DIVERSIFIED MULTI-ADVISOR FUTURES FUND L.P. - FORM 10-K

Attached files

file	filename
EX-32.2 - EX-32.2 - DIVERSIFIED MULTI-ADVISOR FUTURES FUND L.P.	y03040exv32w2.htm
EX-31.2 - EX-31.2 - DIVERSIFIED MULTI-ADVISOR FUTURES FUND L.P.	y03040exv31w2.htm
EX-32.1 - EX-32.1 - DIVERSIFIED MULTI-ADVISOR FUTURES FUND L.P.	y03040exv32w1.htm
EX-31.1 - EX-31.1 - DIVERSIFIED MULTI-ADVISOR FUTURES FUND L.P.	y03040exv31w1.htm
EX-10.6.B - EX-10.6.B - DIVERSIFIED MULTI-ADVISOR FUTURES FUND L.P.	y03040exv10w6wb.htm
EX-10.5.B - EX-10.5.B - DIVERSIFIED MULTI-ADVISOR FUTURES FUND L.P.	y03040exv10w5wb.htm
EX-10.4.B - EX-10.4.B - DIVERSIFIED MULTI-ADVISOR FUTURES FUND L.P.	y03040exv10w4wb.htm
EX-10.7.B - EX-10.7.B - DIVERSIFIED MULTI-ADVISOR FUTURES FUND L.P.	y03040exv10w7wb.htm
EX-10.3.B - EX-10.3.B - DIVERSIFIED MULTI-ADVISOR FUTURES FUND L.P.	y03040exv10w3wb.htm

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

Form 10-K

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

For the fiscal year ended December 31, 2009

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

For the transition period from to .

Commission File Number 0-26132

DIVERSIFIED MULTI-ADVISOR FUTURES FUND L.P.

(Exact name of registrant as specified in its charter)


New York		13-3729162

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

c/o Ceres Managed Futures LLC
55 East 59th Street - 10th Floor
New York, New York 10022

(Address and Zip Code of principal executive offices)

(212) 559-2011

(Registrant’s telephone number, including area code)

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


Securities registered pursuant to Section 12(g) of the Act:		Redeemable Units of Limited Partnership Interest
		(Title of Class)

Indicated by check mark if the registrant is a well known seasonal issuer as defined in Rule 405 of the Securities Act.

Yes No X

Indicate by check mark if the registrant is not required to file reports pursuant to section 13 or section 15(d) of the Act.

Yes No X

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

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes No

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this form 10-K [X].

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


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

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

Yes No X

Limited Partnership Redeemable Units with an aggregate value of $29,429,163 were outstanding and held by non-affiliates as of the last business day of the registrant’s most recently completed second calendar month.

As of February 28, 2010, 17,261.8204 Limited Partnership Redeemable Units were outstanding.

DOCUMENTS INCORPORATED BY REFERENCE
[None]

PART I

Item 1. Business

(a) General Development of Business. Diversified Multi-Advisor Futures Fund L.P. (formerly, Smith Barney Diversified Futures Fund L.P.) (the “Partnership”) is a limited partnership organized under the partnership laws of the State of New York on August 13, 1993 to engage directly and indirectly, in the speculative trading of a diversified portfolio of commodity interests, including futures contracts, options, swaps and forward contracts. The sectors traded include currencies, energy, grains, indices, U.S. and non-U.S. interest rates, livestock, lumber, metals and softs. The commodity interests that are traded by the Funds, (as defined below) are volatile and involve a high degree of market risk. The Partnership commenced trading operations on January 12, 1994. The Partnership was authorized to sell 300,000 redeemable units of Limited Partnership Interest (“Redeemable Units”) during its initial offering period.

A Registration Statement on Form S-1 relating to the public offering became effective on October 29, 1993 (File No. 033-68074). Between October 29, 1993 and January 11, 1994, 75,615 Redeemable Units were sold to the public at $1,000 per Redeemable Unit. Proceeds of the offering were held in an escrow account and were transferred, along with the general partner’s contribution of $781,000, to the Partnership’s trading account on January 12, 1994 when the Partnership commenced trading. An additional 150,000 Redeemable Units were registered on a Registration Statement on Form S-1 effective February 17, 1994 (File No. 033-75056).

The Partnership no longer offers Redeemable Units for sale. Redemptions of Redeemable Units for the years ended December 31, 2009, 2008 and 2007, are reported in the Statement of Changes in Partners’ Capital on page F-12 under “Item 8. Financial Statements and Supplementary Data.”

Ceres Managed Futures LLC (formerly Citigroup Managed Futures LLC), a Delaware limited liability company, acts as the general partner (the “General Partner”) and commodity pool operator of the Partnership. The General Partner is wholly owned by Morgan Stanley Smith Barney Holdings LLC (“MSSB Holdings”), a newly registered non-clearing futures commission merchant and a member of the National Futures Association (“NFA”). Morgan Stanley, indirectly through various subsidiaries, owns 51% of MSSB Holdings. Citigroup Global Markets Inc. (“CGM”), the commodity broker and a selling agent for the Partnership, owns 49% of MSSB Holdings. Citigroup Inc. (“Citigroup”), indirectly through various subsidiaries, wholly owns CGM. Prior to July 31, 2009, the date as of which MSSB Holdings became its owner, the General Partner was wholly owned by Citigroup Financial Products Inc., a wholly owned subsidiary of Citigroup Global Markets Holdings Inc., the sole owner of which is Citigroup.

As of December 31, 2009, all trading decisions are made for the Partnership by Winton Capital Management Limited (“Winton”), Willowbridge Associates, Inc. (“Willowbridge”), Graham Capital Management L.P. (“Graham”), Eckhardt Trading Company (“Eckhardt”) and SandRidge Capital L.P. (“SandRidge”) (each an “Advisor” and collectively, the “Advisors”). Campbell & Company, Inc. was terminated as of May 31, 2009. SandRidge was added as an advisor to the Partnership on June 1, 2009. A description of the trading activities and focus of the Advisors are included on Page 9, under “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.” The Advisors are not affiliated with one another, are not affiliated with the General Partner or CGM and are not responsible for the organization or operation of the Partnership.

The General Partner has agreed to make capital contributions, if necessary, so that its general partnership interest will be equal to the greater of (i) an amount that will entitle the General Partner to an interest of at least 1% of each material item of Partnership income, gain, loss, deduction or credit and (ii) the greater of (a) 1% of the partners’ contributions to the Partnership or (b) $25,000. The Partnership will be liquidated upon the first of the following to occur: December 31, 2013; if the net asset value per Redeemable Unit falls below $400 as of the close of any business day; or under certain circumstances as defined in the limited partnership agreement of the Partnership (the “Limited Partnership Agreement”).

On November 1, 2004, the assets allocated to Winton for trading were invested in CMF Winton Master L.P. (“Winton Master”), a limited partnership organized under the partnership laws of New York State. The Partnership purchased 15,054.1946 units of Winton Master with cash of $14,251,586, and a contribution of open commodity futures and forward positions with a value of $802,609. Winton Master was formed in order to permit commodity pools managed now or in the future by Winton using its Diversified Program, a proprietary, systematic trading system, to invest together in one trading vehicle. The General Partner is also the general partner of Winton Master. Individual and pooled accounts currently managed by Winton, including the Partnership are permitted to be limited partners of Winton Master. The General Partner and Winton believe that trading through this structure should promote efficiency and economy in the trading process.

On January 1, 2005, the assets allocated to Campbell for trading were invested in CMF Campbell Master Fund L.P. (“Campbell Master”), a limited partnership organized under the partnership laws of the State of New York. The Partnership purchased 19,621.1422 units of Campbell Master with cash of $19,428,630, and a contribution of open commodity futures and forward positions with a value of $192,512. Campbell Master was formed in order to permit commodity pools managed now or in the future by Campbell using its Financial, Metal and Energy (“FME”) Large Portfolio, a proprietary, systematic trading system, to invest together in one trading vehicle. The Partnership fully redeemed its investment in Campbell Master on May 31, 2009 for cash equal to $3,229,089.

On July 1, 2005, the assets allocated to Willowbridge for trading were invested in CMF Willowbridge Argo Master Fund L.P. (“Willowbridge Master”), a limited partnership organized under the partnership laws of the State of New York. The Partnership purchased 12,259.3490 units of Willowbridge Master with cash of $11,118,119, and a contribution of open commodity futures and forward positions with a fair value of $1,141,230. Willowbridge Master was formed in order to permit commodity pools managed now or in the future by Willowbridge using its Argo Trading System, a proprietary, systematic trading system, to invest together in one trading vehicle. The General Partner is also the general partner of Willowbridge Master. Individual and pooled accounts currently managed by Willowbridge, including the Partnership are permitted to be limited partners of Willowbridge Master. The General Partner and Willowbridge believe that trading through this structure should promote efficiency and economy in the trading process.

On April 1, 2006, the assets allocated to Graham for trading were invested in CMF Graham Capital Master Fund L.P. (“Graham Master”), a limited partnership organized under the partnership laws of the State of New York. The partnership purchased 14,741.1555 units of Graham Master with cash of $14,741,156. Graham Master was formed in order to permit accounts managed now or in the future by Graham using its K4D-12.5 Program, a proprietary, systematic trading system, to invest together in one trading vehicle. The General Partner is also the general partner of Graham Master. Individual and pooled accounts currently managed by Graham, including the Partnership, are permitted to be limited partners of Graham Master. The General Partner and Graham believe that trading through this structure promotes efficiency and economy in the trading process.

On April 1, 2008, the assets allocated to Eckhardt for trading were invested in CMF Eckhardt Master Fund L.P. (“Eckhardt Master”), a limited partnership organized under the partnership laws of the State of New York. The Partnership purchased 7,000.0000 units of Eckhardt Master with cash of $7,000,000. Eckhardt Master was formed in order to permit commodity pools managed now or in the future by Eckhardt using its Standard Program, a proprietary, systematic trading system, to invest together in one trading vehicle. The General Partner is also the general partner of Eckhardt Master. Individual and pooled accounts currently managed by Eckhardt, including the Partnership, are permitted to be limited partners of Eckhardt Master. The General Partner and Eckhardt believe that trading through this structure should promote efficiency and economy in the trading process.

On June 1, 2009, the assets allocated to SandRidge for trading were invested in CMF SandRidge Master Fund L.P. (“SandRidge Master”), a limited partnership organized under the partnership laws of the State of New York. The Partnership purchased 1,370.9885 units of SandRidge Master with cash of $2,818,836. SandRidge Master was formed in order to permit accounts managed now and in the future by SandRidge using its Energy Program, a proprietary, discretionary trading system, to invest together in one trading vehicle. The General Partner is also the general partner of SandRidge Master. Individual and pooled accounts currently managed by SandRidge, including the Partnership, are permitted to be limited partners of SandRidge Master. The General Partner and SandRidge believe that trading through this structure promotes efficiency and economy in the trading process.

Winton Master’s, Willowbridge Master’s, Graham Master’s, Eckhardt Master’s and SandRidge Master’s (the “Funds”) trading of futures, forwards, swaps and options contracts, if applicable, on commodities is done primarily on United States of America commodity exchanges and foreign commodity exchanges. The Funds engage in such trading through commodity brokerage accounts maintained with CGM.

A Limited Partner may withdraw all or part of their capital contribution and undistributed profits, if any, from the Funds in multiples of the Net Asset Value per Redeemable Unit of Limited Partnership Interest as of the end of any day (the “Redemption Date”) after a request for redemption has been made to the General Partner at least 3 days in advance of the Redemption Date. The units are classified as a liability when the Limited Partner elects to redeem and informs the Funds.

Management and incentive fees are charged at the Partnership level. All exchange, clearing, user, give-up, floor brokerage and NFA fees (collectively the “clearing fees”) are borne by the Funds. All other fees including CGM’s direct brokerage commission are charged at the Partnership level.

For the period January 1, 2009 through December 31, 2009, the approximate average market sector distribution for the Partnership was as follows:

As of December 31, 2009, the Partnership owned approximately 1.7%, 2.7%, 5.4%, 31.1% and 0.4% of Winton Master, Willowbridge Master, Graham Master, Eckhardt Master and SandRidge Master, respectively. As of December 31, 2008, the Partnership owned approximately 2.6%, 5.6%, 3.6%, 5.0% and 31.0% of Winton Master, Campbell Master, Willowbridge Master, Graham Master and Eckhardt Master, respectively. It is Winton’s, Willowbridge’s, Graham’s, Eckhardt’s and SandRidge’s intention to continue to invest the assets allocated to each by the Partnership in Winton Master, Willowbridge Master, Graham Master, Eckhardt Master and SandRidge Master. The performance of the Partnership is directly affected by the performance of the Funds. Expenses to investors as a result of investment in the Funds are approximately the same and the redemption rights are not affected.

The General Partner and each Limited Partner share in the profits and losses of the Partnership in proportion to the amount of partnership interest owned by each except that no Limited Partner shall be liable for obligations of the Partnership in excess of their initial capital contribution and profit, if any, net of distributions.

Pursuant to the terms of the management agreements (the “Management Agreements”) with each Advisor, the Partnership will pay each Advisor a monthly management fee equal to 1/6 of 1% (2% per year) of month-end Net Assets allocated to each Advisor, except for Winton, which will receive a monthly management fee equal to 1/12 of 1.5% (1.5% per year), of month-end Net Assets allocated to the Advisor. Month-end Net Assets for the purpose of calculating management fees are Net Assets, as defined in the Limited Partnership Agreement, prior to the reduction of the current month’s incentive fee accrual, the monthly management fees and any redemptions or distributions as of the end of such month. The Management Agreement may be terminated upon notice by either party.

In addition, the Partnership is obligated to pay each Advisor an incentive fee, payable quarterly, equal to 20% of the New Trading Profits, as defined in the Management Agreements, earned by each Advisor for the Partnership during each calendar quarter.

The Partnership has entered into a customer agreement with CGM (the “Customer Agreement”) which provides that the Partnership pays CGM a monthly brokerage commission equal to 11/24 of 1% (5.5% per year) of month-end Net Assets allocated to the Advisors in lieu of brokerage commissions on a per trade basis. Month-end Net Assets for the purpose of calculating commissions are Net Assets, as defined in the Limited Partnership Agreement, prior to the reduction of the current month’s brokerage commissions, incentive fee accrual, the monthly management fees and other expenses and any redemptions or distributions as of the end of such month. CGM will pay a portion of its brokerage commissions to financial advisors who have sold Redeemable Units in the Partnership and who are registered as associated persons with the Commodity Futures Trading Commission (the “CFTC”). Brokerage commissions will be paid for the life of the Partnership, although the rate at which such commissions are paid may be changed. All clearing fees are borne by the Funds. All of the Partnership’s assets, not held in the Funds’ account at CGM, are deposited in the Partnership’s account at CGM. The Partnership’s cash is deposited by CGM in segregated bank accounts to the extent required by CFTC regulations. CGM has agreed to pay the Partnership interest on its allocable share of 80% of the average daily equity maintained in cash in each of the Funds’ brokerage accounts at a 30-day U.S. Treasury bill rate determined weekly by CGM based on the average noncompetitive yield on 3-month U.S. Treasury bills maturing in 30 days from the date on which such weekly rate is determined. CGM will pay such interest to the Partnership out of its own funds whether or not it is able to earn the interest it has obligated itself to pay. Alternatively, CGM may place all of a Fund’s assets in 90-day U.S. Treasury bills and pay the Partnership its allocable share of 80% of the interest earned on the Treasury bills purchased. Twenty percent of the interest earned on Treasury bills purchased may be retained by CGM and/or credited to the General Partner. The Customer Agreement between the Partnership/Funds and CGM gives the Partnership and the Funds the legal right to net unrealized gains and losses on open futures and exchange cleared swaps and forward contracts. The Customer Agreement may be terminated upon notice by either party.

(b) Financial Information about Industry Segments. The Partnership’s business consists of only one segment, speculative trading of commodity interests. The Partnership does not engage in sales of goods or services. The Partnership’s net income (loss) from operations for the years ended December 31, 2009, 2008, 2007, 2006 and 2005 is set forth under “Item 6. Selected Financial Data”. The Partnership’s Capital as of December 31, 2009 was $33,239,132.

See Paragraphs (a) and (b) above.

(i) through (xii) — Not applicable.

(xiii) - The Partnership has no employees.

