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FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

(X) QUARTERLY REPORT UNDER SECTION 13 or 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

OR ( ) TRANSITION REPORT UNDER SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934


For the Quarter ended June 30, 2002
-------------

Commission File Number 0-16526
-------


HUTTON INVESTORS FUTURES FUND L.P. II
-----------------------------------------------------------------
(Exact name of registrant as specified in its charter)

Delaware 13-3406160
----------------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)


c/o Smith Barney Futures Management LLC
388 Greenwich St.- 7th. Fl.
New York, New York 10013
-----------------------------------------------------------------
(Address and Zip Code of principal executive offices)


(212) 723-5424
-----------------------------------------------------------------
(Registrant's telephone number, including area code)



Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.

Yes X No
----- ----




HUTTON INVESTORS FUTURES FUND L.P. II
FORM 10-Q
INDEX

Page
Number

PART I - Financial Information:

Item 1. Financial Statements:

Statement of Financial Condition at
June 30, 2002 and December 31,
2001 (unaudited). 3

Condensed Schedules of Investments at
June 30, 2002 and December 31, 2001
(unaudited). 4 - 5

Statement of Income and Expenses
and Partners' Capital for the
three and Six months ended
June 30, 2002 and 2001
(unaudited). 6

Notes to Financial Statements
(unaudited) 7 - 11

Item 2. Management's Discussion and Analysis
of Financial Condition and Results of
Operations 12 - 14

Item 3. Quantitative and Qualitative Disclosures
of Market Risk 15 - 16

PART II - Other Information 17



2


PART I

Item 1. Financial Statements

HUTTON INVESTORS FUTURES FUND L.P. II
STATEMENT OF FINANCIAL CONDITION
(Unaudited)




JUNE 30, DECEMBER 31,
2002 2001
-------------------------


ASSETS:
Equity in commodity futures trading account:
Cash $15,668,369 $15,100,778
Net unrealized appreciation on open positions 2,826,879 658,139
----------- -----------
18,495,248 15,758,917
Interest receivable 17,002 18,807
----------- -----------
$18,512,250 $15,777,724
=========== ===========



LIABILITIES AND PARTNERS' CAPITAL:

Liabilities:
Accrued expenses:
Commissions $ 75,261 $ 80,549
Other 54,127 41,134
Incentive fees 128,579 --
Redemptions payable 116,916 67,560
----------- -----------
374,883 189,243
----------- -----------

Partners' capital :

General Partner, 44 Unit equivalents
outstanding in 2002 and 2001 321,520 270,239
Limited Partners, 2,438.0950 and 2,494.0950 Units
of Limited Partnership Interest
outstanding in 2002 and 2001, respectively 17,815,847 15,318,242
----------- -----------
18,137,367 15,588,481
----------- -----------
$18,512,250 $15,777,724
=========== ===========




See Notes to Financial Statements.

3





Hutton Investors Futures Fund L.P. II
Condensed Schedule of Investments
June 30, 2002
(Unaudited)
Number Of
Sector Contracts Contract Fair Value
- ------------------- -------------- ------------------------------------ -----------

Currencies
Over the counter contracts purchased - 13.50%
JPY 2,031,817,487 PY/USD - 3.08% June 2002 $ 558,327
EUR 9,450,000 EUR/USD - 4.84%, June 2002 877,477
GBP 10,482,500 GBP/USD - 3.19%, June 2002 578,472

Other - 2.39% 434,520
--------
2,448,796

Over the counter contracts sold - (2.74)% (497,863)
----------
Total over the counter contracts -10.76% 1,950,933

Exchange contracts purchased -0.17% 31,688
---------
Total Currencies - 10.93% 1,982,621
---------
Energy
Futures contracts purchased - 0.02% 3,400
Futures contracts sold - (0.13)% (22,974)
--------
Total Energy - (0.11)% (19,574)
--------

