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DRAFT

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 September 30, 2004

Commission File Number 0-16627

SHEARSON SELECT ADVISORS FUTURES FUND L.P.

(Exact name of registrant as specified in its charter)


Delaware   13-3405705  
(State or other jurisdiction of   (I.R.S. Employer  
incorporation or organization)   Identification No.

c/o Citigroup Managed Futures LLC
399 Park Avenue – 7th Fl.
New York, New York 10022

(Address and Zip Code of principal executive offices)

(212) 559-2011

(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 periods that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes X     No    

Indicate by check mark whether the registrant is an accelerated filer (as defined in rule 12b-2 of the Exchange Act).

Yes         No X




SHEARSON SELECT ADVISORS FUTURES FUND L.P.

FORM 10-Q

INDEX


    Page
Number
PART I - Financial Information:
Item 1. Financial Statements:
  Statements of Financial Condition at September 30, 2004 and December 31, 2003 (unaudited) 3
  Condensed Schedules of Investments at September 30, 2004 and December 31, 2003 (unaudited) 4 - 5
  Statements of Income and Expenses and Partners' Capital for the three and nine months ended September 30, 2004 and 2003 (unaudited) 6
  Statements of Cash Flows for the three and nine months ended September 30, 2004 and 2003 (unaudited) 7
  Notes to Financial Statements (unaudited) 8 - 10
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 11 - 13
Item 3. Quantitative and Qualitative Disclosures about Market Risk 14 - 15
Item 4. Controls and Procedures 16
PART II - Other Information 17

2




Part I

Item 1. Financial Statements
Shearson Select Advisors Futures Fund L.P.
Statements of Financial Condition
(Unaudited)


  September 30,
2004
December 31,
2003
Assets:            
Equity in commodity futures trading account:            
Cash (restricted $491,700 and $536,151 in 2004 and 2003, respectively) $ 2,963,145   $ 4,256,795  
Net unrealized appreciation on open futures positions   234,113     603  
Unrealized appreciation on open forward contracts   102,111     314,690  
    3,299,369     4,572,088  
Interest receivable   3,067     2,092  
  $ 3,302,436   $ 4,574,180  
             
Liabilities and Partners' Capital:            
Liabilities:            
Unrealized depreciation on open forward contracts $ 115,752   $ 18,001  
Accrued expenses:            
Commissions   15,933     22,781  
Management fees   10,469     15,054  
Other   30,157     17,242  
Redemptions payable   48,375     7,869  
    220,686     80,947  
Partners' Capital:            
General Partner, 34 Unit equivalents outstanding in 2004 and 2003   96,749     133,774  
Limited Partners, 1,049 and 1,108 Redeemable Units of Limited Partnership Interest outstanding in 2004 and 2003, respectively   2,985,001     4,359,459  
    3,081,750     4,493,233  
  $ 3,302,436   $ 4,574,180  

See Accompanying Notes to Unaudited Financial Statements.

3




Shearson Select Advisors Futures Fund L.P.
Condensed Schedule of Investments
September 30, 2004
(Unaudited)


Sector Contract Fair Value
Currencies        
  Unrealized appreciation on forward contracts 1.96% $ 60,419  
  Unrealized depreciation on forward contracts (3.31)%   (101,877
Total Currencies (1.35)%     (41,458
         
Total Interest Rates U.S. 1.71% Futures contracts purchased 1.71%   52,625  
         
Total Interest Rates Non-U.S. 5.07% Futures contracts purchased 5.07%   156,124  
         
Metals        
  Futures contracts purchased 1.00%   30,840  
  Unrealized appreciation on forward contracts 1.35%   41,692  
  Unrealized depreciation on forward contracts (0.45)%   (13,875
  Total forward contracts 0.90%   27,817  
Total Metals 1.90%     58,657  
         
Total Indices (0.18)% Futures contracts purchased (0.18)%   (5,476
Total Fair Value 7.15%   $ 220,472  

Country Composition Investments at
Fair Value
% of Investments at
Fair Value
Australia $ (5,322   (2.41 )% 
Germany   24,575     11.15  
Japan   86,546     39.25  
United Kingdom   72,666     32.96  
United States   42,007     19.05  
  $ 220,472     100.00

Percentages are based on Partners' capital unless otherwise indicated.

See Accompanying Notes to Unaudited Financial Statements.