(d) Financial Information about Geographic Areas. The Partnership does not engage in the sales of goods or services, or own any long lived assets, and therefore this item is not applicable.

(e) Available Information. The Partnership does not have an internet address. The Partnership will provide paper copies of its annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and any amendments to these reports free of charge upon request.

(f) Reports to Security Holders. Not applicable.

(g) Enforceability of Civil Liabilities Against Foreign Persons. Not applicable.

(h) Smaller Reporting Companies. Not applicable.

Item 1A. Risk Factors

As a result of leverage, small changes in the price of the Partnership’s positions may result in major losses.

The trading of commodity interests is speculative, volatile and involves a high degree of leverage. A small change in the market price of a commodity interest contract can produce major losses for the Partnership. Market prices can be influenced by, among other things, changing supply and demand relationships, governmental, agricultural, commercial and trade programs and policies, national and international political and economic events, weather and climate conditions, insects and plant disease, purchases and sales by foreign countries and changing interest rates.

An investor may lose all of their investment.

Due to the speculative nature of trading commodity interests, an investor could lose all of their investment in the Partnership.

The Partnership will pay substantial fees and expenses regardless of profitability.

Regardless of its trading performance, the Partnership will incur fees and expenses, including brokerage and management fees. Substantial incentive fees may be paid to one or more of the Advisors even if the Partnership experiences a net loss for the full year.

An investor’s ability to redeem or transfer Redeemable Units is limited.

An investor’s ability to redeem Redeemable Units is limited and no market exists for the Redeemable Units.

Conflicts of interest exist.

The Partnership is subject to numerous conflicts of interest including those that arise from the facts that:

	1.		The General Partner and commodity broker are affiliates;

	2.		Each of the Advisors, the commodity broker and their principals and affiliates may trade in commodity interests for their own accounts; and

	3.		An investor’s financial advisor will receive ongoing compensation for providing services to the investor’s account.

Investing in units might not provide the desired diversification of an investor’s overall portfolio.

The Partnership will not provide any benefit of diversification of an investor’s overall portfolio unless it is profitable and produces returns that are independent from stock and bond market returns.

Past performance is no assurance of future results.

The Advisors’ trading strategies may not perform as they have performed in the past. The Advisors have from time to time incurred substantial losses in trading on behalf of clients.

An investor’s tax liability may exceed cash distributions.

Investors are taxed on their share of the Partnership’s income, even though the Partnership does not intend to make any distributions.

The General Partner may allocate the Partnership’s assets to undisclosed advisor.

The General Partner at any time may select and allocate the Partnership’s assets to undisclosed advisors. Investors may not be advised of such changes in advance. Investors must rely on the ability of the General Partner to select advisors and allocate assets among them.

Regulatory changes could restrict the Partnership’s operations.

Regulatory changes could adversely affect the Partnership by restricting its markets or activities, limiting its trading and/or increasing the taxes to which investors are subject. The General Partner is not aware of any definitive regulatory developments that might adversely affect the Partnership; however, since June 2008, several bills have been proposed in the U.S. Congress in response to record energy and agricultural prices and the financial crisis. Some of the pending legislation, if enacted, could impact the manner in which swap contracts are traded and/or settled and limit trading by speculators (such as the Partnership) in futures and over-the-counter markets. One of the proposals would authorize the CFTC and the Commission to regulate swap transactions. Other potentially adverse regulatory initiatives could develop suddenly and without notice.

Speculative position and trading limits may reduce profitability.

The CFTC and U.S. exchanges have established speculative position limits on the maximum net long or net short positions which any person may hold or control in particular futures and options on futures. The trading instructions of an advisor may have to be modified, and positions held by the Partnership may have to be liquidated in order to avoid exceeding these limits. Such modification or liquidation could adversely affect the operations and profitability of the Partnership by increasing transaction costs to liquidate positions and foregoing potential profits.

Item 2. Properties.

The Partnership does not own or lease any properties. The General Partner operates out of facilities provided by its affiliate, Citigroup.

Item 3. Legal Proceedings.

This section describes the major pending legal proceedings, other than ordinary routine litigation incidental to the business, to which CGM is a party or to which any of their property is subject. There are no material legal proceedings pending against the Partnership or the General Partner.

CGM is a New York corporation with its principal place of business at 388 Greenwich St., New York, New York 10013. CGM is registered as a broker-dealer and futures commission merchant (“FCM”), and provides futures brokerage and clearing services for institutional and retail participants in the futures markets. CGM and its affiliates also provide investment banking and other financial services for clients worldwide.

There have been no material administrative, civil or criminal actions within the past five years against CGM (formerly known as Salomon Smith Barney) or any of its individual principals and no such actions are currently pending, except as follows.

Mutual Funds

Several issues in the mutual fund industry have come under the scrutiny of federal and state regulators. Citigroup has received subpoenas and other requests for information from various government regulators regarding market timing, financing, fees, sales practices and other mutual fund issues in connection with various investigations. Citigroup is cooperating with all such reviews. Additionally, Citigroup Global Markets has entered into a settlement agreement with the SEC with respect to revenue sharing and sales of classes of funds.

On May 31, 2005, Citigroup announced that Smith Barney Fund Management LLC and Citigroup Global Markets completed a settlement with the SEC resolving an investigation by the SEC into matters relating to arrangements between certain Smith Barney mutual funds, an affiliated transfer agent and an unaffiliated sub-transfer agent. Under the terms of the settlement, Citigroup agreed to pay fines totaling $208.1 million. The settlement, in which Citigroup neither admitted nor denied any wrongdoing or liability, includes allegations of willful misconduct by Smith Barney Fund Management LLC and Citigroup Global Markets in failing to disclose aspects of the transfer agent arrangements to certain mutual fund investors.

In May 2007, Citigroup Global Markets finalized its settlement agreement with the NYSE and the New Jersey Bureau of Securities on the matter related to its market-timing practices prior to September 2003.

FINRA Settlement

On October 12, 2009, FINRA announced its acceptance of an Award Waiver and Consent (“AWC”) in which Citigroup Global Markets, without admitting or denying the findings, consented to the entry of the AWC and a fine and censure of $600,000. The AWC includes findings that Citigroup Global Markets failed to adequately supervise the activities of its equities trading desk in connection with swap and related hedge trades in U.S. and Italian equities that were designed to provide certain perceived tax advantages. Citigroup Global Markets was charged with failing to provide for effective written procedures with respect to the implementation of the trades, failing to monitor Bloomberg messages and failing to properly report certain of the trades to the NASDAQ.

Auction Rate Securities

On May 31, 2006, the SEC instituted and simultaneously settled proceedings against Citigroup Global Markets and 14 other broker-dealers regarding practices in the Auction Rate Securities market. The SEC alleged that the broker-dealers violated Section 17(a)(2) of the Securities Act of 1933. The broker-dealers, without admitting or denying liability, consented to the entry of an SEC cease-and-desist order providing for censures, undertakings and penalties. Citigroup Global Markets paid a penalty of $1.5 million.

On August 7, 2008, Citigroup reached a settlement with the New York Attorney General, the SEC, and other state regulatory agencies, pursuant to which Citigroup agreed to offer to purchase at par Auction Rate Securities from all Citigroup individual investors, small institutions (as defined by the terms of the settlement), and charities that purchased Auction Rate Securities from Citigroup prior to February 11, 2008. In addition, Citigroup agreed to pay a $50 million fine to the State of New York and a $50 million fine to the other state regulatory agencies.

Subprime-Mortgage Related Actions

Citigroup and certain of its affiliates are subject to formal and informal investigations, as well as subpoenas and/or requests for information, from various governmental and self-regulatory agencies relating to subprime mortgage—related activities. Citigroup and its affiliates are cooperating fully and are engaged in discussions on these matters.

Credit Crisis Related Matters

Beginning in the fourth quarter of 2007, certain of Citigroup’s, and Citigroup Global Market’s regulators and other state and federal government agencies commenced formal and informal investigations and inquiries, and issued subpoenas and requested information, concerning Citigroup’s subprime mortgage-related conduct and business activities. Citigroup and certain of its affiliates, including Citigroup Global Markets, are involved in discussions with certain of its regulators to resolve certain of these matters.

Certain of these regulatory matters assert claims for substantial or indeterminate damages. Some of these matters already have been resolved, either through settlements or court proceedings, including the complete dismissal of certain complaints or the rejection of certain claims following hearings.

In the course of its business, CGM, as a major futures commission merchant and broker-dealer, is a party to various civil actions, claims and routine regulatory investigations and proceedings that the general partner believes do not have a material effect on the business of CGM.

Item 4. [Removed and Reserved]

PART II

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.

(a) Market Information. The Partnership has issued no stock. There is no public market for the Redeemable Units.

(b) Holders. The number of holders of Redeemable Units as of December 31, 2009 was 1,472.

(c) Dividends. The Partnership did not declare a distribution in 2009, 2008 and 2007. The Partnership does not intend to declare distributions in the foreseeable future.

(d) Securities Authorized for Issuance Under Equity Compensation Plans. None.

(e) Performance Graph. Not applicable.

(f) Recent Sales of Unregistered Securities. There were no additional sales of Redeemable Units for the 12 months ended December 31, 2009 and 2008.

(g) Purchases of Equity Securities by the Issuer and Affiliated Purchasers.

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

(d) Maximum Number

(or Approximate

(c) Total Number

Dollar Value) of

of Redeemable Units

Redeemable Units that

(a) Total Number

(b) Average

Purchased as Part

May Yet Be

of Redeemable

Price Paid per

of Publicly Announced

Purchased Under the

Period

Units Purchased*

Redeemable Unit**

Plans or Programs

October 1, 2009 –
October 31, 2009

269.6959

1,812.75

N/A

November 1, 2009 –
November 30, 2009

178.7692

1,924.48

N/A

December 1, 2009 –
December 31, 2009

146.7305

1,813.17

N/A

595.1956

1,846.41


*		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, although 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 6. Selected Financial Data.

Net realized and unrealized trading gains (losses), interest income, net income (loss), increase (decrease) in Net Asset Value per Unit and Net Asset Value per Unit for the years ended December 31, 2009, 2008, 2007, 2006 and 2005 and total assets at December 31, 2009, 2008, 2007, 2006 and 2005 were as follows:


	2009			2008		2007		2006		2005
Net realized and unrealized trading gains (losses) and investment in Partnerships net of brokerage commissions (including clearing fees) of $2,255,697, $2,825,055, $2,859,551, $3,242,379 and $3,628,002 respectively	$	(3,780,755	)	$	8,910,943	$	1,605,992	$	845,375	$	(5,254,038	)
Interest income	$	28,372			509,211		1,719,005		2,046,966		1,422,012

	$	(3,752,383	)	$	9,420,154	$	3,324,997	$	2,892,341	$	(3,832,026	)

Net income (loss)	$	(4,717,414	)	$	7,453,939	$	2,060,383	$	1,669,918	$	(5,366,044	)

Increase (decrease) in Net Asset Value per Unit	$	(216.73	)	$	288.01	$	79.41	$	51.13	$	(135.01	)

Net Asset Value per Unit	$	1,813.17		$	2,029.90	$	1,741.89	$	1,662.48	$	1,611.35

Total assets	$	33,760,685		$	49,677,270	$	48,139,797	$	54,342,969	$	59,538,339

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Overview

The Partnership, through its investment in the Funds, aims to achieve substantial capital appreciation through speculative trading, directly and indirectly, in U.S. and international markets for currencies, interest rates, stock indices, agricultural and energy products and precious and base metals. The Partnership may employ futures, swaps, options on futures, and forward contracts in those markets.

The General Partner manages all business of the Partnership. The General Partner has delegated its responsibility for the investment of the Partnership’s assets to the Advisors. The General Partner employs a team of approximately 20 professionals whose primary emphasis is on attempting to maintain quality control among the advisors to the partnerships operated or managed by the General Partner. A full-time staff of due diligence professionals use state-of-the-art technology and on-site evaluations to monitor new and existing futures money managers. The accounting and operations staff provide processing of trading activity and reporting to limited partners and regulatory authorities. In selecting the Advisors for the Partnership, the General Partner considered past performance, trading style, volatility of markets traded and fee requirements.

Responsibilities of the General Partner include:

	•		due diligence examinations of the Advisors;

	•		selection, appointment and termination of the Advisors;

	•		negotiation of the management agreements; and

	•		monitoring the activity of the Advisors.

In addition, the General Partner prepares the books and records and provides the administrative and compliance services that are required by law or regulation from time to time in connection with operation of the Partnership. These services include the preparation of required books and records and reports to limited partners, government agencies and regulators; computation of net asset value; calculation of fees; effecting subscriptions, redemptions and limited partner communications; and preparation of offering documents and sales literature.

The General Partner seeks the best prices and services available in its commodity futures brokerage transactions.

The programs traded by each Advisor on behalf of the Partnership are: Winton — Diversified Program, Willowbridge — Argo Trading System, Graham- K4D-12.5 Program, Eckhardt- Standard Program and SandRidge- Energy Program. As of December 31, 2009, the Partnership’s assets were allocated among the Advisors in the following approximate percentages: Winton, 30%, Willowbridge, 18%, Graham, 27%, Eckhardt, 16% and SandRidge, 9%. The General Partner may modify or terminate the allocation of assets among trading advisors at any time and may allocate assets to additional advisors at any time.

No assurance is given that an Advisor’s trading programs will be profitable or that they will not experience losses.

Winton Capital Management Limited

Winton trades its Diversified Program on behalf of the Partnership. The Diversified Program trades approximately 100 futures and forward contracts on U.S. and non-U.S. exchanges and markets.

Winton employs a fully systematic computerized, technical, trend-following trading system developed by its principals. This system tracks the daily price movements from these markets around the world, and carries out certain computations to determine each day how long or short the portfolio should be in an attempt to maximize profit within a certain range of risk. If rising prices in a particular market are anticipated, a long position will be established in that market; if prices in a particular market are expected to fall, a short position in that market will be established.

Technical analysis refers to analysis based on data intrinsic to a market, such as price and volume. In contrast, fundamental analysis relies on factors external to a market, such as supply and demand. The Diversified Program employs no fundamental factors.

A trend-following system is one that attempts to take advantage of the observable tendency of the markets to trend, and to tend to make exaggerated movements in both upward and downward directions as a result of such trends. These exaggerated movements are largely explained as a result of the influence of crowd psychology or the “herd instinct” among market participants.

A trend-following system does not anticipate a trend. In fact, trend-following systems are frequently unprofitable for long periods of time in particular markets or market groups, and occasionally they are unprofitable for periods of more than a year. However, the principals believe that such an approach will, in the long term, be profitable.

Trade selection is not subject to intervention by Winton’s principals and therefore is not subject to the influences of individual judgment. As a mechanical trading system, the Winton model embodies all the expert knowledge required to analyze market data and direct trades, thus eliminating the risk of basing a trading program on one indispensable person. Equally as important is the fact that mechanical systems can be tested in simulation for long periods of time, and the model’s empirical characteristics can be measured.

The system’s output is rigorously adhered to in trading the portfolio, and intentionally no importance is given to any external or fundamental factors. While it may be seen as unwise to ignore information of obvious value, such as that pertaining to political or economic developments, Winton believes that the disadvantage of this approach is far outweighed by the advantage of the discipline that rigorous adherence to such a system instills. Winton believes that significant profits may be realized by the Winton system by holding on to positions for much longer than conventional wisdom would dictate. Winton believes that a trader who pays attention to day-to-day events could be distracted from the chance of fully capitalizing on such trends.

The Winton system trades in all liquid U.S. and non-U.S. futures and forward contracts. Forward markets include major currencies and precious and base metals, the latter two categories being traded on the London Metal Exchange. Winton seeks new opportunities to add additional markets to the portfolio, with the goal of increasing the portfolio’s diversification.

Winton believes that taking positions in a variety of unrelated markets will, over time, decrease system volatility. By employing a sophisticated and systematic method for placing orders in a wide array of markets, Winton believes that profits can be realized over time.

Willowbridge Associates, Inc.

Willowbridge trades the Partnership’s assets allocated to it in accordance with its Argo Trading System (“Argo”), which is described below.