Total Grains - 0.08% Futures contracts purchased - 0.08% 13,738
--------

Total Interest Rates U.S. - 1.32% Futures contracts sold - 1.32% 239,810
--------
Total Interest Rates Non-U.S. - 3.55% Futures contracts purchased - 3.55% 644,233
--------

Total Livestock - (0.00)% * Futures contracts purchased - (0.00)% * (920)
--------

Metals
Futures contracts purchased - (0.48)% (88,197)
Futures contracts sold - (0.50)% (90,043)
---------
Total Metals - (0.98)% (178,240)
---------
Softs
Futures contracts purchased - 0.43% 78,551
Futures contracts sold - (0.02)% (4,193)
---------
Total Softs - 0.41% 74,358
---------

Total Indices - 0.39% Futures contracts sold - 0.39% 70,853
---------
Total Fair Value - 15.59% $2,826,879
=========


% of Investments
Country Composition Investments at Fair Value at Fair Value
------------------------ --------------------------- -----------------
Australia $ (5,842) (0.20)%
Canada 2,012 0.07%
Germany 294,381 10.41%
Japan 261,790 9.26%
Singapore 10,482 0.37%
United Kingdom (33,184) (1.17)%
United States 2,297,240 81.26%
------------------- -----------
$ 2,826,879 100.00%
=================== ===========


Percentages are based on Partners' capital unless otherwise indicated
* Due to rounding
See Notes to Financial Statements


4


Hutton Investors
Futures Fund L.P. II
Condensed Schedule of Investments
December 31, 2001
(Unaudited)


Number of
Sector Contracts Contract Fair Value
- ------------- ------------------ ----------------------------------- --------------

Currencies
Over the counter contracts purchased- 0.01% $ 2,048
Over the counter contracts sold - 5.04%
JPY 2,526,606,300 JPY/USD - 5.37%, March 20, 2002 837,395
Other -(0.33)% (52,138)
--------------
Total OTC contracts- 5.05% 787,305
--------------
Futures contracts purchased - (0.01)% 1,525
Futures contracts sold - 0.12% 18,883
--------------
Total Exchange Contracts - 0.11% 20,408
--------------
Total Currencies - 5.16% 807,713
--------------
Energy - (0.32)% Futures contracts sold - (0.32)% (49,504)
--------------
Grains
Futures contracts purchased - (0.02)% (4,572)
Futures contracts sold - 0.08% 13,150
--------------
Total Grains - 0.06% 8,578
--------------
Interest Rates Non-U.S.
Futures contracts purchased - (0.25)% (39,714)
Futures contracts sold -1.13% 176,708
--------------
Total Interest Rates Non-U.S. - 0.88% 136,994
--------------
Interest Rates U.S.
Futures contracts purchased - 0.00%* 257
Futures contracts sold - (0.03)% (4,313)
--------------
Total Interest Rates U.S. - (0.03)% (4,056)
--------------

Total Livestock - (0.03)% Futures contracts sold - (0.03)% (4,430)
--------------

Metals
Futures contracts purchased- (0.46)% (72,168)
Futures contracts sold - (1.15)% (179,739)
--------------
Total Metals - (1.61)% (251,907)
--------------
Softs
Futures contracts purchased- 0.00% (268)
Futures contracts sold - 0.01% 1,785
-------------
Total Softs - 0.01% 1,517
-------------
Indices
Futures contracts purchased- 0.10% 14,405
Futures contracts sold - (0.00)% (1,171)
-------------
Total Indices - 0.10% 13,234
-------------

Total Fair Value 4.22% $ 658,139
=============


% of Investments
Country Composition Investments at Fair Value at Fair Value
- ---------------------------- ------------------------- ----------------
Australia $ 33,198 5.04%
Canada 9,655 1.47%
Germany 182,735 27.77%
Japan (58,906) (8.95)%
France (4,782) (0.73)%
United Kingdom (177,475) (26.97)%
United States 673,714 102.37%
------------------------ ---------------
$ 658,139 100.00%
======================== ===============


