, Aspect Capital Inc., since October 2004 and as an associated
person of Aspect Capital Inc. since December 2004. From December 1995 to
December 1997, Mr. Lueck developed a publishing business. From February 1987,
when Mr. Lueck founded AHL together with Messrs. Adam and Harding, until
September 1994, when AHL was sold to Man Group plc, Mr. Lueck was with AHL. He
initially focused on trading system research before taking on responsibility
for the further development of the proprietary software language which
provided the platform for all of AHL's product engineering and implementation.
During the period from August 1989 to April 1996, Mr. Lueck was registered
with the NFA as a principal and associated person of AHL. Mr. Lueck was a
Director of Research at Brockham Securities Limited, a London based CTA, from
October 1984 to February 1987 and an executive at Nomura International from
January to October 1984. Mr. Lueck holds an M.A. in Physics from Oxford
University.

Anthony Todd, Chief Executive Officer, age 46, is a co-founder of the Trading
Advisor, and has been an NFA-registered principal and associated person of the
Trading Advisor from October 1999 to the present. Before establishing the
Trading Advisor, Mr. Todd worked for five years (from March 1992 to October
1997) at AHL initially as Director of Financial Engineering and Product
Development, before moving to Switzerland as Director of Marketing and
Institutional Sales. Prior to this role, Mr. Todd was a strategy consultant at
Mars & Co., a Paris based consultancy, from September 1990 to March 1992. From
July 1989 to July 1990, Mr. Todd studied at INSEAD, Boulevard De Constance, in
France, and from 1982 to June 1989 he was with UBS in London as Assistant
Director in the International Government Bond Group. Mr. Todd holds a B.A. in
Physics from Oxford University and an M.B.A. from INSEAD.

Robert Wakefield, Chief Operations Officer, age 36, joined the Trading Advisor
in May 2000 having spent six years, from June 1993 until September 1999,
working for Tullett and Tokyo in London and New York on their institutional
futures and options sales desk, and then for ED&F Man International from
September 1999 to April 2000. His responsibilities were the building and
servicing of a large, high volume, institutional client base executing
futures, exchange traded options, bonds and equities. Mr. Wakefield has
extensive experience in the mechanics of financial markets and Automated
Trading Platforms. Mr. Wakefield has been an NFA-registered principal of the
Trading Advisor from January 2004 to the present.

Michael Adam, Chief Investor Officer, age 45, co-founded the Trading Advisor
in 1997, and has been an NFA-registered principal of the Trading Advisor from
January 2004 to the present. In 1994, Mr. Adam co-founded a software company,
called Inventure, where he acted as Chairman until 1997, when he resigned to
start the Trading Advisor. Inventure provided the non-U.S. exchange option
evaluation software, Fenics, and the trader analytical tool, Ranger, formerly
developed for Paul Tudor Jones. From 1993 to 1994, Mr. Adam was Managing
Director of AHL in London, which he co-founded with Martin Lueck and David
Harding in February 1987. During the period from May 1989 to February 1995,
Mr. Adam was registered with the NFA as a principal and associated person of
AHL. From 1991 to 1993, Mr. Adam was Managing Director of Adam Harding & Lueck
AG in Switzerland, with responsibility for building its brokerage, execution
and administrative operations. Mr. Adam was a Director of Brockham Securities
Limited from July 1982 to February 1987, with particular responsibility for
the design and implementation of quantitative trading systems. Mr. Adam also
currently serves as a non-executive Director of GFInet, a leading derivatives
broker. Mr. Adam was awarded a scholarship to study Physics at Magdalen
College, Oxford.

James Walker, Chief Financial Officer, age 40, joined the Trading Advisor in
May 2004 and drives the business development area and heads the finance
function. Mr. Walker joined the Trading Advisor from 3i plc, where he worked
first as an Investment Manager and then was promoted to Director. From
September 1990 to July 1995, he was a Higher Executive Officer and later a
Principal at the UK Department of Trade and Industry. From 1989 to 1990, he
was a Sales Executive for Forward Trust Limited. Prior to that, he worked as a
Sales Executive for Paperlink Limited. Mr. Walker holds a BA (Hons) in
Economics from Kings' College, Cambridge.