For Argo, risk is managed on a market-by-market level as well as on an overall portfolio level. On the market level, risk is managed primarily by utilizing proprietary volatility filters. When these filters detect a certain excessive level of volatility in the markets traded, they will signal that the systems should no longer be trading in the markets in which the filters have detected excessive volatility. In this way, the systems do not participate in markets in which there are extremes in market action. On the portfolio level, risk is managed by utilizing a proprietary portfolio cutback rule. When cumulative profits have reached a certain level, this rule determines that positions should be halved across the entire portfolio. In this way, risk is reduced while allowing the systems to continue to participate in the markets, albeit at a reduced level. After the portfolio has been traded at half, the portfolio cutback rule will then determine when to increase positions to again trade at the full level.

Argo commenced trading in 1988. Argo essentially incorporates concepts of pattern recognition, support/resistance levels and counter-trend liquidations. Argo has a relatively slow time horizon and attempts to capture longer-term price moves.

Pattern recognition, support/resistance levels and counter-trend liquidations are defined as follows:

Pattern recognition is the ability to identify patterns that appear to have acted as precursors of price advances or declines in the past.

A support level is a previous low—a price level under the current market price at which point buying interest is expected to be sufficiently strong to overcome selling pressure.

A resistance level is a previous high—a price level over the current market price at which point selling pressure is expected to overcome buying pressure and a price advance is expected to be turned back.

A counter-trend liquidation is the closing out of a position after a significant price move on the assumption that the market is due for a correction.

Graham Capital Management, L.P.

Graham trades the Partnership’s assets allocated to it in accordance with K4D-12.5 Program. K4D-12.5 Program combines four individual Graham investment programs into one program. K4D-12.5 Program initially allocates assets equally among other Graham programs. As market conditions or other circumstances change, Graham may alter the weightings of the individual programs and add (or delete) other programs to K4D-12.5 Program, as it deems appropriate.

Graham trades actively in both U.S. and foreign markets, primarily in futures contracts, forward contracts, spot contracts and associated derivative instruments such as options and swaps. Graham engages in exchange for physical transactions, which involve the exchange of a futures position for the underlying physical commodity without making an open competitive trade on an exchange.

Graham at times will trade certain instruments, such as forward foreign currency contracts, as a substitute for futures or options traded on futures exchanges.

Graham’s trading systems rely primarily on technical rather than fundamental information as the basis for their trading decisions. Graham’s system is based on the expectation that over time they can successfully anticipate market events using quantitative mathematical models to determine their trading activities, as opposed to attempting properly to forecast price trends using subjective analysis of supply and demand.

Eckhardt Trading Company

Eckhardt began managing accounts according to the Standard Program — Higher Leveraged in October 1991. For this program, Eckhardt primarily engages in trading financial and commodity futures contracts on U.S. and non-U.S. exchanges. Currently the market groups or contracts traded by Eckhardt in the Standard Program-Higher Leveraged include, but are not limited to, U.S. and international interest rates, stock indices, currencies and cross-rates, metals, energy products, grains and soft markets. Eckhardt may add or delete markets and/or exchanges at its discretion. In addition, Eckhardt may trade options on futures, forward contracts on commodities and currencies, cash currencies, and may engage in transactions in physical commodities, including EFPs (in addition to EFPs in currencies).

Eckhardt’s trading approach is the product of over 28 years of intensive research on futures price action, risk management and trading system development. Diverse systems are melded in accordance with the modern mathematical theory of risk. The systems are technical in origin and trend following in thrust. They are not based on the analysis of fundamental supply and demand factors. Eckhardt’s trading approach is predominantly applied in an algorithmic or mechanical manner. Occasionally, discretion and judgment may be used; such discretion is nonetheless informed by investigations into historical price action and is often employed for risk management purposes. Discretion also may be utilized in connection with the timing of the entry of orders in the markets traded.

SandRidge Capital, L.P.

SandRidge trades the Partnership’s assets in accordance with its Energy Program. SandRidge primarily attempts to achieve the Partnership’s objective through the speculative trading of energy-related commodity interests, including, but not limited to, natural gas, crude oil, heating oil and gasoline. With the prior approval of the General Partner, SandRidge may trade in other commodity interests that are now traded, or may be traded in the future, on exchanges and markets located in the United States and abroad.

SandRidge is a discretionary trader that employs primarily fundamental analysis. Fundamental analysis examines factors external to the trading market that affect the supply and demand for a particular group or type of commodity in order to predict future prices. Effective risk management is an important aspect of SandRidge’s trading program. An account’s size, volatility of the market traded and the nature of other positions taken are all factors used in deciding whether to initiate a position and in determining the amount of equity committed to that position. While SandRidge relies heavily on fundamental research to develop its overall point of view, it also employs technical analysis in its trading to help determine entry and exit points. Technical analysis includes moving averages, index rolls and Stochastic/relative strength indicators. Technical analysis is based on the theory that the study of the markets themselves provides a means of anticipating price movements. SandRidge may employ various strategies for phasing an account in and out of the markets. Entry points are based on a number of price breakout and retracement indicators. Position exits are based on multiple strategies including trailing stops, target prices and technical reversals. If SandRidge believes that the markets traded are unstable, SandRidge may temporarily reduce positions or exit the markets entirely and therefore hold no open positions for a period of time. SandRidge estimates that, generally, 10% to 15% of the Partnership’s assets allocated to SandRidge will be committed to margin at any one time. The actual amount committed as such may be substantially more. Trading decisions will require the exercise of judgment by SandRidge.

SandRidge’s success depends to a great extent upon the occurrence of market conditions favorable to its trading strategy. Factors such as lack of major price trends or increased governmental control of, or participation in, the markets, may reduce SandRidge’s ability to trade profitably in the future.

For the period January 1, 2009 through December 31, 2009, the average allocation by commodity market sector for each of the Funds was as follows:


CMF Willowbridge Argo Master Fund L.P.
Currencies	23.4	%
Energy	17.8	%
Grains	8.3	%
Interest Rates Non-U.S.	16.6	%
Interest Rates U.S.	9.5	%
Livestock	0.4	%
Metals	18.1	%
Softs	5.9	%


CMF Winton Master L.P.
Currencies	26.1	%
Energy	4.3	%
Grains	5.6	%
Interest Rates Non-U.S.	20.5	%
Interest Rates U.S.	11.1	%
Livestock	0.8	%
Metals	9.0	%
Softs	3.0	%
Stock Index	19.6	%


CMF Graham Capital Master Fund L.P.
Currencies	26.1	%
Energy	6.8	%
Grains	4.0	%
Interest Rates Non-U.S.	16.9	%
Interest Rates U.S.	6.3	%
Livestock	0.4	%
Metals	5.2	%
Softs	4.5	%
Stock Index	29.8	%


CMF Eckhardt Master Fund L.P.
Currencies	13.4	%
Energy	9.5	%
Grains	5.8	%
Interest Rates Non-U.S.	23.6	%
Interest Rates U.S.	14.1	%
Metals	12.7	%
Softs	7.3	%
Stock Index	13.6	%


CMF SandRidge Master Fund L.P.
Energy	100.0	%

(a) Liquidity

The Partnership does not engage in sales of goods or services. Its only assets are its investments in the Funds and cash. The Funds’ only assets are their equity in trading accounts, consisting of cash and cash equivalents, net unrealized appreciation on open futures positions, net unrealized appreciation on forward contracts, commodity options, if applicable, 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 material decrease in liquidity, no such losses occurred during the year ended December 31, 2009.

To minimize the risk relating to low margin deposits, the Partnership/Funds follows certain trading policies, including:

	(i)		The Partnership invests its assets in other Funds that invest the assets only in commodity interests that an Advisor believes are traded in sufficient volume to permit ease of taking and liquidating positions. Sufficient volume, in this context, refers to a level of liquidity that the Advisor believes will permit it to enter and exit trades without noticeably moving the market.

	(ii)		An Advisor will not initiate additional positions in any commodity interest if these positions would result in aggregate positions requiring a margin of more than 66 2/3% of the Partnership’s net assets allocated to that Advisor.

	(iii)		The Partnership/Funds may occasionally accept delivery of a commodity. Unless such delivery is disposed of promptly by retendering the warehouse receipt representing the delivery to the appropriate clearinghouse, the physical commodity position is fully hedged.

	(iv)		The Partnership/Funds will not employ the trading technique commonly known as “pyramiding”, in which the speculator uses unrealized profits on existing positions as margin for the purchases or sale of additional positions in the same or related commodities.

	(v)		The Partnership/Funds will not utilize borrowings, other than short-term borrowings, if the Partnership/Funds take delivery of any cash commodities.

	(vi)		The Advisors may, from time to time, employ trading strategies such as spreads or straddles on behalf of the Partnership/Funds. The term “spread” or “straddle” describes a commodity futures trading strategy involving the simultaneous buying and selling of futures contracts on the same commodity but involving different delivery dates or markets and in which the trader expects to earn a profit from a widening or narrowing of the difference between the prices of the two contracts.

	(vii)		The Partnership/Funds will not permit the churning of their commodity trading accounts. The term “churning” refers to the practice of entering and exiting trades with a frequency unwarranted by legitimate efforts to profit from the trades, driven by the desire to generate commission income.

From January 1, 2009 through December 31, 2009, the Partnership’s average margin to equity ratio (i.e., the percentage of assets on deposit required for margin) was approximately 7.4%. The foregoing margin to equity ratio takes into account cash held in the Partnership’s name, as well as the allocable value of the positions and cash held on behalf of the Partnership in the name of the Funds.

In the normal course of business, the Partnership and the Funds, are party to financial instruments with off-balance sheet risk, including derivative financial instruments and derivative commodity instruments. These financial instruments include forwards, futures, options and swaps, whose values are based upon an underlying asset, index or reference rate, and generally represent future commitments to exchange currencies or cash balances, to purchase or sell other financial instruments at specified 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 forwards and option contracts. OTC contracts are negotiated between contracting parties and include swaps and certain forwards and option contracts. Each of these instruments is subject to various risks similar to those relating 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 Funds 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. The Funds are exposed to a market risk equal to the value of futures and forward contracts purchased and unlimited liability on such contracts sold short.

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. The Funds’ risk of loss in the event of a counterparty default is typically limited to the amounts recognized in the Statements of Financial Condition and not represented by the contract or notional amounts of the instruments. The Funds’ risk of loss is reduced through the use of legally enforceable master netting agreements with counterparties that permit the Funds to offset unrealized gains and losses and other assets and liabilities with such counterparties upon the occurrence of certain events. The Funds have credit risk and concentration risk as the sole counterparty or broker with respect to the Funds’ assets is CGM or a CGM affiliate. Credit risk with respect to exchange-traded instruments is reduced to the extent that through CGM, the Funds’ counterparty is an exchange or clearing organization.

As both a buyer and seller of options, the Funds pay or receive a premium at the outset and then bears the risk of unfavorable changes in the price of the contract underlying the option. Written options expose the Funds to potentially unlimited liability; for purchased options the risk of loss is limited to the premiums paid. Certain written put options permit cash settlement and do not require the option holder to own the reference asset. The Funds do not consider these contracts to be guarantees as described in ASC 460, Guarantees (formerly, FAS No. 45, “Guarantor’s Accounting and Disclosure Requirements for Guarantees”).

The General Partner monitors and attempts to control the Funds’ 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 Funds may be subject. These monitoring systems generally 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. (See also “Item 8. Financial Statements and Supplementary Data” for further information on financial instrument risk included in the Notes to Financial Statements.)

Other than the risks inherent in commodity futures and other derivatives trading, the Partnership knows of no trends, demands, commitments, events or uncertainties which will result in or which are reasonably likely to result in the Partnership’s liquidity increasing or decreasing in any material way. The Limited Partnership Agreement provides that the General Partner may, in its discretion, cause the Partnership to cease trading operations and liquidate all open positions under certain circumstances, including a decrease in Net Asset Value per Redeemable Unit to less than $400 as of the close of business on any business day.

(b) Capital Resources.

(i) The Partnership has made no material commitments for capital expenditures.

(ii) The Partnership’s capital consists of the capital contributions of the partners as increased or decreased by gains or losses on trading and by expenses, interest income, redemptions of Redeemable Units and distributions of profits, if any. Gains or losses on trading cannot be predicted. Market movements in commodities are dependent upon fundamental and technical factors which the Advisors may or may not be able to identify, such as changing supply and demand relationships, weather, government, agricultural, commercial and trade programs and policies, national and international political and economic events and changes in interest rates. Partnership expenses consist of, among other things, brokerage, advisory and administrative fees. The level of these expenses is dependent upon trading performance and the level of Net Assets maintained. In addition, the amount of interest income payable by CGM is dependent upon interest rates over which the Partnership has no control.

No forecast can be made as to the level of redemptions in any given period. A Limited Partner may require the Partnership to redeem their Redeemable Units at their Net Asset Value per Redeemable Unit as of the last day of each month on ten days written notice to the General Partner. There is no fee charged to Limited Partners in connection with redemptions. Redemptions generally are funded out of the Partnership’s cash holdings. For the year ended December 31, 2009, 4,902.7992 Redeemable Units were redeemed totaling $9,296,739 and 554.9250 General Partner Unit equivalent were redeemed totaling $1,037,738. For the year ended December 31, 2008, 3,944.5494 Redeemable Units were redeemed totaling $7,560,553. For the year ended December 31, 2007, 3,942.7222 Redeemable Units were redeemed totaling $6,617,850, and 965.2622 General Partner Unit equivalent were redeemed totaling $1,441,407.

For the year ended December 31, 2009, the Net Asset Value per Redeemable Unit decreased 10.7% from $2,029.90 to $1,813.17. For the year ended December 31, 2008, the Net Asset Value per Redeemable Unit increased 16.5% from $1,741.89 to $2,029.90. For the year ended December 31, 2007, the Net Asset Value per Redeemable Unit increased 4.8% from $1,662.48 to $1,741.89.

The Partnership experienced a net trading loss, through investments in the Funds, before brokerage commissions and related fees in the year ended December 31, 2009 of $1,525,058. Losses were primarily attributable to the trading of commodity futures in currencies, energy, grains, U.S. and non-U.S. interest rates, livestock and lumber and were partially offset by gains in metals, softs and indices.

2009 was a volatile year for the financial markets. The U.S. stock market entered 2009 reeling from the financial turmoil of 2008. The results of the sub-prime fallout, bank bailouts, auto industry bankruptcies, and capitulating economic data overwhelmed not just stock prices, but fueled extraordinarily high levels of risk aversion. The market’s recovery was driven by stability in the banking sector and a rapid recovery in global markets. By mid-year 2009, the market had hit bottom in March, banks were seeking to return TARP bailout money and other leading indicators were recovering. The Partnership realized losses due to volatile trends. The volatility was due to sensitivity to news shocks and contrary economic data.

Losses were realized in trading fixed income instruments. With the economic backdrop of 2009, yields started to exhibit asymmetric volatility due to extreme uncertainty prevailing in the longer time horizon. Encouraged by the continuing efforts of the Obama administration to stabilize the U.S. economy, the markets finally began to recover a degree of risk-taking confidence in March, resulting in the reversal of many of the trends that had driven returns in late 2008. High levels of volatility created difficult trading conditions in the energy markets. On one hand, the weakness in the U.S. dollar is supportive of the higher prices in energy, however, the decline in demand and excess inventories periodically pushed prices lower, resulting in losses for the sector as prices whipsawed. Losses were also taken in trading of currencies, primarily in December as the Japanese Yen reversed sharply on the Japanese government’s dissatisfaction over the high value of the Yen. In agricultural commodities, losses were realized primarily in corn and wheat. Prices of corn and wheat both unexpectedly rallied in October as cold, wet weather threatened to delay the harvest and concerns over the acres likely to be seeded for the new crop. Losses were incurred in sugar after prices hit a 28 year high, which led many countries to reduce their expected sugar imports.

The Partnership experienced a net trading gain, through investments in the Funds, before brokerage commissions and related fees in the year ended December 31, 2008 of $11,735,998. Gains were primarily attributable to the trading of commodity futures in currencies, energy, grains, U.S. and non-U.S. interest rates, livestock, lumber, metals, softs and indices.

In 2008, the liquidity crisis that began in 2007 rapidly spread to all corners of the globe, significantly pushing down global economic growth and presenting the U.S. economy with the hardest challenges since the Great Depression. During the year, the world’s credit markets virtually seized up, commodity prices plunged and most major equity indices declined dramatically, while some of the largest U.S. financial institutions were under pressure. Faced with unprecedented rapid deterioration in economic data and outlook, and fearing a snowball adverse effect of the credit crunch, global central banks reacted with aggressive campaigns of interest rate cuts and coordinated capital injections. As the markets re-priced the cost of risk, several strong trends emerged. The Partnership strongly capitalized on the trends and was profitable in all the sectors.