Percentages are based on Partners' capital unless otherwise indicated
*Due to rounding
See Notes to Financial Statements



5


HUTTON INVESTORS FUTURES FUND L.P. II
STATEMENT OF INCOME AND EXPENSES AND PARTNERS' CAPITAL
(UNAUDITED)





THREE MONTHS ENDED SIX MONTHS ENDED
JUNE 30, JUNE 30,
----------- ------------- ------------ -------------
2002 2001 2002 2001

Income:
Net gains (losses) on trading of commodity
interests:
Realized gains (losses) on closed positions $ 1,971,021 $ (797,000) $ 1,120,869 $ 2,811,849
Change in unrealized gains (losses) on open
positions 2,648,258 (1,411,566) 2,168,740 (2,537,334)

------------ ------------ ------------ ----------
4,619,279 (2,208,566) 3,289,609 274,515
Interest income 48,566 119,565 98,113 273,260
------------ ------------ ------------ ----------
4,667,845 (2,089,001) 3,387,722 547,775
------------ ------------ ------------ ----------
Expenses:
Brokerage commissions including clearing fees
of $4,960, $4,166, $9,364 and $8,176, respectively 164,673 166,593* 346,245 321,298 *
Other expenses 12,326 11,859 24,654 24,187
Incentive fees 128,579 -- 128,579 72,636
------------ ------------ ------------ ----------
305,578 178,452 499,478 418,121
------------ ------------ ------------ ----------

Net income (loss) 4,362,267 (2,267,453) 2,888,244 129,654
Redemptions (116,916) (315,876) (339,358) (670,585)
------------ ------------ ------------ ----------
Net increase (decrease) in Partners' capital 4,245,351 (2,583,329) 2,548,886 (540,931)

Partners' capital, beginning of period 13,892,016 18,138,839 15,588,481 16,096,441

------------ ------------ ------------ ----------
Partners' capital, end of period $ 18,137,367 $ 15,555,510 $ 18,137,367 $ 15,555,510
============ ============ ============ ==========

Net asset value per Unit
(2,482.0950 and 2,556.0950 Units outstanding
at June 30, 2002 and 2001, respectively) $ 7,307.28 $ 6,085.65 $ 7,307.28 $ 6,085.65
============ ============ ============ ==========


Net income (loss) per Unit of Limited Partnership
Interest and General Partner Unit equivalent $ 1,746.24 $ (869.43) $ 1,165.48 $ 32.08
============ ============ ============ ==========



* Amounts reclassified for comparative purposes
See Notes to Finanacial Statements


6



HUTTON INVESTORS FUTURES FUND L.P. II
NOTES TO FINANCIAL STATEMENTS
June 30, 2002
(Unaudited)

1. General

Hutton Investors Futures Fund L.P. II (the "Partnership") is a limited
partnership, organized on March 31, 1987 under the partnership laws of the State
of Delaware, to engage in the speculative trading of a diversified portfolio of
commodity interests including futures contracts, options and forward contracts.
The commodity interests that are traded by the Partnership are volatile and
involve a high degree of market risk. The Partnership commenced operations on
July 24, 1987.

Smith Barney Futures Management LLC acts as the general partner (the
"General Partner") of the Partnership. The Partnership's commodity broker is
Salomon Smith Barney Inc. ("SSB"). SSB is an affiliate of the General Partner.
The General Partner is wholly owned by Salomon Smith Barney Holdings Inc.
("SSBHI"), which is the sole owner of SSB. SSBHI is a wholly owned subsidiary of
Citigroup Inc. As of June 30, 2002, all trading decisions are made by John W.
Henry & Company, Inc. and TrendLogic Associates, Inc. (collectively, the
"Advisors").