John Wareham, Chief Commercial Officer, age 46, joined the Trading Advisor in
September 2005 and leads the company's sales, marketing and client service
teams. Mr. Wareham has more than fifteen years of senior-level experience in
the financial markets. From November 2001 to September 2005, Mr. Wareham was
globally responsible for the Foreign Exchange and Emerging Markets businesses
at AIG Trading Group and AIG Financial Products. Prior to joining AIG, from
April 2001 to November 2001, Mr. Wareham was the Chief Operating Officer for
Atriax Ltd. From February 1995 until April 2001, Mr. Wareham was with Merrill
Lynch, where he was responsible for a successful structured products business
in a number of roles, including Global Head of FX Options Trading, Head of
Private Client Strategies Group and Global Head of FX. Mr. Wareham worked for
Goldman Sachs from February 1991 to February 1995 as a Senior FX Options
Trader. Prior to Goldman Sachs, Mr. Wareham was with Morgan Stanley as a FX
Options Trader from January 1987 until February 1991. From June 1986 to
January 1987, Mr. Wareham was in Credit Analysis at Lehman Brothers, and he
was a Trainee Credit Analyst in the Republic Bank of Dallas NA from June 1985
to June 1986. Mr. Wareham holds a BSC (Economics) from the London School of
Economics and a Masters in Philosophy from St. Antony's College, University of
Oxford.

Simon Rockall, Corporate, Compliance and Legal Director, age 36, is the
Trading Advisor's Company Secretary and manages the Trading Advisor's
Corporate, Legal and Compliance areas. Mr. Rockall joined the Trading Advisor
in August 2003 from GFI Group (independent provider of brokerage, software and
data services) where from May 2001 he was Head of Corporate Development and
Company Secretary for the European region of the business. He joined GFI
following its acquisition of Fenics Software (provider of the de-facto market
standard software for the pricing and analysis of FX Options) where he was
Head of the Legal Group, Vice President and Group Company Secretary between
September 1997 and May 2001, where he made a material contribution in a broad
number of corporate transactions including the preparation of the business for
a public listing on the LSE. Between September 1994 - September 1997 Mr.
Rockall worked for Barclays Bank PLC on its high level Management Program. Mr.
Rockall has a Law degree from Exeter University.

Gavin Ferris, Chief Architect, age 37, joined the Trading Advisor in January
2006 and heads up the creation of the Trading Advisor's next generation
systematic architecture. Prior to joining the Trading Advisor, from October
2003, he was the Chief Executive Officer and co-founder of Crescent Technology
Ltd, which designs statistical trading systems for hedge funds. Between May
2003 and October 2003 Mr. Ferris was the Chief Technology Officer for Crescent
Asset Management Ltd, an Econometric Software Development company with
oversight of all software development at the company. Between March 1997 and
August 2003, he was the Chief Technology Officer, co-founder and Board
Director of RadioScape, a world leader in digital signal processing. At
RadioScape, Mr. Ferris was responsible for the oversight of all software
development and had a significant role in developing key Intellectual
Property. He held the position of lead software engineer of the core
technology group, heading up the development of the Nile production management
software system at DreamWorks SKG Feature animation production from July 1995
to February 1997. Mr. Ferris holds a 1st class degree and PhD from Cambridge
University.

None.

(d) Family relationships

None.

(e) Business experience

See Item 5 (a) and (b) above.

(f) Involvement in certain legal proceedings

None.

(g) Promoters and control persons

Not applicable.

Item 6: EXECUTIVE COMPENSATION

The officers of the Sponsor are currently remunerated by the Clearing Broker
in their respective positions. The Series does not itself have any officers,
directors or employees. As described in Item 1(c) above, the Series pays the
Sponsor, the Trading Advisor and others various forms of compensation for the
services performed for the Series described above. The officers receive no
"other compensation" from the Series. There are no compensation plans or
arrangements relating to a change in control of either the Series, the
Platform or the Sponsor.

Item 7: CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

(a) Transactions Between UBS and the Platform or the Series

Certain of the service providers to the Platform and the Series, other than
the Trading Advisor, the Administrator, the Series' independent auditors and
outside counsel to the Sponsor, are affiliates of UBS, including the exclusive
Clearing Broker for the Series. The Sponsor has negotiated with the Trading
Advisor regarding the level of its advisory fees and certain other terms of
the Advisory Agreement. However, none of the fees paid by the Series to any
UBS party will be negotiated, and they may be higher than would have been
obtained in arm's-length bargaining.

The Series will pay UBS substantial brokerage commissions as well as bid-ask
spreads on forward currency trades. The Series also will pay the Clearing
Broker interest on short-term loans extended by the Clearing Broker to cover
losses on non-U.S. currency positions, and UBS retains certain economic
benefits from possession of the Series' capital. See "Interest Income."

In the case of EFP transactions with the F/X dealer, UBS recognizes certain
incremental profits from the "differential" at which the Series' cash currency
positions are exchanged for futures.