Profits were primarily realized from trading in energy, fixed income and equity indices. The Partnership realized most of the profits in the energy sector by capturing both the bullish and the bearish trends. In the earlier part of the year, crude oil pushed towards a historic high of $147 per barrel and in the latter part, the trend suddenly reversed and a strong negative trend emerged with crude oil dropping to about $32 per barrel. Natural gas also contributed to profits as prices plunged from $14 to about $5 per MMBtu. The Partnership was also profitable in interest rates as the yield on short term notes dropped significantly. Short term U.S. Treasury bills were in such high demand due to flight-to-quality that the yields had dropped below zero during the year. While the 10Yr T-bill yielded on an average between 3.5%-4% for most of the year, the yield dropped to 2% in December. Non-U.S. interest rates also showed tremendous volatility as the rates dropped precipitously due to the actions of the central banks. Global equity indices also contributed to the gains as indices continued to test multi-year lows. As financial institutions continued to write off the assets and as bankruptcies loomed, investors lost confidence in the equity markets. Futures markets offered greater flexibility as the SEC temporarily banned short selling in the equity markets.

CGM will pay monthly interest to the Partnership on its applicable share 80% of the average daily equity maintained in cash in the Funds’ brokerage account at a 30-day U.S. Treasury bill rate determined weekly by CGM and/or will place all of the Fund’s assets in 90-day Treasury bills. The Partnership will receive 80% of its applicable share of the interest earned on the Treasury bills purchased through its investments in other partnerships. Twenty percent of the interest earned on Treasury bills purchased may be retained by CGM and/or credited to the General Partner. Interest income from investment in Partnerships for the three and twelve months ended December 31, 2009 decreased by $13,925 and $480,839, respectively, as compared to the corresponding periods in 2008. The decrease in interest income is primarily due to lower U.S. Treasury Bill rates for the Partnership during the three and twelve months ended December 31, 2009, as compared to the corresponding periods in 2008. Interest earned by the Partnership will increase the net asset value of the Partnership.

Brokerage commissions are calculated as a percentage of the Partnership’s adjusted net asset value on the last day of each month and are affected by trading performance and redemptions. Brokerage commissions and fees for the three and twelve months ended December 31, 2009 decreased by $199,212 and $569,358, respectively, as compared to the corresponding periods in 2008. The decrease in brokerage commissions and fees is due to lower average adjusted net assets during the three and twelve months ended December 31, 2009 as compared to the corresponding periods in 2008.

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 twelve months ended December 31, 2009, decreased by $70,789 and $183,225, respectively, as compared to the corresponding periods in 2008. The decrease in management fees is due to lower average adjusted net assets during the three and twelve months ended December 31, 2009 as compared to the corresponding periods in 2008.

Incentive fees are based on the new trading profits generated by each Advisor at the end of the quarter as defined in the management agreements between the Partnership, the General Partner and each Advisor. There were no incentive fees earned for the three months ended December 31, 2009. Trading performance for the twelve months ended December 31, 2009 resulted in incentive fees of $29,522. Trading performance for the three and twelve months ended December 31, 2008 resulted in incentive fees of $189,867 and $931,991, respectively.

The Partnership experienced a net trading gain, through investments in the Funds, before brokerage commissions and related fees in the year ended December 31, 2007 of $4,465,543. Gains were primarily attributable to the trading of commodity futures in currencies, energy, grains, U.S. and non-U.S. interest rates, livestock and lumber and were partially offset by losses in metals, softs and indices.

During 2007, the Partnership profited from macro-economic developments that stimulated volatility and asset price trends of a favorable duration to the underlying Advisor’s trading strategies. Negative developments in the U.S. mortgage markets and the increasing probability of recession resonated throughout the capital and commodity markets. A surge in volatility in the global equity markets in February was driven by a tumble in Chinese stock valuations that curbed sentiment for global risk assets and sparked a material sell-off in global stock prices. The year would go on to be highlighted by two additional measurable equity market corrections in the summer and fall. By mid-summer, dislocations in U.S. asset-backed and mortgage-backed credit markets emerged as the central focal point of global capital markets. The ensuing re-pricing of credit risk resulted in a flight-to-quality driven rally in prices of sovereign debt, especially in the U.S. Treasury markets as the Federal Open Market Committee acted rapidly to stem the negative implications for growth. As a result of the series of rate cuts and negative economic data, the U.S. dollar became less attractive and weakened materially against most major currencies during the latter part of the year. Commodity markets continued to signal inflation, further clouding the economic landscape, as global demand for most food and raw materials continued to be robust. Prices moved rather erratically at times.

Profits were realized in fixed income trading as turbulence in asset backed credit markets became a catalyst for significant directional moves in yields and strong bias towards price rallies across Treasury curves. Gains were also generated by substantially rising oil prices, which reached all-time contract highs due to robust global demand, ongoing geopolitical concerns and increased speculative participation in the commodity. The Partnership also benefited from persistent trends in the currency sector, notably in Japanese Yen, New Zealand Dollar and British Pounds.

Trading gains were offset slightly by losses related to trading in metals and soft commodities. Periodic sporadic rallies in the U.S. dollar negatively impacted positions in certain precious metals, which tend to demonstrate inverse price movements. Prices of industrial metals also moved erratically during most of the year, mainly due to fluctuating estimates of Chinese and emerging market economic growth resulting in unfavorable price action for the advisors. Losses were also experienced in trading soft commodities such as coffee and cocoa. Excess exports from growers in Africa and Indonesia in the month of August resulted in a surprising fall in process driven by increased supply.

In the General Partner’s opinion, the Advisors continue to employ trading methods and produce results consistent with the objectives of the Partnership/Funds and expectations for the Advisors’ programs. The General Partner continues to monitor the Advisors’ performance on a daily, weekly, monthly and annual basis to assure these objectives are met.

Commodity markets are highly volatile. Broad price fluctuations and rapid inflation increase the risks involved in commodity trading, but also increase the possibility of profit. The profitability of the Partnership depends on the existence of major price trends and the ability of the Advisors to identify those price trends correctly. 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.

In allocating the assets of the Partnership among the trading advisors, the General Partner considers past performance, trading style, volatility of markets traded and fee requirements. The General Partner may modify or terminate the allocation of assets among the trading advisors and may allocate assets to additional advisors at any time.

(d) Off-Balance Sheet Arrangements. None.

(e) Contracts and Obligations. None.

(f) Operational Risk.

The Partnership, through its investments in the Funds’, is directly exposed to market risk and credit risk, which arise in the normal course of its business activities. Slightly less direct, but of critical importance, are risks pertaining to operational and back office

support. This is particularly the case in a rapidly changing and increasingly global environment with increasing transaction volumes and an expansion in the number and complexity of products in the marketplace.

Such risks include:

Operational/Settlement Risk — the risk of financial and opportunity loss and legal liability attributable to operational problems, such as inaccurate pricing of transactions, untimely trade execution, clearance and/or settlement, or the inability to process large volumes of transactions. The Partnership/Funds are subject to increased risks with respect to its trading activities in emerging market securities, where clearance, settlement, and custodial risks are often greater than in more established markets.

Technological Risk — the risk of loss attributable to technological limitations or hardware failure that constrain the Partnership’s/Funds’ ability to gather, process, and communicate information efficiently and securely, without interruption, to customers and in the markets where the Partnership/Funds participate.

Legal/Documentation Risk — the risk of loss attributable to deficiencies in the documentation of transactions (such as trade confirmations) and customer relationships (such as master netting agreements) or errors that result in noncompliance with applicable legal and regulatory requirements.

Financial Control Risk — the risk of loss attributable to limitations in financial systems and controls. Strong financial systems and controls ensure that assets are safeguarded, that transactions are executed in accordance with management’s authorization, and that financial information utilized by management and communicated to external parties, including the Partnership’s Redeemable Unit holders, creditors, and regulators, is free of material errors.

(g) Critical Accounting Policies.

Use of Estimates. The preparation of financial statements and accompanying notes in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, income and expenses, and related disclosures of contingent assets and liabilities in the financial statements and accompanying notes. In making these estimates and assumptions, management has considered the effects, if any, of events occurring after the date of the Partnership’s Statements of Financial Condition through the date the financial statements were issued. As a result, actual results could differ from these estimates.

Statement of Cash Flows. The Partnership is not required to provide a Statement of Cash Flows as permitted by ASC 230, Statement of Cash Flows (formerly, FAS No. 102, “Statement of Cash Flows Exemption of Certain Enterprises and Classification of Cash Flows from Certain Securities Acquired for Resale”)

Partnerships’ and the Funds’ Investments. All commodity interests (including derivative financial instruments and derivative commodity instruments), through its investment in other partnerships, are held for trading purposes. The commodity interests are recorded on trade date and open contracts are recorded at fair value (as described below) at the measurement date. Investments in commodity interests denominated in foreign currencies are translated into U.S. dollars at the exchange rates prevailing at the measurement date. Gains or losses are realized when contracts are liquidated. Unrealized gains or losses on open contracts are included as a component of equity in trading account on the Funds’ Statements of Financial Condition. Realized gains or losses and any change in net unrealized gains or losses from the preceding period are reported in the Funds’ Statements of Income and Expenses.

Partnerships’ and the Funds’ Fair Value Measurements. The Partnership and the Funds adopted ASC 820, Fair Value Measurements and Disclosures (formerly, FAS No. 157, “Fair Value Measurements”) as of January 1, 2008 which defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The Partnership and the Funds did not apply the deferral allowed by ASC 820 for nonfinancial assets and nonfinancial liabilities measured at fair value on a nonrecurring basis

The Funds consider prices for exchange traded commodity futures exchange cleared swaps and forwards and options contracts to be based on unadjusted quoted prices in active markets for identical assets (Level 1). The values of non-exchange traded forwards, swaps and certain options contracts for which market quotations are not readily available are priced by broker-dealers who derive fair values for those assets from observable inputs (Level 2). Investments in partnerships (other commodity pools) where there are no other rights or obligations inherent within the ownership interest held by the Partnership are priced based on the end of the day net asset value (Level

2). The value of the Partnership’s investments in partnerships reflects its proportional interest in the partnerships. As of and for the years ended December 31, 2009 and 2008, the Funds did not hold any derivative instruments that are priced at fair value using unobservable inputs through the application of management’s assumptions and internal valuation pricing models (Level 3).

Futures Contracts. The Funds trade futures contracts. A futures contract is a firm commitment to buy or sell a specified quantity of investments, currency or a standardized amount of a deliverable grade commodity, at a specified price on a specified future date, unless the contract is closed before the delivery date or if the delivery quantity is something where physical delivery can not occur (such as the S&P 500 Index), whereby such contract is settled in cash. Payments (“variation margin”) may be made or received by the Funds each business day, depending on the daily fluctuations in the value of the underlying contracts, and are recorded as unrealized gains or losses by the Funds. When the contract is closed, the Funds record a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Because transactions in futures contracts require participants to make both initial margin deposits of cash or other assets and variation margin deposits, through the futures broker directly with the exchange on which the contracts are traded, credit exposure is limited. Realized gains (losses) and changes in unrealized gains (losses) on futures contracts are included in the Statements of Income and Expenses.

Forward Foreign Currency Contracts. Foreign currency contracts are those contracts where the Funds agree 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 Funds’ net equity therein, representing unrealized gain or loss on the contracts as measured by the difference between the forward foreign exchange rates at the dates 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 foreign currency contracts are recognized in the period in which the contract is closed or the changes occur, respectively, and are included in the Statements of Income and Expenses.

The Funds do not isolate that portion of the results of operations arising from the effect of changes in foreign exchange rates on investments from fluctuations from changes in market prices of investments held. Such fluctuations are included in net gain (loss) on investments in the Statements of Income and Expenses

London Metals Exchange Forward Contracts. Metal contracts traded on the London Metals Exchange (“LME”) represent a firm commitment to buy or sell a specified quantity of aluminum, copper, lead, nickel, tin or zinc. LME contracts traded by the Funds are cash settled based on prompt dates published by the LME, Payments (“variation margin”) may be made or received by the Funds each business day, depending on the daily fluctuations in the value of the underlying contracts, and are recorded as unrealized gains or losses by the Funds. A contract is considered offset when all long positions have been matched with short positions. When the contract is closed at the prompt date, the Funds record a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Because transactions in LME contracts require participants to make both initial margin deposits of cash or other assets and variation margin deposits, through the broker, directly with the LME, credit exposure is limited. Realized gains (losses) and changes in unrealized gains (losses) on metal contracts are included in the Statements of Income and Expenses.

Options. The Funds may purchase and write (sell) both exchange listed and over-the-counter options on commodities or financial instruments. An option is a contract allowing, but not requiring, its holder to buy (call) or sell (put) a specific or standard commodity or financial instrument at a specified price during a specified time period. The option premium is the total price paid or received for the option contract. When the Funds write an option, the premium received is recorded as a liability in the Statements of Financial Condition and marked to market daily. When the Funds purchase an option, the premium paid is recorded as an asset in the Statements of Financial Condition and marked to market daily. Realized gains (losses) and changes in unrealized gains (losses) on options contracts are included in the Statements of Income and Expenses.

Income Taxes. Income taxes have not been provided as each partner is individually liable for the taxes, if any, on their share of the Partnership’s income and expenses.

In 2007, the Partnership adopted ASC 740, Income Taxes (formerly, FAS No. 48, “Accounting for Uncertainty in Income Taxes”). ASC 740 provides guidance for how uncertain tax positions should be recognized, measured, presented and disclosed in the financial statements. ASC 740 requires the evaluation of tax positions taken or expected to be taken in the course of preparing the Partnership’s financial statements to determine whether the tax positions are “more-likely-than-not” to be sustained by the applicable tax authority. Tax positions with respect to tax at the Partnership level not deemed to meet the “more-likely-than-not” threshold would be recorded as a tax benefit or expense in the current year. The General Partner

concluded that no provision for income tax is required in the Partnership’s financial statements

The following is the major tax jurisdiction for the Partnership and the earliest tax year subject to examination: United States — 2006.

Subsequent Events. In 2009, the Partnership adopted ASC 855, Subsequent Events (formerly, FAS No. 165, “Subsequent Events”). The objective of ASC 855 is to establish general standards of accounting for and disclosure of events that occur after the balance sheet date but before financial statements are issued or available to be issued. Management has determined that there were no subsequent events requiring adjustment or disclosure in the financial statements.

Recent Accounting Pronouncements. In January 2010, the FASB issued Accounting Standards Update No. 2010-06 (“ASU 2010-06”), “Improving Disclosures about Fair Value Measurements, which , among other things, amends ASC 820 to require entities to separately present purchases, sales, issuances, and settlements in their reconciliation of Level 3 fair value measurements (i.e. to present such items on a gross basis rather than on a net basis), and which clarifies existing disclosure requirements provided by ASC 820 regarding the level of disaggregation and the inputs and valuation techniques used to measure fair value for measurements that fall within either Level 2 or Level 3 of the fair value hierarchy. ASU 2010-06 is effective for interim and annual periods beginning after December 15, 2009, except for the disclosures about purchases, sales, issuances, and settlements in the roll forward of activity in Level 3 fair value measurements (which are effective for fiscal years beginning after December 15, 2010, and for interim periods within those fiscal years). Management is currently assessing the impact that the adoption of ASU 2010-06 will have on the Partnership’s financial statements disclosures.

In February 2010, the FASB issued Accounting Standards Update No. 2010-09 (“ASU 2010-09”), “Subsequent Events (Topic 855): Amendments to Certain Recognition and Disclosure Requirements,” which among other things amended ASC 855 to remove the requirement for an SEC filer to disclose the date through which subsequent events have been evaluated. This change alleviates potential conflicts between ASC 855 and the SEC’s requirements. All of the amendments in this update are effective upon issuance of this update. Management has included the provisions of these amendments in the financial statements.

Certain prior period amounts have been reclassified to conform to the current year presentation.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk.

Introduction

All of the Partnership’s assets are subject to the risk of trading loss through its investments in the Funds. The Funds are speculative commodity pools. The market sensitive instruments held by them are acquired for speculative trading purposes, and all or substantially all of the Funds’ 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 Funds’ main line of business.