The accompanying financial statements are unaudited but, in the opinion of
management, include all adjustments, consisting only of normal recurring
adjustments, necessary for a fair presentation of the Partnership's financial
condition at June 30, 2002 and December 31, 2001 and the results of its
operations for the three and six months ended June 30, 2002 and 2001. These
financial statements present the results of interim periods and do not include
all disclosures normally provided in annual financial statements. You should
read these financial statements together with the financial statements and notes
included in the Partnership's annual report on Form 10-K filed with the
Securities and Exchange Commission for the year ended December 31, 2001.

Due to the nature of commodity trading, the results of operations for the
interim periods presented should not be considered indicative of the results
that may be expected for the entire year.


7


HUTTON INVESTORS FUTURES FUND L.P. II
NOTES TO FINANCIAL STATEMENTS
June 30, 2002
(Unaudited)
(Continued)

2. Financial Highlights:

Changes in net asset value per Unit for the three and six months ended June
30, 2002 and 2001 were as follows:


THREE-MONTHS ENDED SIX-MONTHS ENDED
JUNE 30, JUNE 30,
-------------------- ---------------------
2002 2001 2002 2001

Net realized and unrealized
gains(losses) * $1,783.20 $(910.72) $1,187.77 $(35.06)
Interest income 19.44 45.84 38.96 103.64
Expenses ** (56.40) (4.55) (61.25) (36.50)
--------- --------- --------- ---------
Increase (decrease) for period 1,746.24 (869.43) 1,165.48 32.08

Net Asset Value per Unit,
beginning of period 5,561.04 6,955.08 6,141.80 6,053.57
--------- --------- --------- ---------

Net Asset Value per Unit,
end of period $7,307.28 $6,085.65 $7,307.28 $6,085.65
========= ========= ========= =========



* Net realized and unrealized gains (losses) is net of commission expense.

** Expenses exclude commission expense.


8


HUTTON INVESTORS FUTURES FUND L.P. II
NOTES TO FINANCIAL STATEMENTS
June 30, 2002
(Unaudited)
(Continued)


Financial Highlights continued:




THREE-MONTHS ENDED SIX-MONTHS ENDED
JUNE 30, JUNE 30,
---------------- ---------------
2002 2001 2002 2001
--------------- --------------

Ratio to average net assets: ***
Net income (loss) before incentive
fee 118.2% (54.3)% 39.8% 2.5%
Incentive fee (3.4)% 0.0% (1.7)% (0.9)%
----- ---- ---- ---
Net income (loss) after
incentive fee 114.8% (54.3)% 38.1% 1.6%
===== ==== ==== ===
Operating expenses 4.7% 4.3% 4.9% 4.2%
Incentive fee 3.4% 0.0% 1.7% 0.9%
----- ---- ---- ---
Total expenses and incentive fees 8.1% 4.3% 6.6% 5.1%
===== ==== ==== ===

Total return:
Total return before incentive fee 32.3% (12.5)% 19.8% 1.0%
Incentive fee (0.9)% 0.0% (0.8)% (0.5)%
----- ---- ---- ---
Total return after incentive fee 31.4% (12.5)% 19.0% 0.5%
===== ==== ==== ===


*** Annualized


9


HUTTON INVESTORS FUTURES FUND L.P. II
NOTES TO FINANCIAL STATEMENTS
June 30, 2002
(Unaudited)
(Continued)

3. Trading Activities:

The Partnership was formed for the purpose of trading contracts in a
variety of commodity interests, including derivative financial instruments and
derivative commodity instruments. The results of the Partnership's trading
activity are shown in the statement of income and expenses and partners'
capital.

The Customer Agreement between the Partnership and SSB gives the
Partnership the legal right to net unrealized gains and losses.

All of the commodity interests owned by the Partnership are held for
trading purposes. The average fair value during the six and twelve months ended
June 30, 2002 and December 31, 2001, based on a monthly calculation, was
$1,331,616 and $960,433, respectively. The fair value of these commodity
interests, including options thereon, if applicable, at June 30, 2002 and
December 31, 2001, was $2,826,879 and $658,139, respectively. Fair values for
exchange traded commodity futures and options are based on quoted market prices
for those futures and options. Fair values for all other financial instruments
for which market quotations are not readily available are based on calculations
approved by the General Partner.