Certain entities in the UBS organization are the beneficiaries of certain of
the revenues generated from the Series. The Sponsor controls the management of
the Series and serves as its sponsor. Although the Sponsor will not sell any
assets, directly or indirectly, to the Series, affiliates of the Sponsor will
make substantial profits from the Series due to the foregoing revenues.

No loans have been, are or will be outstanding between the Sponsor or any of
its principals and the Series.

(b) Certain Business Relationships

See Item 1(c) "Narrative Description of Business -- Financial Terms" for a
discussion of other business dealings between the Sponsor and the Platform or
the Series.

The Series does not intend to make any loans to management.

(d) Not applicable.

Item 8: LEGAL PROCEEDINGS

There have been no administrative, civil or criminal actions, whether pending
or concluded, against the Sponsor or any of its individual principals during
the past five years which would be considered "material" as that term is used
in Item 103 of Regulation S-K, except as described below.

There have been no administrative, civil or criminal actions, whether pending
or concluded, against the Clearing Broker or any of its individual principals
during the past five years which would be considered "material" as that term
is defined in Section 4.24(l)(2) of the regulations of the CFTC, except as may
be described below.

The Clearing Broker was involved in the 2003 Global Research Analyst
Settlement. This settlement is part of the global settlement that the Clearing
Broker and nine other firms have reached with the SEC, NASD, New York Stock
Exchange ("NYSE") and various state regulators. As part of the settlement, the
Clearing Broker has agreed to pay $80,000,000 divided among retrospective
relief, procurement of independent research and investor education. The
Clearing Broker has also undertaken to adopt enhanced policies and procedures
reasonably designed to address potential conflicts of interest arising from
research practices.

Further, the Clearing Broker, like most large, full service investment banks
and broker-dealers, receives inquiries and is sometimes involved in
investigations by the SEC, NYSE and various other regulatory organizations and
government agencies. The Clearing Broker fully cooperates with the authorities
in all such requests. The Clearing Broker regularly reports to the SEC on Form
B-D investigations that result in orders. These reports are publicly
available.

The Clearing Broker will act only as clearing broker for the Series and as
such will be paid commissions for executing and clearing trades on behalf of
the Series. The Clearing Broker has not passed upon the adequacy or accuracy
of this registration statement. The Clearing Broker neither will act in any
supervisory capacity with respect to the Sponsor nor participate in the
management of the Sponsor, the Platform or the Series.

Item 9: MARKET PRICE OF AND DIVIDENDS ON THE REGISTRANT'S COMMON EQUITY AND
RELATED STOCKHOLDER MATTERS.

(a) Market information

There is no trading market for the Units, and none is likely to develop. No
Member may assign, encumber, pledge, hypothecate or otherwise transfer
(collectively, "Transfer") any of such Member's Units without the consent of
the Sponsor, and any such Transfer of Units, whether voluntary, involuntary or
by operation of law, to which the Sponsor does not consent shall result in the
Units so Transferred being mandatorily redeemed as of the end of the month
during which such purported Transfer occurred; provided, however, that a
Member may Transfer the economic benefits of ownership of its Units without
regard to such consent.

(b) Holders

As of January 24, 2007, there were no holders of Units.

The Sponsor has sole discretion in determining what distributions, if any, the
Series will make to Members.

(d) Not applicable.

Item 10: RECENT SALES OF UNREGISTERED SECURITIES

Not applicable.

Item 11: DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.

The registered securities consist of Units of limited liability company
interest of the Series.

The Operating Agreement effectively gives the Sponsor, as sponsor, full
control over the management of the Platform and the Series. Members have no
voice in their operations. In addition, the Sponsor in its operation of the
Platform and the Series is specifically authorized to engage in the
transactions described herein (including those involving Affiliates of the
Sponsor), and is exculpated and indemnified by the Platform and the Series
against claims sustained in connection with the Platform and the Series,
provided that such claims were not the result of the Sponsor's willful
misfeasance, bad faith or gross negligence. For the avoidance of doubt, the
Sponsor shall be entitled, without any violation of any contractual or
fiduciary obligation to any Member, to dissolve the Platform or the Series at
any time.

Although Members have no right to participate in the control or management of
the Platform and the Series, they are entitled to: (i) vote on, by a majority
of the value of the Units held by Members, or approve certain changes to the
Operating Agreement; (ii) remove the Sponsor by a majority vote of the value
of the Units held by Members, (iii) receive annual audited financial
statements, monthly information as the CFTC requires and timely tax
information; (iv) subject to the limitations described herein, inspect the
Series' books and records; and (v) redeem Units as of each month-end, unless
redemptions have been suspended pursuant to the Operating Agreement.