The risk to the limited partners that have purchased interests in the Funds are limited to the amount of their capital contributions to the Funds and their share of Funds’ assets and undistributed profits. This limited liability is a consequence of the organization of the Funds as limited partnerships under applicable law.

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

The Funds rapidly acquire and liquidate 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 Funds’ past performance is not necessarily indicative of their future results.

Value at Risk is a measure of the maximum amount which the Funds could reasonably be expected to lose in a given market sector. However, the inherent uncertainty of the Funds’ speculative trading and the recurrence in the markets traded by the Funds of market movements far exceeding expectations could result in actual trading or non-trading losses far beyond the indicated Value at Risk or the Funds’ experiences 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 Funds’ losses in any market sector will be limited to Value at Risk or by the Funds’ attempts to manage their market risk.

Materiality as used in this section, “Quantitative and Qualitative Disclosures About Market Risk,” is based on an assessment of reasonably possible market movements and the potential losses caused by such movements, taking into account the leverage, optionality and multiplier features of the Funds’ market sensitive instruments.

Quantifying the Partnership’s Trading Value at Risk

The following quantitative disclosures regarding the Funds’ market risk exposures contain “forward-looking statements” within the meaning of the safe harbor from civil liability provided for such statements by the Private Securities Litigation Reform Act of 1995 (set forth in Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)). All quantitative disclosures in this section are deemed to be forward-looking statements for purposes of the safe harbor except for statements of historical fact (such as the terms of particular contracts and the number of market risk sensitive instruments held during or at the end of the reporting period).

The Funds’ risk exposure in the various market sectors traded by the Funds is quantified below in terms of Value at Risk. Due to the Funds’ mark-to-market accounting, any loss in the fair value of the Funds’ open positions is directly reflected in the Partnership’s earnings (realized and unrealized).

Exchange maintenance margin requirements have been used by the Funds as the measure of their 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. The maintenance margin levels are established by dealers and exchanges using historical price studies as well as an assessment of current market volatility (including the implied volatility of the options on a given futures contract) and economic fundamentals to provide a probabilistic estimate of the maximum expected near-term one-day price fluctuation. 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.

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

The fair value of the Funds’ futures and forward positions does not have any optionality component. However, certain of the Advisors trade commodity options. Where this instrument is a futures contract, the futures margin has been used, and where this instrument is a physical commodity, the futures-equivalent maintenance margin has been used. This calculation is conservative in that it assumes that the fair value of an option will decline by the same amount as the fair value of the underlying instrument, whereas, in fact, the fair values of the options traded by the Funds in almost all cases fluctuate to a lesser extent than those of the underlying instruments.

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

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

Value at Risk tables represent a probabilistic assessment of the risk of loss in market risk sensitive instruments. The Partnership’s advisors currently trade the Partnership’s assets indirectly in master fund managed accounts, over which they have been granted limited authority to make trading decisions. The first two trading Value at Risk tables reflect the market sensitive instruments held by the Partnership indirectly, through its investment in the Funds. The remaining trading Value at Risk tables reflect the market sensitive instruments, indirectly held by each Fund, separately.

The following tables indicate the trading Value at Risk associated with the Partnership’s open positions by market category as of December 31, 2009 and 2008. As of December 31, 2009, the Partnership’s total capitalization was $33,239,132.


			% of Total
Market Sector	Value at Risk		Capitalization

Currencies	$	488,073		1.47	%
Energy		264,506		0.80	%
Grains		117,037		0.35	%
Interest Rates U.S.		317,080		0.95	%
Interest Rates Non-U.S.		335,946		1.01	%
Livestock		6,083		0.02	%
Metals		347,456		1.05	%
Softs		197,670		0.59	%
Indices		739,496		2.22	%

Total	$	2,813,347		8.46	%

As of December 31, 2008, the Partnership’s total capitalization was $48,291,023.

December 31,2008


			% of Total
Market Sector	Value at Risk		Capitalization

Currencies	$	378,919		0.78	%
Energy		88,545		0.18	%
Grains		97,399		0.20	%
Interest Rates U.S.		260,521		0.54	%
Interest Rates Non-U.S.		520,269		1.08	%
Livestock		2,927		0.01	%
Lumber		29		0.00	%**
Metals		189,282		0.39	%
Softs		71,142		0.15	%
Indices		75,582		0.16	%

Total	$	1,684,615		3.49	%

** Due to rounding

The following tables indicate the trading Value at Risk associated with the Partnership’s investment in the Funds by market category as of December 31, 2009 and 2008, and the highest, lowest and average value at any point during the years. All open position trading risk exposures have been included in calculating the figures set forth below.

As of December 31, 2009, Willowbridge Master’s total capitalization was $231,105,317. The Partnership owned approximately 2.7% of Willowbridge Master. As of December 31, 2009, the Partnership’s Value at Risk for the portion of its assets that are traded indirectly through its investment in Willowbridge Master was as follows:

December 31, 2009


			% of Total			High		Low		Average
Market Sector	Value at Risk		Capitalization			Value at Risk		Value at Risk		Value at Risk*

Currencies	$	5,974,364		2.58	%	$	14,208,480	$	1,008,000	$	7,206,662
Energy		2,116,000		0.92	%		13,037,019		391,000		5,515,268
Grains		1,058,000		0.46	%		5,919,480		259,875		2,320,519
Interest Rates U.S.		1,959,945		0.85	%		9,939,105		280,500		2,836,425
Interest Rates Non-U.S.		3,403,449		1.47	%		14,168,324		455,649		4,852,602
Metals		3,968,558		1.72	%		8,372,754		1,909,575		3,799,612
Softs		2,725,100		1.18	%		3,202,100		237,900		1,531,645

Total	$	21,205,416		9.18	%


*		Annual average based on month-end Value at Risk

As of December 31, 2008, Willowbridge Master’s total capitalization was $297,420,004. The Partnership owned approximately 3.6% of Willowbridge Master. As of December 31, 2008, the Partnership’s Value at Risk for the portion of its assets that are traded indirectly through its investment in Willowbridge Master was as follows:

December 31, 2008


			% of Total			High		Low		Average
Market Sector	Value at Risk		Capitalization			Value at Risk		Value at Risk		Value at Risk*

Currencies	$	1,945,600		0.65	%	$	11,556,229	$	245,220	$	3,464,607
Energy		816,000		0.27	%		15,933,000		448,000		4,885,321
Grains		1,100,800		0.37	%		5,470,800		201,000		2,038,390
Interest Rates U.S.		2,380,800		0.80	%		4,367,200		219,300		1,272,506
Interest Rates Non-U.S.		3,571,688		1.20	%		8,375,150		387,940		3,540,377
Metals		3,110,400		1.05	%		8,742,000		764,750		4,883,083
Softs		819,200		0.28	%		2,989,200		120,600		1,077,150

Total	$	13,744,488		4.62	%


*		Annual average based on month-end Value at Risk

As of December 31, 2009, Winton Master’s total capitalization was $574,408,313. The Partnership owned approximately 1.7% of Winton Master. As of December 31, 2009, the Partnership’s Value at Risk for the portion of its assets that are traded indirectly through its investment in Winton Master was as follows:

December 31, 2009


			% of Total			High		Low		Average
Market Sector	Value at Risk		Capitalization			Value at Risk		Value at Risk		Value at Risk*
Currencies	$	4,596,005		0.80	%	$	10,700,900	$	3,479,307	$	6,740,750
Energy		556,296		0.10	%		2,627,998		228,335		1,092,646
Grains		1,098,663		0.19	%		1,976,399		864,083		1,388,868
Interest Rates U.S.		1,030,011		0.18	%		6,518,610		716,705		2,896,261
Interest Rates Non-U.S.		4,507,567		0.78	%		11,661,822		2,841,339		5,786,393
Livestock		169,800		0.03	%		425,655		59,475		207,937
Metals		5,057,067		0.88	%		5,057,067		849,000		2,780,563
Softs		955,200		0.17	%		1,269,508		385,375		791,384
Indices		16,589,011		2.89	%		16,589,011		1,261,608		6,511,470

Total	$	34,559,620		6.02	%


*		Annual average based on month-end Value at Risk

As of December 31, 2008, Winton Master’s total capitalization was $547,751,543. The Partnership owned approximately 2.6% of Winton Master. As of December 31, 2008, the Partnership’s Value at Risk for the portion of its assets that are traded indirectly through its investment in Winton Master was as follows:

December 31, 2008


			% of Total			High		Low		Average
Market Sector	Value at Risk		Capitalization			Value at Risk		Value at Risk		Value at Risk*
Currencies	$	4,842,125		0.88	%	$	6,844,904	$	2,234,600	$	4,333,162
Energy		1,417,010		0.26	%		6,750,850		581,600		3,815,788
Grains		1,912,314		0.35	%		4,647,430		41,072		2,278,577
Interest Rates U.S.		3,213,000		0.59	%		4,165,350		160,797		2,234,433
Interest Rates Non-U.S.		6,633,201		1.21	%		6,862,943		1,875,349		4,923,678
Livestock		87,200		0.02	%		350,900		32,205		165,842
Lumber		1,100		0.00	%**		5,400		1,100		2,500
Metals		1,408,458		0.25	%		4,997,086		797,395		2,496,016
Softs		762,259		0.14	%		2,273,575		354,777		896,692
Indices		1,768,247		0.32	%		12,018,105		1,433,950		5,538,325

Total	$	22,044,914		4.02	%


*		Annual average based on month-end Value at Risk

**		Due to Rounding

As of December 31, 2009, Graham Master’s total capitalization was $171,212,260. The Partnership owned approximately 5.4% of Graham Master. As of December 31, 2009, the Partnership’s Value at Risk for the portion of its assets that are traded indirectly through its investment in Graham Master was as follows:

December 31, 2009


			% of Total			High		Low		Average *
Market Sector	Value at Risk		Capitalization			Value at Risk		Value at Risk		Value at Risk
Currencies	$	2,410,532		1.41	%	$	8,136,447	$	833,881	$	4,612,528
Energy		684,083		0.40	%		3,017,929		273,236		1,214,764
Grains		549,675		0.32	%		1,846,996		96,550		731,407
Interest Rates U.S.		142,150		0.08	%		2,365,808		87,777		859,990
Interest Rates Non-U.S.		1,869,099		1.09	%		8,320,518		471,498		2,867,131
Livestock		59,200		0.04	%		160,380		1,080		58,409
Metals		1,222,254		0.71	%		1,806,942		297,478		1,002,985
Softs		1,131,557		0.66	%		1,479,945		190,202		768,323
Indices		4,809,915		2.81	%		12,019,804		623,680		5,396,991

Total	$	12,878,465		7.52	%


*		Annual average of month-end Value at Risk

As of December 31, 2008, Graham Master’s total capitalization was $224,490,942. The Partnership owned approximately 5.0% of Graham Master. As of December 31, 2008, the Partnership’s Value at Risk for the portion of its assets that are traded indirectly through its investment in Graham Master was as follows:

December 31, 2008


			% of Total			High		Low		Average
Market Sector	Value at Risk		Capitalization			Value at Risk		Value at Risk		Value at Risk*
Currencies	$	1,855,003		0.83	%	$	35,051,712	$	1,110,258	$	17,137,503
Energy		446,536		0.20	%		5,209,200		310,300		1,557,045
Grains		161,000		0.07	%		1,281,500		52,500		498,714
Interest Rates U.S.		719,400		0.32	%		2,381,150		24,412		619,143
Interest Rates Non-U.S.		1,293,650		0.58	%		4,718,751		461,503		1,792,563
Livestock		13,200		0.01	%		27,600		800		15,664
Metals		680,383		0.30	%		2,071,925		31,044		777,494
Softs		201,831		0.09	%		752,387		14,000		395,956
Indices		592,157		0.26	%		5,407,658		235,978		2,482,935

Total	$	5,963,160		2.66	%


*		Annual average of month-end Value at Risk

As of December 31, 2009, Eckhardt Master’s total capitalization was $17,320,459. The Partnership owned approximately 31.1% of Eckhardt Master. As of December 31, 2009, the Partnership’s Value at Risk for the portion of its assets that are traded indirectly through its investment in Eckhardt Master was as follows:

December 31, 2009


			% of Total			High		Low		Average *
Market Sector	Value at Risk		Capitalization			Value at Risk		Value at Risk		Value at Risk
Currencies	$	380,916		2.20	%	$	1,191,210	$	7,200	$	301,705
Energy		270,400		1.56	%		644,500		22,050		211,624
Grains		128,975		0.74	%		362,365		10,800		101,491
Interest Rates U.S.		768,410		4.44	%		768,410		14,550		196,272
Interest Rates Non-U.S.		213,803		1.23	%		696,839		13,213		221,520
Metals		284,030		1.64	%		535,674		16,196		234,566
Softs		150,320		0.87	%		251,705		11,784		115,206
Indices		635,844		3.67	%		879,160		22,367		304,994

Total	$	2,832,698		16.35	%


*		Annual average of month-end Value at Risk

As of December 31, 2008, Eckhardt’s Master total capitalization was $20,529,435. The Partnership owned approximately 5.5% of Eckhardt Master. As of December 31, 2008, the Partnership’s Value at Risk for the portion of its assets that are traded indirectly through its investment in Eckhardt Master was as follows:

December 31, 2008


			% of Total			High		Low		Average
Market Sector	Value at Risk		Capitalization			Value at Risk		Value at Risk		Value at Risk*
Currencies	$	291,072		1.42	%	$	765,238	$	93,645	$	248,175
Interest Rates U.S.		178,400		0.87	%		693,100		3,300		171,494
Interest Rates Non-U.S.		498,525		2.43	%		818,628		26,466		228,987
Metals		21,510		0.10	%		142,500		7,500		34,890
Softs		37,872		0.18	%		146,081		6,446		46,542

Total	$	1,027,379		5.00	%


*		Annual average of month-end Value at Risk

As of December 31, 2009, SandRidge Master’s total capitalization was $684,909,493. The Partnership owned approximately 0.4% of SandRidge Master. As of December 31, 2009, the Partnership’s Value at Risk for the portion of its assets that are traded indirectly through its investment in SandRidge Master was as follows:

December 31, 2009


			% of Total			High		Low		Average
Market Sector	Value at Risk		Capitalization			Value at Risk		Value at Risk		Value at Risk*
Energy	$	19,220,494		2.81	%	$	40,574,022	$	11,157,117	$	24,955,810

Total	$	19,220,494		2.81	%


*		Annual average month-end Value at Risk

As of December 31, 2008, Campbell Master’s total capitalization was $127,474,962. The Partnership owned approximately 5.6% of Campbell Master. As of December 31, 2008, the Partnership’s Value at Risk for the portion of its assets that are traded indirectly through its investment in Campbell Master was as follows:

December 31, 2008


			% of Total			High		Low		Average
Market Sector	Value at Risk		Capitalization			Value at Risk		Value at Risk		Value at Risk *
Currencies	$	3,826,450		3.00	%	$	6,459,319	$	1,236,850	$	3,885,456
Energy		141,270		0.11	%		1,689,425		5,000		547,096
Interest Rates U.S.		295,938		0.23	%		1,754,540		126,604		919,061
Interest Rates Non-U.S.		1,650,897		1.30	%		4,744,697		631,807		2,018,452
Metals		238,724		0.18	%		1,281,336		47,826		360,423
Indices		1,414,857		1.11	%		8,820,806		845,740		4,393,925

Total	$	7,568,136		5.93	%


*		Average of month-end Values at Risk

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

The face value of the market sector instruments held by the Funds are typically many times the applicable maintenance margin requirement (margin requirements generally range between 2% and 15% of contract face value) as well as many times the capitalization of the Funds. The magnitude of the Funds’ open positions creates a “risk of ruin” not typically found in most other investment vehicles. Because of the size of its positions, certain market conditions — unusual, but historically recurring from time to time — could cause the Funds and therefore the Partnership, to incur severe losses over a short period of time. The foregoing Value at Risk tables — as well as the past performance of the Funds — give no indication of this “risk of ruin.”

Non-Trading Risk

The Funds have non-trading market risk on their foreign cash balances not needed for margin. However, these balances (as well as any market risk they represent) are immaterial.

Materiality as used in this section, “Qualitative and Quantitative Disclosures About Market Risk,” is based on an assessment of reasonably possible market movements and the potential losses caused by such movements, taking into account the leverage, optionality and multiplier features of the Funds’ market-sensitive instruments.