4. Financial Instrument Risk:

The Partnership is party to financial instruments with off-balance sheet
risk, including derivative financial instruments and derivative commodity
instruments, in the normal course of its business. These financial instruments
may include forwards, futures and options, whose values are based upon an
underlying asset, index, or reference rate, and generally represent future
commitments to exchange currencies or cash flows, to purchase or sell other
financial instruments at specific terms at specified future dates, or, in the
case of derivative commodity instruments, to have a reasonable possibility to be
settled in cash, through physical delivery or with another financial instrument.
These instruments may be traded on an exchange or over-the-counter ("OTC").
Exchange traded instruments are standardized and include futures and certain
option contracts. OTC contracts are negotiated between contracting parties and
include forwards and certain options. Each of these instruments is subject to
various risks similar to those related to the underlying financial instruments
including market and credit risk. In general, the risks associated with OTC


10


HUTTON INVESTORS FUTURES FUND L.P. II
NOTES TO FINANCIAL STATEMENTS
June 30, 2002
(Unaudited)
(Continued)
contracts are greater than those associated with exchange traded instruments
because of the greater risk of default by the counterparty to an OTC contract.

Market risk is the potential for changes in the value of the financial
instruments traded by the Partnership due to market changes, including interest
and foreign exchange rate movements and fluctuations in commodity or security
prices. Market risk is directly impacted by the volatility and liquidity in the
markets in which the related underlying assets are traded.

Credit risk is the possibility that a loss may occur due to the failure of
a counterparty to perform according to the terms of a contract. Credit risk with
respect to exchange traded instruments is reduced to the extent that an exchange
or clearing organization acts as a counterparty to the transactions. The
Partnership's risk of loss in the event of counterparty default is typically
limited to the amounts recognized as unrealized appreciation in the statement of
financial condition and not represented by the contract or notional amounts of
the instruments. The Partnership has concentration risk because the sole
counterparty or broker with respect to the Partnership's assets is SSB.

The General Partner monitors and controls the Partnership's risk exposure
on a daily basis through financial, credit and risk management monitoring
systems and accordingly believes that it has effective procedures for evaluating
and limiting the credit and market risks to which the Partnership is subject.
These monitoring systems allow the General Partner to statistically analyze
actual trading results with risk adjusted performance indicators and correlation
statistics. In addition, on-line monitoring systems provide account analysis of
futures, forwards and options positions by sector, margin requirements, gain and
loss transactions and collateral positions.

The notional or contractual amounts of these instruments, while not
recorded in the financial statements, reflect the extent of the Partnership's
involvement in these instruments. The majority of these instruments mature
within one year of June 30, 2002. However, due to the nature of the
Partnership's business, these instruments may not be held to maturity.


11



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

Liquidity and Capital Resources

The Partnership does not engage in the sale of goods or services. Its only
assets are its equity in its commodity futures trading account, consisting of
cash, net unrealized appreciation (depreciation) on open futures and forward
contracts and interest receivable. Because of the low margin deposits normally
required in commodity futures trading, relatively small price movements may
result in substantial losses to the Partnership. While substantial losses could
lead to a substantial decrease in liquidity, no such losses occurred in the
Partnership's second quarter of 2002.

The Partnership's capital consists of the capital contributions of the
partners as increased or decreased by gains or losses on commodity futures
trading, expenses, interest income, redemptions of Units and distributions of
profits, if any.

For the six months ended June 30, 2002, Partnership capital increased 16.4%
from $15,588,481 to $18,137,367. This increase was attributable to net income
from operations of $2,888,244, which was partially offset by the redemption of
56 Units resulting in an outflow of $339,358. Future redemptions can impact the
amount of funds available for investment in commodity contract positions in
subsequent months.

