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

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~September~~ October 112, 2017

ML WINTON FUTURESACCESS LLC
(Exact name of registrant as specified in its charter)

Delaware	0-51084	20-1227904
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

c/o Merrill Lynch Alternative Investments LLC
250 Vesey Street, 11^th Floor
New York, NY 10281
(Address and Zip Code of principal executive offices)

Registrant’s telephone number, including area code: (609) 274-5838

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

(a) ML Winton FuturesAccess LLC (the “"Registrant”") has been governed and operated pursuant to its Sixth Amended and Restated Limited Liability Company Operating Agreement dated as of January 31, 2015, as amended by anAmendments ~~Amendment~~ dated as of March 31, 2015 and August 30, 2017 (the “"Operating Agreement”"). Merrill Lynch Alternative Investments LLC is the sponsor and manager (the “"Sponsor”") of the Registrant. Capitalized terms used herein but not otherwise defined have the respective meanings set forth in the Operating Agreement.

(1) The Sponsor adopted an amendment to the Operating Agreement effective ~~September~~October 112, 2017 (the “"Amendment”"). The Amendment and the Operating Agreement are being filed as exhibits.

(2) The Amendment revised the Operating Agreement to: ~~(i)~~include ~~provide~~new ~~that~~terms ~~the~~which ~~Units~~provide ~~may~~that beafter ~~issued~~a ~~in nine Classes, rather than eight Classes; (ii) remove all references to~~ Class DTC ~~and~~Unit ~~Class~~has DSbeen ~~Units;~~issued ~~(iii) clarify the Class I, Class D~~ and ~~Class~~outstanding Gfor ~~minimum~~thirty ~~investment requirements;~~ (iv30) ~~clarify~~full ~~that~~calendar ~~sales commissions will be deducted from Class F and Class G subscriptions in addition to Class A~~months, ~~Class D and Class I subscriptions as described in~~ the ~~Disclosure Document; and (v) provide that the Class D Units will now be subject to a~~ Sponsor’s ~~Fee~~may, ~~payable~~ in ~~arrears~~its ~~equal~~sole ~~to 1/12 of 0.75% of the aggregate Net Asset Value of the Class D Units. The Amendment provides further that notwithstanding clause (v)~~discretion, ~~the~~automatically ~~Sponsor’s~~convert ~~Fee~~such ~~with respect to the~~ Class DC ~~Units~~Unit ~~shall only be payable if the Management Fee and Performance Fee rates applicable~~ to ~~the~~ a Class A DUnit ~~Units are reduced~~ as of ~~September 1, 2017, such that~~ the ~~aggregate~~first ~~amount~~business day of the ~~Sponsor’s~~31st ~~Fee,~~month ~~Management~~such ~~Fee~~Unit ~~and~~is ~~Performance~~outstanding ~~Fee~~or ~~applicable~~as toof the ~~Class~~first Dbusiness ~~Units,~~day ~~measured as a percentage~~ of such ~~Units’~~later ~~Net~~month ~~Asset~~as ~~Value, is less than~~ the ~~aggregate~~Sponsor ~~amount of the Management Fee and Performance Fee~~may, ~~measured~~in asits asole ~~percentage of the Class D Units’ Net Asset Value applicable prior to September 1~~discretion, ~~2017~~determine.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Description
3.02(i)	Amendment dated ~~August~~October 3012, 2017 to the Sixth Amended and Restated Limited Liability Company Operating Agreement of ML Winton FuturesAccess LLC.
3.02(ii)	Amendment dated ~~March~~August 3130, ~~2015~~2017 to the Sixth Amended and Restated Limited Liability Company Operating Agreement of ML Winton FuturesAccess LLC.
3.02(iii)	Amendment dated March 31, 2015 to the Sixth Amended and Restated Limited Liability Company Operating Agreement of ML Winton FuturesAccess LLC ~~dated as of January 31, 2015~~.
3.02(iv)	Sixth Amended and Restated Limited Liability Company Operating Agreement of ML Winton FuturesAccess LLC dated as of January 31, 2015.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	ML WINTON FUTURESACCESS LLC

	By:	Merrill Lynch Alternative Investments LLC, its manager

	By:	/s/ Barbra E. Kocsis
		Name: Barbra E. Kocsis
		Title: Chief Financial Officer

Date: ~~September~~October 818, 2017

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