4




Shearson Select Advisors Futures Fund L.P.
Condensed Schedule of Investments
December 31, 2003
(Unaudited)


Sector Contract Fair Value
         
Currencies        
  Unrealized depreciation on forward contracts (0.40)% $ (18,001
  Unrealized appreciation on forward contracts 5.76%   258,796  
Total Currencies 5.36%     240,795  
         
Total Interest Rates U.S. (0.31)% Futures contracts sold (0.31)%   (14,069
         
Total Interest Rates Non-U.S. 0.12% Futures contracts purchased 0.12%   5,474  
         
Metals        
  Futures contracts purchased 0.48%   21,480  
  Unrealized appreciation on forward contracts 1.24%   55,894  
Total Metals 1.72%     77,374  
         
Indices        
  Futures contracts sold (0.89)%   (39,843
  Futures contracts purchased 0.61%   27,561  
Total Indices (0.28)%     (12,282
Total Fair Value 6.61%   $ 297,292  

Country Composition Investments
at Fair Value
% of Investments
at Fair Value
Germany $ 19,439     6.54
Japan   (39,843   (13.40
United Kingdom   64,665     21.75  
United States   253,031     85.11  
  $ 297,292     100.00      

Percentages are based on Partners' capital unless otherwise indicated.

See Accompanying Notes to Unaudited Financial Statements.

5




Shearson Select Advisors Futures Fund L.P.
Statements of Income and Expenses and Partners' Capital
(Unaudited)


  Three Months Ended
September 30,
Nine Months Ended
September 30,
  2004 2003 2004 2003
Income:                        
Net gains (losses) on trading of commodity interests:                        
Realized gains (losses) on closed positions $ (522,005 $ (522,283 $ (855,549 $ 1,046,844  
Change in unrealized gains (losses) on open positions   375,733     336,204     (76,820   (217,623
Net realized and unrealized gains (losses)   (146,272   (186,079   (932,369   829,221  
Interest income   8,644     7,649     23,204     24,900  
    (137,628   (178,430   (909,165   854,121  
Expenses:                        
Brokerage commissions including clearing fees of $937, $1,387, $2,124 and $3,249, respectively   49,393     69,262     179,813     215,965  
Management fees   30,886     44,021     113,810     138,257  
Incentive fees               66,775  
Other expenses   6,896     5,819     19,286     22,537  
    87,175     119,102     312,909     443,534  
Net income (loss)   (224,803   (297,532   (1,222,074   410,587  
Redemptions - - L.P.   (48,375   (58,998   (189,409   (251,616
Net increase (decrease) in Partners' capital   (273,178   (356,530   (1,411,483   158,971  
Partners' capital, beginning of period   3,354,928     4,574,914     4,493,233     4,059,413  
Partners' capital, end of period $ 3,081,750   $ 4,218,384   $ 3,081,750   $ 4,218,384  
Net asset value per Redeemable Unit (1,083 and 1,144 Redeemable Units outstanding at September 30, 2004 and 2003, respectively) $ 2,845.57   $ 3,687.40   $ 2,845.57   $ 3,687.40  
Net income (loss) per Redeemable Unit of Limited Partnership Interest and General Partner Unit equivalent $ (204.36 $ (256.49 $ (1,088.96 $ 332.51  

See Accompanying Notes to Unaudited Financial Statements.

6




Shearson Select Advisors Futures Fund L.P.
Statements of Cash Flows
(Unaudited)


  Three Months Ended
September 30,
Nine Months Ended
September 30,
  2004 2003 2004 2003
Cash flows from operating activities:                              
Net Income (loss) $ (224,803 $ (297,532 $ (1,222,074 $ 410,587  
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:                        
Changes in operating assets and liabilities:                        
(Increase) decrease in net unrealized appreciation/depreciation on open futures positions   (289,356   (73,258   (233,510   226,456  
(Increase) decrease in unrealized appreciation on open forward contracts   (92,680   (334,342   212,579     (199,508
(Increase) decrease in Interest receivable   (237   330     (975   336  
Increase (decrease) in unrealized depreciation on open forward contracts   6,303     71,396     97,751     190,675  
Accrued expenses:                        
Increase (decrease) in commissions   (1,523   (2,229   (6,848   846  
Increase (decrease) in management fees   (1,027   (1,434   (4,585   550  
Increase (decrease) in incentive fees       (36,775        
Increase (decrease) in other   5,285     (13,115   12,915     3,603  
Increase (decrease) in redemptions payable   (33,973   (35,655   40,506     5,320  
Net cash provided by (used in) operating activities   (632,011   (722,614   (1,104,241   638,865  
Cash flows from financing activities:                        
Payments for redemptions — Limited Partners   (48,375   (58,998   (189,409   (251,616
Net change in cash   (680,386   (781,612   (1,293,650   387,249  
Cash, at beginning of period   3,643,531     4,975,596     4,256,795     3,806,735  
Cash, at end of period $ 2,963,145   $ 4,193,984   $ 2,963,145   $ 4,193,984  

See Accompanying Notes to Unaudited Financial Statements.