Members participating in the Series may inspect the books of account of the
Series during normal business hours at the office of the Series, and upon at
least ten business days' prior notice, for any valid, non-commercial,
equitable purposes relating to such Member's status as a Member or as required
by law. Members' inspection rights will not include the right to copy any
books or records, will be limited to the financial ledgers of the Series in
which such Members participate or information relating to the Series in which
the Member does not participate, and shall specifically not include the right
to inspect: (i) trading records; (ii) the Platform's, the Series' or the
Trading Fund's portfolio at any point in time; (iii) proprietary information
relating to the strategies implemented by the Sponsor or any Affiliate thereof
on behalf of the Series; or (iv) the names or other identifying features of
other Members.

The Operating Agreement provides for the economic and tax allocations of the
Platform's profit and loss. Economic allocations are based on Members' Units,
and the tax allocations generally attempt to reflect equitably amounts
credited or debited to each Unit's capital account for the current and prior
fiscal years.

The Sponsor may not Transfer all or any portion of its manager's interest in
the Series; provided, that the Sponsor may assign such interest to an
Affiliate of the Sponsor upon notice (which need not be prior notice) to the
Members, in connection with the sale or Transfer of all or a material portion
of the Sponsor's equity or assets or by the vote or written consent of a
majority of the voting rights as set forth in the Operating Agreement.

(a)(1)(i) Dividend Rights. The Sponsor does not intend to make any
distributions. Consequently, in order to pay the taxes attributable to their
investment in the Series, Members must either redeem Units or pay such taxes
from other sources.

(ii) Not applicable.

(iii) Not applicable.

(iv) Redemption Provisions. Units may be redeemed as of the end of any
calendar month (each, a "Redemption Date") at the Net Asset Value per Unit at
such Redemption Date. Redemption requests must be submitted on or prior to the
15th day of the calendar month of such Redemption Date or the following
business day. The Sponsor may permit redemptions at other times and on shorter
notice. The Sponsor may also determine to suspend redemptions as discussed
below but no other such limitations will otherwise apply. To the extent
redemptions are suspended, they will take place at the next Redemption Date
that is not subject to suspension.

The Net Asset Value of redeemed Units is determined as of the Redemption Date
for purposes of determining the redemption proceeds due to Members. Members
will remain subject to fluctuations in such Net Asset Value during the period
between submission of their redemption requests and the applicable Redemption
Date. The Net Asset Value of Units on the designated Redemption Date may
differ materially from the Net Asset Value of such Units as of the date on
which an irrevocable redemption request must be submitted.

Payments of redemption proceeds will be made as soon as practicable after the
related monies are received from the Trading Fund. In the case of any given
redemption, payment may be delayed in the event that it is not possible for
the Series to withdraw from the related Trading Fund in a timely manner.

When Units are redeemed (or exchanged), any accrued fees (including
Performance Fees) and brokerage commissions reduce the redemption proceeds
paid to Members.

The Sponsor may cause the Series to mandatorily redeem part or all of the
Units held by any particular Member. Redemption proceeds generally will be
distributed on the 15th day of the calendar month following a Redemption Date,
although there can be no assurance as to the timing of such payments. All
redemption proceeds will be paid in cash. The Sponsor may suspend the
calculation of the Net Asset Value of the Series' Units during any period for
which the Sponsor is unable to value a material portion of the corresponding
Trading Fund's positions. If the calculation of Net Asset Value is suspended,
redemptions will be suspended as well. Redemptions also may be suspended if
the Sponsor believes that not suspending redemptions would be materially
adverse to the continuing Members. The Sponsor will give notice of any such
suspension to all Members in the Series.

(v) Voting Rights. None of the Units carry any voting rights. However,
the owners of the Units do have the power to approve an amendment to the
Operating Agreement, with the consent of the Sponsor, by obtaining consent of
more than fifty percent of the aggregate value of the Units then owned by the
Members as described in the Operating Agreement. Members of the Series also
may similarly vote to remove the Sponsor as set forth in the Operating
Agreement.

(vi) Not applicable.

(vii) Liquidation Rights. Upon the occurrence of an event causing the
dissolution of the Series or the Platform, payment of creditors and
distribution of the Series' or the Platform's assets will be effected as soon
as practicable in accordance with the Delaware Limited Liability Company Act
and the Operating Agreement. In such event, each Member will share in the
assets of the Series or the Platform pro rata in accordance with its
respective Units therein, less any amount owing by such Member to the Series
or the Platform.

(viii) Not applicable.

(ix) Liability Imposed on the Stockholders. Except as otherwise provided
by law, liability of Members for the liabilities of the Series is limited to
the capital contribution of the Member plus its or his share of undistributed
profits and assets, if any, including any obligation under law to return to
the Series distributions and returns of contributions.