Critical Accounting Policies

The preparation of financial statements in conformity with accounting
principles generally accepted in the United States requires estimates and
assumptions that affect the reported amounts of assets and liabilities, revenues
and expenses, and related disclosures of contingent assets and liabilities in
the financial statements and accompanying notes.

All commodity interests (including derivative financial instruments and
derivative commodity instruments) are used for trading purposes. The commodity
interests are recorded on trade date and open contracts are recorded in the
statement of financial condition at fair value on the last business day of the
period, which represents market value for those commodity interests for which
market quotations are readily available. Investments in commodity interests
denominated in foreign currencies are translated into U.S. dollars at the
exchange rates prevailing on the last business day of the period. Realized gains
(losses) and changes in unrealized values on commodity interests and foreign


12


currencies are recognized in the period in which the contract is closed or the
changes occur and are included in net gains (losses) on trading of commodity
interests.

Foreign currency contracts are those contracts where the Partnership agrees
to receive or deliver a fixed quantity of foreign currency for an agreed-upon
price on an agreed future date. Foreign currency contracts are valued daily, and
the Partnership's net equity therein, representing unrealized gain or loss on
the contracts as measured by the difference between the forward foreign exchange
rates at the date of entry into the contracts and the forward rates at the
reporting dates, is included in the statement of financial condition. Realized
gains(losses) and changes in unrealized values on foreign currency contracts are
recognized in the period in which the contract is closed or the changes occur
and are included in the statement of income and expenses and partners' capital.

Results of Operations

During the Partnership's second quarter of 2002 the net asset value per
unit increased 31.4% from $5,561.04 to $7,307.28 as compared to a decrease of
12.5% in the second quarter of 2001. The Partnership experienced a net trading
gain before brokerage commissions and related fees in the second quarter of 2002
of $4,619,279. Gains were primarily attributable to the trading of commodity
futures in currencies, livestock, non-U.S. interest rates and indices and were
partially offset by losses in energy, grains, softs, U.S. interest rates and
metals. The Partnership experienced a net trading loss before commissions and
related fees in the second quarter of 2001 of $2,208,566. Losses were primarily
attributable to the trading of commodity futures in currencies, energy, softs,
livestock, U.S and non-U.S. interest rates, metals and indices and were
partially offset by gains in grains.

Commodity futures markets are highly volatile. The Potential for broad and
rapid price fluctuations increases the risks involved in commodity trading but
also increases the possibility of profit. The profitability of the Partnership
depends on the existence of major price trends and the ability of the Advisors
to correctly identify those price trends. Price trends are influenced by, among
other things, changing supply and demand relationships, weather, governmental,
agricultural, commercial and trade programs and policies, national and
international political and economic events and changes in interest rates. To
the extent that market trends exist and the Advisors are able to identify them,
the Partnership expects to increase capital through operations.


13


Interest income on 80% of the Partnership's daily equity maintained in cash
was earned at the monthly average 13-week U.S. Treasury Bill yield. Salomon
Smith Barney may continue to maintain the Partnership assets in cash and/or to
place all of the Fund assets in 90-day Treasury bills and pay the Partnership
80% of the interest earned on the Treasury bills purchased. Salomon Smith Barney
will retain 20% of any interest earned on Treasury bills. Interest income for
the three and six months ended June 30, 2002 decreased by $70,999 and $175,147
respectively, as compared to the corresponding periods in 2001. The decrease in
interest income is primarily due to a decrease in interest rates during the
three and six months ended June 30, 2002 as compared to 2001.

Brokerage commissions are based on the number of trades executed by the
Advisors. Brokerage commissions and fees for the three and six months ended June
30, 2002 decreased by $1,920 and increased by $24,947 as compared to the
corresponding periods in 2001.

Incentive fees are based on the new trading profits generated by each
Advisor as defined in the advisory agreements between the Partnership, the
General Partner and each Advisor. Trading performance for the six months ended
June 30, 2002 and 2001 resulted in incentive fees of $128,579 and $72,636,
respectively.