Qualitative Disclosures Regarding Primary Trading Risk Exposures

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

The following were the primary trading risk exposures of the Funds as of December 31, 2009, by market sector.

Interest Rates. Interest rate movements directly affect the price of the futures positions held by the Funds and indirectly the value of its stock index and currency positions. Interest rate movements in one country as well as relative interest rate movements between countries materially impact the Funds’ profitability. The Funds’ primary interest rate exposure is to interest rate fluctuations in the United States and other G-8 countries. However, the Funds also takes futures positions on the government debt of smaller nations — e.g., Australia.

Currencies. The Funds’ currency exposure is subject to exchange rate fluctuations, primarily fluctuations which disrupt the historical pricing relationships between different currencies and currency pairs. These fluctuations are influenced by interest rate changes as well as political and general economic conditions. The General Partner does not anticipate that the risk profile of the Funds’ currency sector will change significantly in the future. The currency trading Value at Risk figure includes foreign margin amounts converted into U.S. dollars with an incremental adjustment to reflect the exchange rate risk inherent to the U.S. dollar-based Funds in expressing Value at Risk in a functional currency other than U.S. dollars.

Stock Indices. The Funds’ primary equity exposure is subject to equity price risk in the G-8 countries. The stock index futures traded by the Funds are limited to futures on broadly based indices. The Funds are primarily exposed to the risk of adverse price trends or static markets in the major U.S., European and Japanese indices. (Static markets would not cause major market changes but would make it difficult for the Funds to avoid being “whipsawed” into numerous small losses.)

Metals. The Funds’ primary metal market exposure is subject to fluctuations in the price of gold, silver, copper and aluminum.

Softs. The Funds’ primary commodities exposure is subject to agricultural price movements which are often directly affected by severe or unexpected weather conditions.

Energy. The Funds’ primary energy market exposure is subject to gas and oil price movements, often resulting from political developments in the Middle East. Oil prices can be volatile and substantial profits and losses have been and are expected to continue to be experienced in this market.

Grains. The Funds’ commodities exposure is subject to agricultural price movements which are often directly affected by severe unexpected weather conditions.

Qualitative Disclosures Regarding Non-Trading Risk Exposure

The following were the only non-trading risk exposures of the Funds as of December 31, 2009.

Foreign Currency Balances. The Funds’ primary foreign currency balances are in Japanese yen, Euro, British pounds and Swiss francs. The Advisor regularly converts foreign currency balances to U.S. dollars in an attempt to control the Funds’ non-trading risk.

Qualitative Disclosures Regarding Means of Managing Risk Exposure.

The General Partner monitors and controls the Funds’ 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 Funds are subject.

The General Partner monitors the Funds’ performance and the concentration of its open positions and consults with the Advisors concerning the Funds’ overall risk profile. If the General Partner felt it necessary to do so, the General Partner could require the Advisors to close out individual positions as well as enter into certain positions on behalf of the Funds. However, any such intervention would be a highly unusual event. The General Partner primarily relies on the Advisors’ own risk control policies while maintaining a general supervisory overview of the Funds’ market risk exposures.

Each Advisor applies its own risk management policies to its trading. The Advisors often follow diversification guidelines, margin limits and stop loss points to exit a position. The Advisors’ research of risk management often suggests ongoing modifications to their trading programs.

As part of the General Partner’s risk management, the General Partner periodically meets with the Advisors to discuss their risk management and to look for any material changes to the Advisors’ portfolio balance and trading techniques. The Advisors are required to notify the General Partner of any material changes to their programs.

Item 8. Financial Statements and Supplementary Data.

DIVERSIFIED MULTI-ADVISOR FUTURES FUND L.P.

INDEX TO FINANCIAL STATEMENTS


		Page
		Number
Oath or Affirmation		F-3
Management’s Report on Internal Control over Financial Reporting		F-4
Reports of Independent Registered Public Accounting Firms		F-5 – F-7
Financial Statements:
Statements of Financial Condition at December 31, 2009 and 2008		F-8
Schedules of Investments at December 31, 2009 and 2008		F-9 – F-10
Statements of Income and Expenses for the years ended December 31, 2009, 2008 and 2007		F-11
Statements of Changes in Partners’ Capital for the years ended December 31, 2009, 2008 and 2007		F-12
Notes to Financial Statements		F-13 – F-23
Selected Unaudited Quarterly Financial Data		F-24
Financial Statements of CMF Willowbridge Argo Master Fund L.P.
Oath or Affirmation		F-25
Reports of Independent Registered Public Accounting Firms		F-26 – F-28
Statements of Financial Condition at December 31, 2009 and 2008		F-29
Condensed Schedules of Investments at December 31, 2009 and 2008		F-30 – F-31
Statements of Income and Expenses for the year ended December 31, 2009, 2008 and 2007		F-32
Statements of Changes in Partners’ Capital for the year ended December 31, 2009, 2008 and 2007		F-33
Notes to Financial Statements		F-34 – F-41
Selected Unaudited Quarterly Financial Data		F-42
Financial Statements of CMF Winton Master L.P.
Oath or Affirmation		F-43
Reports of Independent Registered Public Accounting Firms		F-44 – F-46
Statements of Financial Condition at December 31, 2009 and 2008		F-47
Condensed Schedules of Investments at December 31, 2009 and 2008		F-48 – F-49
Statements of Income and Expenses for the year ended December 31, 2009, 2008 and 2007		F-50
Statements of Changes in Partners’ Capital for the year ended December 31, 2009, 2008 and 2007		F-51
Notes to Financial Statements		F-52 – F-61
Selected Unaudited Quarterly Financial Data		F-62

F-1

DIVERSIFIED MULTI-ADVISOR FUTURES FUND L.P.

INDEX TO FINANCIAL STATEMENTS—CONTINUED


		Page
		Number
Financial Statements of CMF Graham Capital Master Fund L.P.
Oath of Affirmation		F-63
Reports of Independent Registered Public Accounting Firms		F-64 – F-66
Statements of Financial Condition at December 31, 2009 and 2008		F-67
Condensed Schedules of Investments at December 31, 2009 and 2008		F-68 – F-69
Statements of Income and Expenses for the year ended December 31, 2009, 2008, 2007		F-70
Statements of Changes in Partners’ Capital for the year ended December 31, 2009, 2008, 2007		F-71
Notes to Financial Statements		F-72 – F-80
Selected Unaudited Quarterly Financial Data		F-81
Financial Statements of CMF Eckhardt Master Fund L.P.
Oath or Affirmation		F-82
Report of Independent Registered Public Accounting Firm		F-83 – F-84
Statement of Financial Condition at December 31, 2009 and 2008		F-85
Condensed Schedules of Investments at December 31, 2009 and 2008		F-86 – F-87
Statements of Income and Expenses for the year ended December 31, 2009 and April 1, 2008 (commencement of trading operations) to December 31, 2008		F-88
Statements of Changes in Partners’ Capital for the year ended December 31, 2009 and April 1, 2008 (commencement of trading operations) to December 31, 2008		F-89
Notes to Financial Statements		F-90 – F-98
Selected Unaudited Quarterly Financial Data		F-99
Financial Statements of the CMF SandRidge Master Fund L.P.
Oath or Affirmation		F-100
Reports of Independent Registered Public Accounting Firms		F-101 – F-103
Statements of Financial Condition at December 31, 2009 and 2008		F-104
Condensed Schedules of Investments at December 31, 2009 and 2008		F-105 – F-106
Statements of Income and Expenses for the year ended December 31, 2009, 2008 and 2007		F-107
Statements of Changes in Partners’ Capital for the year ended December 31, 2009, 2008 and 2007		F-108
Notes to Financial Statements		F-109 – F-116
Selected Unaudited Quarterly Financial Data		F-117

F-2

TABLE OF CONTENTS


PART I
	Item 1. Business
	Item 1A. Risk Factors
	Item 2. Properties
	Item 3. Legal Proceedings
	Item 4. Submission of Matters to a Vote of Security Holders
PART II
	Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
	Item 6. Selected Financial Data
	Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
	Item 7A. Quantitative and Qualitative Disclosures About Market Risk
	Item 8. Financial Statements and Supplementary Data
Management’s Report on Internal Control over Financial Reporting
Statements of Financial Condition
Schedule of Investments
Schedule of Investments
Statements of Income and Expenses
Statements of Changes in Partners’ Capital
Notes to Financial Statements
To the Limited Partners of CMF Willowbridge Argo Master Fund L.P.
CMF Willowbridge Argo Master Fund L.P. Statements of Financial Condition December 31, 2009 and 2008
Condensed Schedule of Investments December 31, 2009
Condensed Schedule of Investments December 31, 2008
Statements of Income and Expenses for the years ended December 31, 2009, 2008 and 2007
Statements of Changes in Partners’ Capital for the years ended December 31, 2009, 2008 and 2007
CMF Willowbridge Argo Master Fund L.P. Notes to Financial Statements December 31, 2009
Statements of Financial Condition
Condensed Schedule of Investments
Condensed Schedule of Investments
Statements of Income and Expenses
Statements of Changes in Partners’ Capital
Notes to Financial Statements December 31, 2009
CMF Graham Capital Master Fund L.P.
Statements of Financial Condition
Condensed Schedule of Investments
Condensed Schedule of Investments
Statements of Income and Expenses
Statements of Changes in Partners’ Capital
Notes to Financial Statements
Statements of Financial Condition
Condensed Schedule of Investments
Condensed Schedule of Investments
Statements of Income and Expenses for the year ended December 31, 2009 and for the period April 1, 2008
Statements of Changes in Partners’ Capital
Notes to Financial Statements December 31, 2009
To the Limited Partners of CMF SandRidge Master Fund L.P.
Statements of Financial Condition
Condensed Schedule of Investments
Condensed Schedule of Investments
Statements of Income and Expenses for the years ended
Statements of Changes in Partners’ Capital
Notes to Financial Statements
	Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
	Item 9A(T). Controls and Procedures
	Item 9B. Other Information
PART III
	Item 10. Directors, Executive Officers and Corporate Governance
	Item 11. Executive Compensation
	Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
	Item 13. Certain Relationship and Related Transactions, and Director Independence
	Item 14. Principal Accountant Fees and Services
PART IV
	Item 15. Exhibits, Financial Statement Schedules
SIGNATURES
EX-10.3.B
EX-10.4.B
EX-10.5.B
EX-10.6.B
EX-10.7.B
EX-31.1
EX-31.2
EX-32.1
EX-32.2

To the Limited Partners of
Diversified Multi-Advisor Futures Fund L.P.

To the best of the knowledge and belief of the undersigned, the information contained herein is accurate and complete.


	By:	Jennifer Magro

Chief Financial Officer and Director

Ceres Managed Futures LLC

General Partner,

Diversified Multi-Advisor Futures Fund L.P.

Ceres Managed Futures LLC

55 East 59th Street

10th Floor

New York, N.Y. 10022

212-559-2011

F-3

Management’s Report on Internal Control over
Financial Reporting

The management of Diversified Multi-Advisor Futures Fund L.P., (formerly, Smith Barney Diversified Futures Fund L.P.) (the Partnership), Ceres Managed Futures LLC (formerly, Citigroup Managed Futures LLC) is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a - 15(f) and 15d - 15(f) under the Securities Exchange Act of 1934 and for our assessment of internal control over financial reporting. The Partnership’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States of America. The Partnership’s internal control over financial reporting includes those policies and procedures that:


(i)	pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Partnership;

(ii)	provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with accounting principles generally accepted in the United States of America, and that receipts and expenditures of the Partnership are being made only in accordance with authorizations of management and directors of the Partnership; and


(iii)	provide reasonable assurance regarding prevention or timely detection and correction of unauthorized acquisition, use or disposition of the Partnership’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

The management of Diversified Multi-Advisor Futures Fund L.P. has assessed the effectiveness of the Partnership’s internal control over financial reporting as of December 31, 2009. In making this assessment, management used the criteria set forth in the Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Based on our assessment, management concluded that the Partnership maintained effective internal control over financial reporting as of December 31, 2009 based on the criteria referred to above.

The Partnership’s independent registered public accounting firm, Deloitte & Touche LLP, has audited the effectiveness of the Partnership’s internal control over financial reporting as of December 31, 2009, as stated in their report dated March 19, 2010 which appears herein.

Jennifer Magro

Chief Financial Officer and Director

Ceres Managed Futures LLC

General Partner,

Diversified Multi-Advisor Futures Fund L.P.

F-4

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Partners of
Diversified Multi-Advisor Futures Fund L.P.:

We have audited the accompanying statement of financial condition of Diversified Multi-Advisor Futures Fund L.P. (the “Partnership”), including the schedule of investments, as of December 31, 2009, and the related statements of income and expenses, and changes in partners’ capital for the year then ended. We also have audited the Partnership’s internal control over financial reporting as of December 31, 2009, based on criteria established in Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. The Partnership’s management is responsible for these financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on these financial statements and an opinion on the Partnership’s internal control over financial reporting based on our audit. The financial statements of the Partnership for the years ended December 31, 2008 and 2007 were audited by other auditors whose reports, dated March 26, 2009 and March 24, 2008, respectively, expressed unqualified opinions on those statements.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement and whether effective internal control over financial reporting was maintained in all material respects. Our audit of the financial statements included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

A partnership’s internal control over financial reporting is a process designed by, or under the supervision of, the partnership’s principal executive and principal financial officers, or persons performing similar functions, and effected by the partnership’s general partner, management, and other personnel to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A partnership’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the partnership; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the partnership are being made only in accordance with authorizations of management and general partner of the partnership; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Partnership’s assets that could have a material effect on the financial statements.

Because of the inherent limitations of internal control over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may not be prevented or detected on a timely basis. Also, projections of any evaluation of the effectiveness of the internal control over financial reporting to future periods are subject to the risk that the controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Diversified Multi-Advisor Futures Fund L.P. as of December 31, 2009, and the results of its operations and its changes in partners’ capital for the year then ended, in conformity with accounting principles generally accepted in the United States of America. Also, in our opinion, the Partnership maintained, in all material respects, effective internal control over financial reporting as of December 31, 2009, based on the criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission.

/s/ Deloitte & Touche LLP
New York, New York
March 19, 2010

F-5

Report of Independent Registered Public Accounting Firm

To the Partners of
Diversified Multi-Advisor Futures Fund L.P.:

In our opinion, the accompanying statement of financial condition, the related statement of income and expenses, and statement of changes in partners’ capital present fairly, in all material respects, the financial position of Diversified Multi-Advisor Futures Fund L.P. (formerly known as Smith Barney Diversified Futures Fund L.P.) at December 31, 2008 and the results of its operations for the year then ended in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Partnership maintained, in all material respects, effective internal control over financial reporting as of December 31, 2008, based on criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). The Partnership’s management is responsible for these financial statements, for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express opinions on these financial statements and on the Partnership’s internal control over financial reporting based on our integrated audit. We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement and whether effective internal control over financial reporting was maintained in all material respects. Our audit of the financial statements included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

/s/ PricewaterhouseCoopers LLP

New York, New York
March 26, 2009

F-6

Report of Independent Registered Public Accounting Firm

The Partners
Diversified Multi-Advisor Futures Fund L.P.:

We have audited the accompanying statements of income and expenses and changes in partners’ capital of Diversified Multi-Advisor Futures Fund L.P. (formerly, Smith Barney Diversified Futures Fund L.P.) for the year ended December 31, 2007. These financial statements are the responsibility of the Partnership’s management. Our responsibility is to express an opinion on these financial statements based on our audit.

In our opinion, the financial statements referred to above present fairly, in all material respects, the results of operations and changes in partners’ capital of Diversified Multi-Advisor Futures Fund L.P. for the year ended December 31, 2007, in conformity with U.S. generally accepted accounting principles.