7




Shearson Select Advisors Futures Fund L.P.
Notes to Financial Statements
September 30, 2004
(Unaudited)

1.    General

Shearson Select Advisors Futures Fund L.P., (the "Partnership") is a limited partnership which was organized under the laws of the State of Delaware on February 10, 1987. The Partnership is engaged 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 trading on July 1, 1987.

Citigroup Managed Futures LLC, formerly Smith Barney Futures Management LLC, acts as the general partner (the "General Partner") of the Partnership. The Partnership's commodity broker is Citigroup Global Markets Inc. ("CGM"), formerly Salomon Smith Barney Inc. CGM is an affiliate of the General Partner. The General Partner is wholly owned by Citigroup Global Markets Holdings Inc. ("CGMHI"), formerly Salomon Smith Barney Holdings Inc., which is the sole owner of CGM. CGMHI is a wholly owned subsidiary of Citigroup Inc. As of September 30, 2004, all trading decisions are made by John W. Henry & Company, Inc. (the "Advisor").

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 September 30, 2004 and December 31, 2003 and the results of its operations and cash flows for the three and nine months ended September 30, 2004 and 2003. 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, 2003.

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.

8




Shearson Select Advisors Futures Fund L.P.
Notes to Financial Statements
September 30, 2004
(Unaudited)
(Continued)

2.    Financial Highlights:

Changes in Net Asset Value per Redeemable Unit of Limited Partnership Interest for the three and nine months ended September 30, 2004 and 2003 were as follows:


  Three Months Ended
September 30,
Nine Months Ended
September 30,
  2004 2003 2004 2003
Net realized and unrealized gains (losses)* $ (177.88 $ (220.11 $ (991.35 $ 503.06  
Interest income   7.86     6.60     20.69     21.02  
Expenses**   (34.34   (42.98   (118.30   (191.57
Increase (decrease) for the period   (204.36   (256.49   (1,088.96   332.51  
                         
Net Asset Value per Redeemable Unit, beginning of period   3,049.93     3,943.89     3,934.53     3,354.89  
                         
Net Asset Value per Redeemable Unit,
end of period
$ 2,845.57   $ 3,687.40   $ 2,845.57   $ 3,687.40  
*  Includes brokerage commissions
**  Excludes brokerage commissions
Ratio to average net assets: ***
Net investment loss before incentive fees****   (10.0 )%    (10.0 )%    (10.1 )%    (10.5 )% 
Operating expenses   11.1   10.7   10.9   11.2
Incentive fees   0.0   0.0   0.0   2.0
Total expenses   11.1   10.7   10.9   13.2
Total return:                        
Total return before incentive fees   (6.7 )%    (6.5)   (27.7 )%    11.7
Incentive fees   0.0   0.0   0.0   (1.8 )% 
Total return after incentive fees   (6.7 )%    (6.5)   (27.7 )%    9.9
*** Annualized (other than incentive fee)
**** Interest income less total expenses (exclusive of incentive fees)

The above ratios may vary for individual investors based on the timing of capital transactions during the period. Additionally, these ratios are calculated for the Limited Partner class using the Limited Partners' share of income expenses and average net assets.

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 activities are shown in the Statements of Income and Expenses and Partners' Capital and are discussed in Item 2, Management's Discussion and Analysis of Financial Condition and Results of Operations.

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

9




Shearson Select Advisors Futures Fund L.P.
Notes to Financial Statements
September 30, 2004
(Unaudited)
(Continued)

All of the commodity interests owned by the Partnership are held for trading purposes. The average fair values of these interests during the nine and twelve months ended September 30, 2004 and December 31, 2003, based on a monthly calculation, were $14,247 and $295,425, respectively. The fair value of these commodity interests, including options thereon, if applicable, at September 30, 2004 and December 31, 2003, were $220,472 and $297,292, 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 Risks:

In the normal course of its business, the Partnership is party to financial instruments with off-balance sheet risk, including derivative financial instruments and derivative commodity instruments. 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 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 statements of financial condition and not represented by the contract or notional amounts of the instruments. The Partnership has credit risk and concentration risk because the sole counterparty or broker with respect to the Partnership's assets is CGM.