14


Item 3. Quantitative and Qualitative Disclosures of Market Risk

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

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

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

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

Exchange maintenance margin requirements have been used by the Partnership
as the measure of its Value at Risk. Maintenance margin requirements are set by
exchanges to equal or exceed the maximum losses reasonably expected to be
incurred in the fair value of any given contract in 95%-99% of any one-day
intervals. Maintenance margin has been used rather than the more generally
available initial margin, because initial margin includes a credit risk
component, which is not relevant to Value at Risk.


15


The following table indicates the trading Value at Risk associated with the
Partnership's open positions by market category as of June 30, 2002. All open
position trading risk exposures of the Partnership have been included in
calculating the figures set forth below. As of June 30, 2002, the Partnership's
total capitalization was $18,137,367. There has been no material change in the
trading Value at Risk information previously disclosed in the Form 10-K for the
year ended December 31, 2001.

June 30, 2002
(Unaudited)



Year to Date
% of Total High Low
Market Sector Value at Risk Capitalization Value at Risk Value at Risk
- ------------------------------------------------------------------------------------------

Currencies:
- Exchange Traded Contracts $ 9,275 0.05% $ 13,775 $ 9,145
- OTC Contracts 850,614 4.69% 940,138 303,337
Energy 129,300 0.71% 202,900 24,500
Grains 24,350 0.13% 28,150 20,750
Interest Rates U.S. 214,200 1.18% 217,760 77,360
Interest Rates Non-U.S 749,911 4.14% 749,911 183,290
Livestock 4,800 0.03% 7,800 3,600
Metals:
- Exchange Traded Contracts 87,000 0.48% 90,000 63,000
- OTC Contracts 123,875 0.68% 140,500 17,250
Softs 65,303 0.36% 103,713 26,327
Indices 461,522 2.55% 465,209 185,152
---------- ---------
Total $2,720,150 15.00%
========== ==========



16


PART II OTHER INFORMATION

Item 1. Legal Proceedings -

In April 2002, consolidated amended complaints were filed against
Salomon Smith Barney Inc and other investment banks named in numerous
putative class actions filed in the United States District Court for
the Southern District of New York alleging violations of certain
federal securities laws (including Section 11 of the Securities Act of
1933, as amended, and Section 10(b) of the Securities Exchange Act of
1934, as amended) with respect to the allocation of shares for certain
initial public offerings and related aftermarket transactions and
damage to investors caused by allegedly biased research analyst
reports. Also pending in the Southern District of New York against
Salomon Smith Barney Inc and other investment banks are several
putative class actions which have been consolidated into a single
class action alleging violations of certain federal and state
antitrust laws in connection with the allocation of shares in initial
public offerings when acting as underwriters.

Item 2. Changes in Securities and Use of Proceeds - None

Item 3. Defaults Upon Senior Securities - None

Item 4. Submission of Matters to a Vote of Security Holders - None

Item 5. Other Information - None

Item 6. (a) Exhibit - 99.1 Certificate of Chief Executive Officer.
Exhibit - 99.2 Certificate of Chief Financial Officer.

(b) Reports on Form 8-K - None with respect to the second quarter of
2002. On July 17, 2002 the Partnership filed a notice on Form 8-K
to report a change in accountants from PricewaterhouseCoopers LLP
to KPMG LLP.


17


SIGNATURES
Pursuant to the requirements of Section 13 or 15 (d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.
HUTTON INVESTORS FUTURES FUND L.P. II


By: Smith Barney Futures Management LLC
(General Partner)


By: /s/ David J. Vogel, President
-------------------------------
David J. Vogel, President

Date: 8/14/02
------------

Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.

By: Smith Barney Futures Management LLC
(General Partner)


By: /s/ David J. Vogel, President
-------------------------------
David J. Vogel, President


Date: 8/14/02
------------



By: /s/ Daniel R. McAuliffe, Jr.
-----------------------------------
Daniel R. McAuliffe, Jr.
Chief Financial Officer and Director


Date: 8/14/02
------------


18