/s/ KPMG LLP

New York, New York
March 24, 2008

F-7

Diversified Multi-Advisor Futures Fund L.P.
Statements of Financial Condition
December 31, 2009 and 2008


	2009		2008

Assets:
Investment in Partnerships, at fair value (Note 5)	$	33,653,350	$	49,607,769
Cash (Note 3c)		107,335		69,501

Total assets	$	33,760,685	$	49,677,270

Liabilities and Partners’ Capital:
Liabilities:
Accrued expenses:
Brokerage commissions (Note 3c)	$	154,737	$	227,687
Management fees (Note 3b)		51,788		76,444
Incentive fees (Note 3b)		—		189,867
Professional fees		42,250		26,610
Other		6,731		15,272
Redemptions payable (Note 6)		266,047		850,367

Total liabilities		521,553		1,386,247

Partners’ Capital (Notes 1 and 6):
General Partner, 280.4039 and 835.3289 Unit equivalents outstanding at December 31, 2009 and 2008, respectively		508,420		1,695,634
Limited Partners, 18,051.6921 and 22,954.4913 Redeemable Units of Limited Partnership Interest outstanding at December 31, 2009 and 2008, respectively		32,730,712		46,595,389

Total partners’ capital		33,239,132		48,291,023

Total liabilities and partners’ capital	$	33,760,685	$	49,677,270

See accompanying notes to financial statements.

F-8

Diversified Multi-Advisor Futures Fund L.P.
Schedule of Investments
December 31, 2009


			% of Partners’
	Fair Value		Capital

Investment In Partnerships
CMF Winton Master L.P.	$	9,975,920		30.01	%
CMF Willowbridge Argo Master Fund L.P.		6,218,731		18.71
CMF Graham Capital Master Fund L.P.		9,193,804		27.66
CMF Eckhardt Master L.P.		5,395,613		16.23
CMF SandRidge Master Fund L.P.		2,869,282		8.63

Total investment in Partnerships, at fair value	$	33,653,350		101.24	%

See accompanying notes to financial statements.

F-9

Diversified Multi-Advisor Futures Fund L.P.
Schedule of Investments
December 31, 2008


			% of Partners’
	Fair Value		Capital

Investment In Partnerships
CMF Winton Master L.P.	$	14,224,843		29.46	%
CMF Campbell Master Fund L.P.		7,115,212		14.73
CMF Willowbridge Argo Master Fund L.P.		10,673,321		22.10
CMF Graham Capital Master Fund L.P.		11,227,169		23.25
CMF Eckhardt Master L.P.		6,367,224		13.19

Total investment in Partnerships, at fair value	$	49,607,769		102.73	%

See accompanying notes to financial statements.

F-10

Diversified Multi-Advisor Futures Fund L.P.
Statements of Income and Expenses
for the years ended December 31, 2009, 2008 and 2007


	2009			2008			2007

Income:
Net gains (losses) on trading of commodity interests and investment in Partnerships:
Net realized gains (losses) on investment in Partnerships	$	(1,267,372	)	$	11,791,691		$	6,013,510
Change in net unrealized gains (losses) on investment in Partnerships		(257,686	)		(55,693	)		(1,547,967	)

Gain (loss) from trading, net		(1,525,058	)		11,735,998			4,465,543
Interest income from investment in Partnerships		28,372			509,211			1,719,005

Total income (loss)		(1,496,686	)		12,245,209			6,184,548

Expenses:
Brokerage commissions including clearing fees (Note 3c)		2,255,697			2,825,055			2,859,551
Management fees (Note 3b)		732,811			916,036			911,960
Incentive fees (Note 3b)		29,522			931,991			237,947
Professional fees		154,586			76,380			56,112
Other		48,112			41,808			58,595

Total expenses		3,220,728			4,791,270			4,124,165

Net income (loss)	$	(4,717,414	)	$	7,453,939		$	2,060,383

Net income (loss) per Redeemable Unit of Limited Partnership Interest and General Partner Unit equivalent (Notes 1 and 7)	$	(216.73	)	$	288.01		$	79.41

Weighted average units outstanding		20,732.8820			25,826.7688			29,710.8145

See accompanying notes to financial statements.

F-11

Diversified Multi-Advisor Futures Fund L.P.
Statements of Changes in Partners’ Capital
for the years ended December 31, 2009, 2008 and 2007


	Limited			General
	Partners			Partner			Total

Partners’ Capital at December 31, 2006	$	51,273,942		$	2,122,569		$	53,396,511
Net income (loss)		2,198,970			(138,587	)*		2,060,383
Redemption of 3,942.7222 Redeemable Units of Limited Partnership Interest and 965.2622 General Partner Unit equivalent		(6,617,850	)		(1,441,407	)		(8,059,257	)

Partners’ Capital at December 31, 2007		46,855,062			542,575			47,397,637
Net income (loss)		7,300,880			153,059			7,453,939
Sale of 523.8427 General Partner Unit equivalent		—			1,000,000			1,000,000
Redemption of 3,944.5494 Redeemable Units of Limited Partnership Interest		(7,560,553	)		—			(7,560,553	)

Partners’ Capital at December 31, 2008		46,595,389			1,695,634			48,291,023
Net income (loss)		(4,567,938	)		(149,476	)		(4,717,414	)
Redemption of 4,902.7992 Redeemable Units of Limited Partnership Interest and 554.9250 General Partner Unit equivalent		(9,296,739	)		(1,037,738	)		(10,334,477	)

Partners’ Capital at December 31, 2009	$	32,730,712		$	508,420		$	33,239,132


Net Asset Value per Unit:



2007:	$	1,741.89


2008:	$	2,029.90


2009:	$	1,813.17


*		The net loss associated with the General Partner’s allocation at December 31, 2007 is due to the timing of the redemption of the General Partner Unit equivalents.

See accompanying notes to financial statements.

F-12

Diversified Multi-Advisor Futures Fund L.P.
Notes to Financial Statements
December 31, 2009


1.	Partnership Organization:

Diversified Multi-Advisor Futures Fund L.P. (formerly, Smith Barney Diversified Futures Fund L.P.) (the “Partnership”) is a limited partnership organized under the partnership laws of the State of New York on August 13, 1993 to engage, directly and indirectly, in the speculative trading of a diversified portfolio of commodity interests including futures contracts, options, swaps and forward contracts. The sectors traded include currencies, energy, grains, indices, U.S. and non-U.S. interest rates, livestock, lumber, metals and softs. The commodity interests that are traded by the Funds (as defined in Note 5 “Investment in Partnerships”) are volatile and involve a high degree of market risk. The Partnership commenced trading operations on January 12, 1994. The Partnership was authorized to sell 300,000 redeemable units of Limited Partnership Interest (“Redeemable Units”) during its initial offering period. The Partnership no longer offers Redeemable Units for sale.

The General Partner and each Limited Partner share in the profits and losses of the Partnership in proportion to the amount of partnership interest owned by each except that no Limited Partner shall be liable for obligations of the Partnership in excess of its initial capital contribution and profits, if any, net of distributions.

The Partnership will be liquidated upon the first of the following to occur: December 31, 2013; the Net Asset Value per Redeemable Unit decreases to less than $400 per Redeemable Unit as of the close of any business day; or under certain other circumstances as defined in the Limited Partnership Agreement of the Partnership (the “Limited Partnership Agreement”).

On July 1, 2009, the Financial Accounting Standards Board (“FASB”) issued Statement of Financial Accounting Standards (“FAS”) No. 168, The FASB Accounting Standards Codification and the Hierarchy of Generally Accepted Accounting Principles, also known as FASB Accounting Standards Codification (“ASC”) 105, “Generally Accepted Accounting Principles” (“ASC 105”) (the “Codification”). ASC 105 established the exclusive authoritative reference for U.S. Generally Accepted Accounting Principles (“GAAP”) for use in financial statements except for Securities and Exchange Commission (“SEC”) rules and interpretive releases, which are also authoritative GAAP for SEC registrants. The Codification supersedes all existing non-SEC accounting and reporting standards. The Codification is the single source of authoritative accounting principles generally accepted in the United States and applies to all financial statements issued after September 15, 2009.


2.	Accounting Policies:


	a.	Use of Estimates. The preparation of financial statements and accompanying notes in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, income and expenses, and related disclosures of contingent assets and liabilities in the financial statements and accompanying notes. In making these estimates and assumptions, management has considered the effects, if any, of events occurring after the date of the Partnership’s Statements of Financial Condition through the date the financial statements were issued. As a result, actual results could differ from these estimates.

F-13

Diversified Multi-Advisor Futures Fund L.P.
Notes to Financial Statements
December 31, 2009


	b.	Statement of Cash Flows. The Partnership is not required to provide a Statement of Cash Flows as permitted by ASC 230, Statement of Cash Flows (formerly, FAS No. 102, “Statement of Cash Flows Exemption of Certain Enterprises and Classification of Cash Flows from Certain Securities Acquired for Resale”).

	c.	Partnership’s and the Funds’ Investments. All commodity interests (including derivative financial instruments and derivative commodity instruments), through its investment in other partnerships, are held for trading purposes. The commodity interests are recorded on trade date and open contracts are recorded at fair value (as described below) at the measurement date. Investments in commodity interests denominated in foreign currencies are translated into U.S. dollars at the exchange rates prevailing at the measurement date. Gains or losses are realized when contracts are liquidated. Unrealized gains or losses on open contracts are included as a component of equity in trading account on the Funds’ Statements of Financial Condition. Realized gains or losses and any change in net unrealized gains or losses from the preceding period are reported in the Funds’ Statements of Income and Expenses.

Partnership’s and the Funds’ Fair Value Measurements. The Partnership and the Funds (as defined in note 5 “Investment in Partnerships”) adopted ASC 820, Fair Value Measurements and Disclosures (formerly, FAS Statement of Financial Accounting Standards No. 157, “Fair Value Measurements”) (“SFAS 157”) as of January 1, 2008 which defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 establishes a framework for measuring fair value and expands disclosures regarding fair value measurements in accordance with GAAP. The fair value hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to fair values derived from unobservable inputs (Level 3). The level in the fair value hierarchy within which the fair value measurement in its entirety falls shall be determined based on the lowest level input that is significant to the fair value measurement in its entirety. The Partnership and the Funds did not apply the deferral allowed by ASC 820 for nonfinancial assets and nonfinancial liabilities measured at fair value on a nonrecurring basis.

In 2009, the Partnership and the Funds adopted amendments to ASC 820, Fair Value Measurements and Disclosures (formerly, FAS No. 157-4, “Determining Fair Value When the Volume and Level of Activity for the Asset or Liability Have Significantly Decreased and Identifying Transactions That Are Not Orderly”) which reaffirms that fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date under current market conditions. These amendments to ASC 820 also reaffirm the need to use judgment in determining if a formerly active market has become inactive and in determining fair values when the market has become inactive. These amendments to ASC 820 are required for interim and annual reporting periods ending after June 15, 2009. Management has concluded that based on available information in the marketplace, there has not been a decrease in the volume and level of activity in the Partnership’s Level 2 assets and liabilities. The adoption of the amendments to ASC 820 had no effect on the Partnership’s Financial Statements.

The Funds consider prices for exchange traded commodity futures, forwards and options contracts to be based on unadjusted quoted prices in active markets for identical assets (Level 1). The values of non-exchange traded forwards, swaps and certain options contracts for which market quotations are not readily available are priced by broker-dealers who derive fair values for those assets from observable inputs (Level 2). Investments in partnerships (other commodity pools) where there are no other rights or obligations inherent within the ownership interest held by the Partnership are priced based on the end of the day net asset value (Level 2). The value of the Partnership’s investments in partnerships reflects its proportional interest in the partnerships. As

F-14

Diversified Multi-Advisor Futures Fund L.P.
Notes to Financial Statements
December 31, 2009

of and for the years ended December 31, 2009 and 2008, the Funds did not hold any derivative instruments that are priced at fair value using unobservable inputs through the application of management’s assumptions and internal valuation pricing models (Level 3).


			Quoted Prices in
			Active Markets		Significant Other		Significant
			For Identical		Observable Inputs		Unobservable
	12/31/2009		Assets (Level 1)		(Level 2)		Inputs (Level 3)

Assets
Investment in Partnerships	$	33,653,350	$	—	$	33,653,350	$	—

Total fair value	$	33,653,350	$	—	$	33,653,350	$	—


			Quoted Prices in
			Active Markets		Significant Other		Significant
			For Identical		Observable Inputs		Unobservable
	12/31/2008		Assets (Level 1)		(Level 2)		Inputs (Level 3)

Assets
Investment in Partnerships	$	49,607,769	$	—	$	49,607,769	$	—

Total fair value	$	49,607,769	$	—	$	49,607,769	$	—

Futures Contracts. The Funds trade futures contracts. Exchange cleared swaps included in futures and exchange cleared swaps are swaps that are traded as futures. A futures contract is a firm commitment to buy or sell a specified quantity of investments, currency or a standardized amount of a deliverable grade commodity, at a specified price on a specified future date, unless the contract is closed before the delivery date or if the delivery quantity is something where physical delivery can not occur (such as the S&P 500 Index), whereby such contract is settled in cash. Payments (“variation margin”) may be made or received by the Funds each business day, depending on the daily fluctuations in the value of the underlying contracts, and are recorded as unrealized gains or losses by the Funds. When the contract is closed, the Funds record a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Because transactions in futures contracts require participants to make both initial margin deposits of cash or other assets and variation margin deposits, through the futures broker, directly with the exchange on which the contracts are traded, credit exposure is limited. Realized gains (losses) and changes in unrealized gains (losses) on futures contracts are included in the Statements of Income and Expenses.

F-15

Diversified Multi-Advisor Futures Fund L.P.
Notes to Financial Statements
December 31, 2009

London Metals Exchange Forward Contracts. Metal contracts traded on the London Metals Exchange (“LME”) represent a firm commitment to buy or sell a specified quantity of aluminum, copper, lead, nickel, tin or zinc. LME contracts traded by the Funds are cash settled based on prompt dates published by the LME. Payments (“variation margin”) may be made or received by the Funds each business day, depending on the daily fluctuations in the value of the underlying contracts, and are recorded as unrealized gains or losses by the Funds. A contract is considered offset when all long positions have been matched with short positions. When the contract is closed at the prompt date, the Funds record a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Because transactions in LME contracts require participants to make both initial margin deposits of cash or other assets and variation margin deposits, through the broker, directly with the LME, credit exposure is limited. Realized gains (losses) and changes in unrealized gains (losses) on metal contracts are included in the Statements of Income and Expenses.


	d.	Income Taxes. Income taxes have not been provided as each partner is individually liable for the taxes, if any, on their share of the Partnership’s income and expenses.

The following is the major tax jurisdiction for the Partnership and the earliest tax year subject to examination: United States — 2006.


	e.	Subsequent Events. In 2009, the Partnership adopted ASC 855, Subsequent Events (formerly, FAS No. 165, “Subsequent Events”). The objective of ASC 855 is to establish general standards of accounting for and disclosure of events that occur after the balance sheet date but before financial statements are issued or available to be issued. Management has determined that there were no subsequent events requiring adjustment or disclosure in the financial statements.


	f.	Recent Accounting Pronouncements. In January 2010, the FASB issued Accounting Standards Update No. 2010-06 (“ASU 2010-06”), “Improving Disclosures about Fair Value Measurements, which , among other things, amends ASC 820 to require entities to separately present purchases, sales, issuances, and settlements in their reconciliation of Level 3 fair value measurements (i.e. to present such items on a gross basis rather than on a net basis), and which clarifies existing disclosure requirements provided by ASC 820 regarding the level of disaggregation and the inputs and valuation techniques used to measure fair value for measurements that fall within either

F-16

Diversified Multi-Advisor Futures Fund L.P.
Notes to Financial Statements
December 31, 2009


		Level 2 or Level 3 of the fair value hierarchy. ASU 2010-06 is effective for interim and annual periods beginning after December 15, 2009, except for the disclosures about purchases, sales, issuances, and settlements in the roll forward of activity in Level 3 fair value measurements (which are effective for fiscal years beginning after December 15, 2010, and for interim periods within those fiscal years). Management is currently assessing the impact that the adoption of ASU 2010-06 will have on the Partnership’s financial statements disclosures.


	g.	Certain prior period amounts have been reclassified to conform to the current year presentation.

	h.	Net Income (Loss) per Redeemable Unit. Net income (loss) per Redeemable Unit is calculated in accordance with investment company guidance. See footnote 7 for Financial Highlights.