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 majority of these instruments mature within one year of September 30, 2004. However, due to the nature of the Partnership's business, these instruments may not be held to maturity.

10




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 decrease in liquidity, no such losses occurred during the third quarter of 2004.

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

For the nine months ended September 30, 2004, Partnership capital decreased 31.4% from $4,493,233 to $3,081,750. This decrease was attributable to a net loss from operations of $1,222,074 coupled with the redemption of 59 Redeemable Units resulting in an outflow of $189,409. Future redemptions can impact the amount of funds available for investment in commodity contract positions in subsequent periods.

Critical Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates.

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 statements 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 or other measures of fair value deemed appropriate by management of the General Partner for those commodity interests and foreign currencies for which market quotations are not 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 gains (losses) on open positions 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 date, is included in the statements of financial condition. Realized gains (losses) and changes in unrealized gains (losses) on open positions are recognized in the period in which the contract is closed or the changes occur and are included in the statements of income and expenses and partners' capital.

Results of Operations

During the Partnership's third quarter of 2004, the net asset value per Redeemable Unit decreased 6.7% from $3,049.93 to $2,845.57 as compared to a decrease of 6.5% in the third quarter of 2003. The Partnership experienced a net trading loss before brokerage commissions and related fees in the third quarter of 2004 of $146,272. Losses were primarily attributable to the trading of commodity contracts in currencies and indices and were partially offset by gains in U.S. and non-U.S. interest rates and metals. The Partnership experienced a net trading loss before brokerage commissions and related fees in the third quarter of 2003 of $186,079. Losses were primarily attributable to the trading of commodity contracts in currencies, U.S. and non-U.S. interest rates and metals and were partially offset by gains in indices.

11




During the Partnership's nine months ended September 30, 2004, the net asset value per Redeemable Unit decreased 27.7% from $3,934.53 to $2,845.57 as compared to an increase of 9.9% during the nine months ended September 30, 2003. The Partnership experienced a net trading loss before brokerage commissions and related fees during the nine months ended September 30, 2004 of $932,369. Losses were primarily attributable to the trading of commodity contracts in currencies, metals and indices and were partially offset by gains in U.S and non-U.S. interest rates. The Partnership experienced a net trading gain before brokerage commissions and related fees during the nine months ended September 30, 2003 of $829,221. Gains were primarily attributable to the trading of commodity contracts in currencies, U.S. and non-U.S. interest rates and indices and were partially offset by losses in metals.

The third quarter of 2004 was characterized by continued difficult trading conditions for the Partnership's trend-following advisor. The currency sector produced the greatest losses as the European and Asian currencies were unable to sustain any solid direction versus a weak U.S. dollar. These choppy market conditions carried over to the US and non-US interest rate markets as the Federal Reserve Bank tightened short-term rates in spite of persistent market driven lower long-term interest rates. Trading nonetheless was profitable in both markets for the quarter. Trading in global stock market indices was unprofitable for the Partnership's advisor as the lack of direction caused trends to be initiated and only to be reversed a short time later. Trading in metals was profitable for the period as China's continuing industrialization kept the prices of base metals at a premium.

Overall, after a difficult second quarter and beginning of the third quarter, market trends emerged late in the quarter in both commodity and financial markets that were more conducive to the advisor's trend-following approaches. Overall expectation is for continued directionless financial markets and potentially volatile commodity markets until political, financial and economic trends become more evident.

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 Advisor 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 Advisor is able to identify them, the Partnership expects to increase capital through operations.

Interest income on 70% of the Partnership's daily average equity maintained in cash was earned at the monthly average 13-week U.S. Treasury Bill yield. CGM may continue to maintain the Partnership assets in cash and/or place all of the Partnership assets in 90-day Treasury bills and pay the Partnership 70% of the interest earned on the Treasury bills purchased. CGM will retain 30% of any interest earned on Treasury bills. Interest income for the three and nine months ended September 30, 2004 increased by $995 and decreased by $1,696, respectively, as compared to the corresponding period in 2003. Interest income increased slightly during the three months ended September 30, 2004 due to increasing interest rates. The decrease in interest income is primarily due to a decrease in net assets during the nine months ended September 30, 2004 as compared to the corresponding period in 2003.