(x) Restriction on Alienability. Units are subject to restriction on
alienability. No Member may Transfer any of such Member's Units without the
consent of the Sponsor, and any such Transfer of Units, whether voluntary,
involuntary or by operation of law, to which the Sponsor does not consent
shall result in the Units so Transferred being mandatorily redeemed as of the
end of the month during which such purported Transfer occurred; provided,
however, that a Member may Transfer the economic benefits of ownership of its
Units without regard to such consent.

(xi) Not applicable.

(a)(2) Not applicable.

(a)(3) Not applicable.

(a)(4) Not applicable.

(a)(5) Not applicable.

(b) Not applicable.

(d) Other Securities. Securities to be registered consist of Units of
limited liability company interest of the Series.

(e) Not applicable.

(f) Not applicable.

Item 12: INDEMNIFICATION OF DIRECTORS AND EXECUTIVE OFFICERS

The Operating Agreement provides that the Sponsor and its Affiliates (each of
the Sponsor and its Affiliates, an "Indemnified Party"), shall have no
liability to the Platform or to any Member, and shall be indemnified by the
Platform against, any loss, liability, claim, damage or expense (including the
reasonable cost of investigating or defending any alleged loss, liability,
claim, damage or expense and reasonable counsel fees incurred in connection
therewith), as incurred, arising in connection with any action or inaction of
an Indemnified Party; provided, however, that in no case is the foregoing
exculpation and indemnity to be deemed to protect an Indemnified Party against
any liability to the Platform or any Member to which an Indemnified Party
would otherwise be subject by reason of willful misfeasance, bad faith or
gross negligence in the performance of their duties or by reason of the
reckless disregard of their obligations and duties under the Operating
Agreement.

The Platform will not bear the cost of that portion of any insurance which
insures any party against any liability the indemnification of which is herein
prohibited. The Platform will not advance to an Indemnified Party sums
necessary to pay legal expenses and other costs incurred as a result of any
legal action initiated against such Indemnified Party.

In no event shall any indemnification obligations of the Platform subject a
Member to any liability in excess of that contemplated by the Operating
Agreement.

In the event the Platform is made a party to any claim, dispute or litigation
or otherwise incurs any loss or expense as a result of or in connection with
any Member's activities, obligations or liabilities unrelated to the
Platform's business, such Member shall indemnify and reimburse the Platform
for all loss and expense incurred, including reasonable attorneys' fees.

The Limited Liability Company Operating Agreement for the Trading Fund
similarly indemnifies the Sponsor under the same standard of liability.

Item 13: FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

The financial statements required by this item are not applicable.

The supplementary financial information specified by Item 302 of Regulation
S-K is not applicable.

Item 14: CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE

Not applicable.

Item 15: FINANCIAL STATEMENTS AND EXHIBITS

(a) Not applicable.

(b) Exhibits.

The following exhibits are filed herewith.

- -------------------------------------------------------------------------------
Exhibit Number Description of Document
- -------------------------------------------------------------------------------
1.1 Selling Agreement.
- -------------------------------------------------------------------------------
*3.1 Certificate of Formation of UBS Managed Futures LLC.
- -------------------------------------------------------------------------------
*4.1 Limited Liability Company Operating Agreement of UBS Managed
Futures LLC.
- -------------------------------------------------------------------------------
*4.2 Separate Series Agreement for the Series.
- -------------------------------------------------------------------------------
*10.1 Advisory Agreement.
- -------------------------------------------------------------------------------
10.2 Representation Letter.
- -------------------------------------------------------------------------------
10.3 Administration Agreement.
- -------------------------------------------------------------------------------
10.4 Escrow Agreement.
- -------------------------------------------------------------------------------
*10.5 Form of Customer Agreement.
- -------------------------------------------------------------------------------
10.6 Form of Subscription Agreement.
- -------------------------------------------------------------------------------
*21.1 List of Subsidiaries.
- -------------------------------------------------------------------------------

* Incorporated by reference to the Series' Form 10/A previously filed on
November 2, 2006.

SIGNATURES

Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, as amended, the registrant has duly caused this registration
statement to be signed on its behalf by the undersigned, thereunto duly
authorized.

Dated: January 24, 2007

UBS MANAGED FUTURES LLC (ASPECT SERIES)

By: UBS Managed Fund Services Inc.
Sponsor

By: /s/ Julie M. DeMatteo
---------------------
Name: Julie M. DeMatteo
Title: President and Chief Executive Officer

By: /s/ Richard Meade
-----------------
Name: Richard Meade
Title: Chief Operating Officer