Brokerage commissions are calculated on the Partnership's adjusted net asset value on the last day of each month and are affected by trading performance and redemptions. Accordingly, they must be compared in relation to the fluctuations in the monthly net asset values. Commissions and fees for the three and nine months ended September 30, 2004 decreased by $19,869 and $36,152, respectively, as compared to the corresponding periods in 2003. The decrease in brokerage commissions and fees for the three and nine months ended September 30, 2004 is due to a decrease in average net assets during the period.

Management fees are calculated as a percentage of the Partnership's net asset value as of the end of each month and are affected by trading performance and redemptions. Management fees for the three and nine months ended September 30, 2004 decreased by $13,135 and $24,447, respectively, as compared to the corresponding periods in 2003. The decrease in management fees for the three and nine months ended September 30, 2004 is due to a decrease in average net assets during the period.

12




Incentive fees paid by the Partnership are based on the new trading profits of the Partnership as defined in the Limited Partnership Agreement. There were no incentive fees accrued for the three and nine months ended September 30, 2004. Trading performance for the three and nine months ended September 30, 2003 resulted in incentive fees of $0 and $66,775, respectively.

13




Item 3.    Quantitative and Qualitative Disclosures about 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 interval. 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.

14




The following table indicates the trading Value at Risk associated with the Partnership's open positions by market category as of September 30, 2004 and the highest, lowest and average values during the three months ended September 30, 2004. All open position trading risk exposures of the Partnership have been included in calculating the figures set forth below. As of September 30, 2004, the Partnership's total capitalization was $3,081,750. There has been no material change in the trading Value at Risk information previously disclosed in the Partnership's Annual Report on Form 10-K for the year ended December 31, 2003.

September 30, 2004
(Unaudited)


      Three Months Ended September 30, 2004
Market Sector Value at Risk % of Total
Capitalization
High
Value at Risk
Low
Value at Risk
Average
Value at Risk*
Currencies                              
– OTC Contracts $ 88,344     2.87 $ 171,534   $ 17,780   $ 46,466  
Interest rates U.S.   36,000     1.17   55,600     20,800     43,233  
Interest rates Non-U.S.   267,314     8.67   279,074     123,158     217,070  
Metals                              
– Exchange Contracts   18,000     0.58   18,000     7,500     14,500  
– OTC Contracts   35,200     1.14   35,200     10,125     19,000  
Indices   27,945     0.91   153,699     20,504     81,058  
Totals $ 472,803     15.34                  
                               
* Average of month-end Values at Risk

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Item 4.    Controls and Procedures

Based on their evaluation of the Partnership's disclosure controls and procedures as of September 30, 2004, the President and Chief Financial Officer of the General Partner have concluded that such controls and procedures are effective.

During the Partnership's last fiscal quarter, no changes occurred in the Partnership's internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, the Partnership's internal control over financial reporting.

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PART II. OTHER INFORMATION

Item 1.    Legal Proceedings

The following information supplements and amends our discussion set forth under Part I, Item 3 "Legal Proceedings" in the Partnership's Annual Report on Form 10-K for the fiscal year ended December 31, 2003 and under Part II, Item 1 "Legal Proceedings" in the Partnership's Quarterly Report on Form 10-Q for the fiscal quarters ended March 31, 2004 and June 30, 2004.

Enron Corp.

A Citigroup affiliate, along with other defendants, settled all claims against it in IN RE NEWPOWER HOLDINGS SECURITIES LITIGATION, a class action brought on behalf of certain investors in NewPower securities. Citigroup reached this settlement agreement without admitting any wrongdoing. On September 13, 2004, the United States District Court for the Southern District of New York preliminarily approved the settlement.

Dynegy Inc.

On October 7, 2004, the United States District Court for the Southern District of Texas granted the motion to dismiss all claims against the Citigroup defendants in IN RE DYNEGY INC. SECURITIES LITIGATION. The District Court also denied lead plaintiff's request for leave to replead. The case was a putative class action brought on behalf of purchasers of publicly traded Dynegy debt and equity securities.

WorldCom, Inc.

The United States Court of Appeals for the Second Circuit has affirmed the orders of the United States District Court for the Southern District of New York denying plaintiffs' motions to remand to state court a large group of WorldCom-related actions. On September 13, 2004, plaintiffs filed a petition for a writ of certiorari to the United States Supreme Court seeking review of the Second Circuit's ruling.

On September 17, 2004, WEINSTEIN, ET AL. V. EBBERS, ET AL., a putative class action against CGM and others brought on behalf of holders of WorldCom securities asserting claims based on, among other things, CGM's research reports concerning WorldCom, was dismissed with prejudice in its entirety by the United States District Court for the Southern District of New York. Plaintiffs have noticed an appeal of the dismissal to the United States Court of Appeals for the Second Circuit.

Citigroup and CGM, along with a number of other defendants, have settled RETIREMENT SYSTEMS OF ALABAMA, ET AL. V. J.P. MORGAN CHASE & CO., ET AL., a WorldCom individual action that had been remanded to the Circuit Court of Montgomery County, Alabama. The settlement became final on September 30, 2004.

On June 28, 2004, the United States District Court for the Southern District of New York dismissed all claims under the Securities Act of 1933 and certain claims under the Securities Exchange Act of 1934 in IN RE TARGETS SECURITIES LITIGATION, a putative class action against Citigroup and CGM and certain former employees, leaving only claims under the 1934 Act for purchases of Targeted Growth Enhanced Terms Securities With Respect to the Common Stock of MCI WorldCom, Inc. ("TARGETS") after July 30, 1999. On October 20, 2004, the parties signed a Memorandum of Understanding setting forth the terms of a settlement of all remaining claims in this action. The settlement must be approved by the Court.

On November 5, 2004, the United States District Court for the Southern District of New York approved the class settlement between plaintiffs and the Citigroup-related defendants in IN RE WORLDCOM, INC. SECURITIES LITIGATION. The Court's approval is subject to possible appeal by plaintiffs.

Research

Several individual actions have been filed against Citigroup and CGM relating to, among other things, research on Qwest Communications International, Inc. alleging violations of state and federal securities laws.

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Other

On October 13, 2004, the United States District Court for the Southern District of New York certified a class in various representative cases with respect to the allocation of shares for certain initial public offerings and related aftermarket transactions.

An appeal of the dismissal granted to CGM in November 2003 with respect to the antitrust case relating to the allocation of shares for certain initial public offerings is scheduled to be argued in December 2004.

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

The following chart sets forth the purchases of Redeemable Units by the Partnership.


Period (a)Total Number
of Shares
(or Units) Purchased*
(b)Average
Price Paid per
Share (or Unit)**
(c)Total Number
of Shares (or Units)
Purchased as Part
of Publicly Announced
Plans or Programs
(d)Maximum Number
(or Approximate
Dollar Value) of Shares
(or Units) that
May Yet Be
Purchased Under the
Plans or Programs
July 1, 2004 -
July 31, 2004
  0 N/A   N/A     N/A  
August 1, 2004 -
August 31, 2004
  0 N/A   N/A     N/A  
September 1, 2004 -
September 30, 2004
17 $2,845.57   N/A     N/A  
Total 17 $2,845.57   N/A     N/A  
* Generally, Limited Partners are permitted to redeem their Redeemable Units as of the end of each month on 10 days' notice to the General Partner. Under certain circumstances, the General Partner can compel redemption but to date the General Partner has not exercised this right. Purchases of Redeemable Units by the Partnership reflected in the chart above were made in the ordinary course of the Partnership's business in connection with effecting redemptions for Limited Partners.
** Redemptions of Redeemable Units are effected as of the last day of each month at the Net Asset Value per Redeemable Unit as of that day.

Item 3.    Defaults Upon Senior Securities – None

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

Item 5.    Other Information – None

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Item 6.    Exhibits

The exhibits required to be filed by Item 601 of Regulation S-K are incorporated herein by reference to the exhibit index of the Partnership's Annual Report on Form 10-K for the year ended December 31, 2003.

Exhibit – 31.1 – Rule 13a-14(a)/15d-14(a) Certification
(Certification of President and Director)

Exhibit – 31.2 – Rule 13a-14(a)/15d-14(a) Certification
(Certification of Chief Financial Officer and Director)

Exhibit – 32.1 – Section 1350 Certification
(Certification of President and Director).

Exhibit – 32.2 – Section 1350 Certification
(Certification of Chief Financial Officer and Director).

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SIGNATURES

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

SHEARSON SELECT ADVISORS FUTURES FUND L.P.


By: Citigroup Managed Futures LLC
  (General Partner)
By: /s/ David J. Vogel
  David J. Vogel, President and Director
Date: 11/12/04
By: /s/ Daniel R. McAuliffe, Jr.
  Daniel R. McAuliffe, Jr.
Chief Financial Officer and Director
Date: 11/12/04

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