3.	Agreements:


	a.	Limited Partnership Agreement:

The Limited Partnership Agreement provides that the General Partner shall manage the business of the Partnership and may make all trading decisions for the Partnership. The General Partner has agreed to make capital contributions, if necessary, so that its general partnership interest will be equal to the greater of (i) an amount that will entitle the General Partner to an interest of at least 1% of each material item of Partnership income, gain, loss, deduction or credit and (ii) the greater of (a) 1% of the partners’ contributions to the Partnership or (b) $25,000.


	b.	Management Agreements:

The General Partner, on behalf of the Partnership, has entered into management agreements (the “Management Agreements”) with Winton Capital Management Limited (“Winton”), Willowbridge Associates, Inc. (“Willowbridge”), Graham Capital Management L.P. (“Graham”), Eckhardt Trading Company (“Eckhardt”) and SandRidge Capital L.P. (“SandRidge”) (each an “Advisor” and collectively, the “Advisors”), each of which is a registered commodity trading advisor. Campbell & Company, Inc. was terminated as of May 31, 2009. SandRidge was added as an Advisor to the Partnership on June 1, 2009. The Advisors are not affiliated with one another, are not affiliated with the General Partner or CGM and are not responsible for the organization or operation of the Partnership. The Partnership will pay each Advisor a monthly management fee equal to 1/6 of 1% (2% per year) of month-end Net Assets allocated to each Advisor, except for Winton, which will receive a monthly management fee equal to 1/12 of 1.5% (1.5% per year) of month-end Net Assets allocated to the Advisor. Month-end Net Assets, for the purpose of calculating management fees are Net Assets, as defined in the Limited Partnership Agreement, prior to the reduction of the current month’s incentive fee accruals, the monthly management fees and any redemptions or distributions as of the end of such month. The Management Agreement may be terminated upon notice by either party.

F-17

Diversified Multi-Advisor Futures Fund L.P.
Notes to Financial Statements
December 31, 2009


	c.	Customer Agreement:

The Partnership has entered into a customer agreement (the “Customer Agreement”) with CGM which provides that the Partnership will pay CGM a monthly brokerage commission equal to 11/24 of 1% (5.5% per year) of month-end Net Assets in lieu of brokerage commissions on a per trade basis. Month-end Net Assets, for the purpose of calculating commissions are Net Assets, as defined in the Limited Partnership Agreement, prior to the reduction of the current month’s brokerage commissions, incentive fee accruals, the monthly management fees and other expenses and any redemptions or distributions as of the end of such month. CGM will pay a portion of its brokerage commissions to financial advisors who have sold Redeemable Units in the Partnership. Brokerage commissions will be paid for the life of the Partnership, although the rate at which such commissions are paid may be changed. All NFA fees as well as exchange, clearing, user, give-up and floor brokerage fees (collectively, the “clearing fees”) are borne by the Funds and allocated to the Partnership based on its proportionate share of each Fund. All of the Partnership’s assets, not held in the Funds’ accounts at CGM, are deposited in the Partnership’s account at CGM. The Partnership’s cash is deposited by CGM in segregated bank accounts to the extent required by Commodity Futures Trading Commission regulations. CGM has agreed to pay the Partnership interest on its allocable share of 80% of the average daily equity maintained in cash in each of the Funds’ brokerage accounts at a 30-day U.S. Treasury bill rate determined weekly by CGM based on the average noncompetitive yield on 3-month U.S. Treasury bills maturing in 30 days from the date on which such weekly rate is determined. Alternatively, CGM may place up to all of a Fund’s assets in 90-day U.S. Treasury bills and pay the Partnership its allocable share of 80% of the interest earned on Treasury bills purchased. Twenty percent of the interest earned on Treasury bills purchased may be retained by CGM and/or credited to the General Partner. The Customer Agreement may be terminated upon notice by either party.


4.	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 resulting from its investments in other partnerships as shown in the Statements of Income and Expenses.

The Customer Agreement between the Partnership/Funds and CGM gives the Partnership and the Funds the legal right to net unrealized gains and losses on open futures and exchange cleared swaps and forward contracts. The Partnership and the Funds net, for financial reporting purposes, the unrealized gains and losses on open futures and exchange cleared swaps and forward contracts on the Funds’ Statements of Financial Condition as the criteria under ASC 210, Balance Sheet (formerly, FASB Interpretation No. 39, “Offsetting of Amounts Related to Certain Contracts”) have been met.

Brokerage commissions are calculated as a percentage of the Partnership’s adjusted net asset value on the last day of each month and are affected by trading performance, additions and redemptions.

The Partnership adopted ASC 815, Derivatives and Hedging (formerly, FAS No. 161 “Disclosures about Derivative Instruments and Hedging Activities”) as of January 1, 2009 which requires qualitative disclosures about objectives and strategies for using derivatives, quantitative disclosures about fair value amounts of and gains and losses on derivative instruments, and disclosures about credit-risk-related contingent features in derivative agreements. ASC 815 only expands the disclosure requirements for

F-18

Diversified Multi-Advisor Futures Fund L.P.
Notes to Financial Statements
December 31, 2009

derivative instruments and related hedging activities and has no impact on the Statements of Financial Condition, Statements of Income and Expenses and Statements of Changes in Partners’ Capital.


5.	Investment in Partnerships:

On January 1, 2005, the assets allocated to Campbell for trading were invested in CMF Campbell Master Fund L.P. (“Campbell Master”), a limited partnership organized under the partnership laws of the State of New York. The Partnership purchased 19,621.1422 units of Campbell Master with cash of $19,428,630, and a contribution of open commodity futures and forward positions with a value of $192,512. Campbell Master was formed in order to permit commodity pools managed now or in the future by Campbell using its Financial, Metal and Energy Large Portfolio (“FME”), a proprietary, systematic trading system, to invest together in one trading vehicle. The Partnership fully redeemed its investment in Campbell Master on May 31, 2009 for cash equal to $3,229,089.

F-19

Diversified Multi-Advisor Futures Fund L.P.
Notes to Financial Statements
December 31, 2009

Eckhardt Master. The General Partner and Eckhardt believe that trading through this structure should promote efficiency and economy in the trading process.

On June 1, 2009, the assets allocated to SandRidge for trading were invested in CMF SandRidge Master Fund L.P. (“SandRidge Master”), a limited partnership organized under the partnership laws of the State of New York. The Partnership purchased 1,370.9885 units of SandRidge Master with cash of $2,818,836. SandRidge Master was formed in order to permit accounts managed now or in the future by SandRidge using its Energy Program, a proprietary, discretionary trading system, to invest together in one trading vehicle. The General Partner is also the general partner of SandRidge Master. Individual and pooled accounts currently managed by SandRidge, including the Partnership, are permitted to be limited partners of SandRidge Master. The General Partner and SandRidge believe that trading through this structure promotes efficiency and economy in the trading process.

Management and incentive fees are charged at the Partnership level. All clearing fees are borne by the Funds. All other fees including CGM’s direct brokerage commission are charged at the Partnership level.

As of December 31, 2009 the Partnership owned approximately 1.7%, 2.7%, 5.4% 31.1% and 0.4% of Winton Master, Willowbridge Master, Graham Master, Eckhardt Master and SandRidge Master, respectively. As of December 31, 2008 the Partnership owned approximately 2.6%, 5.6%, 3.6% 5.0% and 31.0% of Winton Master, Campbell Master, Willowbridge Master, Graham Master and Eckhardt Master, respectively. It is Winton’s, Willowbridge’s, Graham’s, Eckhardt’s and SandRidge’s intention to continue to invest the assets allocated to each by the Partnership in Winton Master, Willowbridge Master, Graham Master, Eckhardt Master and SandRidge Master. The performance of the Partnership is directly affected by the performance of the Funds. Expenses to investors as a result of investment in the Funds are approximately the same and the redemption rights are not affected.

Summarized information reflecting the Total Assets, Liabilities and Capital for the Funds are shown in the following tables.


	December 31, 2009
	Total Assets		Total Liabilities		Total Capital

Winton Master	$	574,479,690	$	71,377	$	574,408,313
Willowbridge Master		231,147,799		42,482		231,105,317
Graham Master		171,238,199		25,939		171,212,260
Eckhardt Master		17,383,619		63,160		17,320,459
SandRidge Master		715,621,327		30,711,834		684,909,493

Total	$	1,709,870,634	$	30,914,792	$	1,678,955,842

F-20

Diversified Multi-Advisor Futures Fund L.P.
Notes to Financial Statements
December 31, 2009


	December 31, 2008
	Total Assets		Total Liabilities		Total Capital

Winton Master	$	547,770,185	$	18,642	$	547,751,543
Campbell Master		127,587,225		112,263		127,474,962
Willowbridge Master		297,439,763		19,759		297,420,004
Graham Master		224,787,639		296,697		224,490,942
Eckhardt Master		20,544,954		15,519		20,529,435

Total	$	1,218,129,766	$	462,880	$	1,217,666,886

Summarized information reflecting the reflecting the net gain (loss) from trading, total income (loss) and net income (loss) for the Funds are shown in the following tables.


	For the Year Ended December 31, 2009
	Gain (Loss) from			Total Income			Net Income
	Trading, Net			(Loss)			(Loss)

Winton Master	$	(25,033,464	)	$	(24,623,815	)	$	(25,021,263	)
Willowbridge Master		(42,016,964	)		(41,821,187	)		(42,198,191	)
Graham Master		12,468,065			12,593,321			11,932,221
Eckhardt Master		(617,648	)		(604,361	)		(743,158	)
SandRidge Master		99,192,706			99,581,610			98,747,670

Total	$	43,992,695		$	45,125,568		$	42,717,279


	For the Year Ended December 31, 2008
	Gain (Loss) from		Total Income		Net Income
	Trading, Net		(Loss)		(Loss)

Winton Master	$	123,848,030	$	129,757,734	$	129,243,782
Campbell Master		6,817,650		8,716,578		8,555,470
Willowbridge Master		114,625,338		117,584,985		117,208,252
Graham Master		63,129,714		65,332,335		64,361,901
Eckhardt Master		848,562		999,083		904,735

Total	$	309,269,294	$	322,390,715	$	320,274,140

Summarized information reflecting the Partnership’s investment in, and the operations of, the Funds are shown in the following tables.


	% of												Net
	Partnership’s			Fair		Income			Expenses				Income			Investment	Redemptions
Investment	Net Assets			Value		(Loss)			Commissions		Other		(Loss)			Objective	Permitted

For the year ended December 31, 2009
Winton Master		30.01	%	$	9,975,920	$	(587,493	)	$	7,362	$	1,129	$	(595,984	)	Commodity Portfolio	Monthly
																Financial, Metal	Monthly
Campbell Master		—			—		(276,892	)		1,271		1,050		(279,213	)	& Energy Large Portfolio
Willowbridge Master		18.71	%		6,218,731		(1,338,164	)		9,670		1,836		(1,349,670	)	Commodity Portfolio	Monthly
Graham Master		27.66	%		9,193,804		691,938			35,865		2,658		653,415		Commodity Portfolio	Monthly
Eckhardt Master		16.23	%		5,395,613		(189,439	)		15,489		28,022		(232,950	)	Commodity Portfolio	Monthly
SandRidge Master		8.63	%		2,869,282		203,364			1,554		485		201,325

Total				$	33,653,350	$	(1,496,686	)	$	71,211	$	35,180	$	(1,603,077	)

F-21

Diversified Multi-Advisor Futures Fund L.P.
Notes to Financial Statements
December 31, 2009


	% of											Net
	Partnership’s			Fair		Income		Expenses				Income		Investment	Redemptions
Investment	Net Assets			Value		(Loss)		Commissions		Other		(Loss)		Objective	Permitted

For the year ended December 31, 2008
Winton Master		29.46	%	$	14,224,843	$	3,903,834	$	14,144	$	1,023	$	3,888,667	Commodity Portfolio	Monthly
														Financial, Metal	Monthly
Campbell Master		14.73	%		7,115,212		376,063		5,806		2,421		367,836	& Energy Large Portfolio
Willowbridge Master		22.10	%		10,673,321		4,444,290		13,238		1,365		4,429,687	Commodity Portfolio	Monthly
Graham Master		23.25	%		11,227,169		3,224,877		45,813		1,469		3,177,595	Commodity Portfolio	Monthly
Eckhardt Master		13.19	%		6,367,224		296,145		7,005		21,206		267,934	Commodity Portfolio	Monthly

Total				$	49,607,769	$	12,245,209	$	86,006	$	27,484	$	12,131,719


6.	Distributions and Redemptions:

Distributions of profits, if any, will be made at the sole discretion of the General Partner and at such times as the General Partner may decide. A Limited Partner may require the Partnership to redeem their Redeemable Units at their Net Asset Value per Redeemable Unit as of the last day of each month on ten days’ notice to the General Partner. There is no fee charged to Limited Partners in connection with redemptions.


7.	Financial Highlights:

Changes in the Net Asset Value per Redeemable Unit of Limited Partnership Interest for the years ended December 31, 2009, 2008 and 2007 were as follows:


	2009			2008			2007

Net realized and unrealized gains (losses)*	$	(171.43	)	$	344.25		$	64.64
Interest income		1.35			19.36			57.60
Expenses**		(46.65	)		(75.60	)		(42.83	)

Increase (decrease) for the year		(216.73	)		288.01			79.41
Net Asset Value per Redeemable Unit, beginning of year		2,029.90			1,741.89			1,662.48

Net Asset Value per Redeemable Unit, end of year	$	1,813.17		$	2,029.90		$	1,741.89


*		Includes brokerage commissions.

**		Excludes brokerage commissions.


	2009			2008			2007

Ratios to average net assets:
Net investment income (loss) before incentive fees***		(8.1	)%		(6.8	)%		(4.5	)%

Operating expenses		8.2	%		7.9	%		8.0	%
Incentive fees		0.1	%		1.9	%		0.5	%

Total expenses		8.3	%		9.8	%		8.5	%

Total return:
Total return before incentive fees		(10.6	)%		18.8	%		5.3	%
Incentive fees		(0.1	)%		(2.3	)%		(0.5	)%

Total return after incentive fees		(10.7	)%		16.5	%		4.8	%


***		Interest income less total expenses.

F-22

Diversified Multi-Advisor Futures Fund L.P.
Notes to Financial Statements
December 31, 2009

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


8.	Financial Instrument Risks:

In the normal course of its business, the Partnership and the Funds are parties to financial instruments with off-balance sheet risk, including derivative financial instruments and derivative commodity instruments. These financial instruments may include forwards, futures, options and swaps, whose values are based upon an underlying asset, index, or reference rate, and generally represent future commitments to exchange currencies or cash balances, 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 forwards and option contracts. OTC contracts are negotiated between contracting parties and include certain forwards and option contracts. 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.

As both a buyer and seller of options, the Funds pay or receive a premium at the outset and then bear the risk of unfavorable changes in the price of the contract underlying the option. Written options expose the Funds to potentially unlimited liability; for purchased options the risk of loss is limited to the premiums paid. Certain written put options permit cash settlement and do not require the option holder to own the reference asset. The Funds do not consider these contracts to be guarantees as described in ASC 460, Guarantees (formerly, FAS No. 45, “Guarantor’s Accounting and Disclosure Requirements for Guarantees”).

The General Partner monitors and attempts to control the Funds’ 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 Funds may be subject. These monitoring systems generally 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 the inception date. However, due to the nature of the Funds’ business, these instruments may not be held to maturity.

F-23

Selected unaudited quarterly financial data for the Partnership for the years ended December 31, 2009 and 2008 are summarized below.


	For the period from			For the period from			For the period from			For the period from
	October 1, 2009 to			July 1, 2009 to			April 1, 2009 to			January 1, 2009 to
	December 31, 2009			September 30, 2009			June 30, 2009			March 31, 2009
Net realized and unrealized trading gains (losses) net of brokerage commissions and clearing fees including interest income	$	(1,083,616	)	$	261,141		$	(865,012	)	$	(2,064,896	)

Net Income (loss)	$	(1,299,220	)	$	35,873		$	(1,140,223	)	$	(2,313,844	)

Increase (decrease) in Net Asset Value per Unit	$	(69.68	)	$	3.66		$	(50.72	)	$	(99.99	)

	For the period from			For the period from			For the period from			For the period from
	October 1, 2008 to			July 1, 2008 to			April 1, 2008 to			January 1, 2008 to
	December 31, 2008			September 30, 2008			June 30, 2008			March 31, 2008
Net realized and unrealized trading gains (losses) net of brokerage commissions and clearing fees including interest income	$	3,784,999		$	(2,497,801	)	$	4,653,487		$	3,479,469

Net Income (loss)	$	3,348,009		$	(2,780,027	)	$	4,014,067		$	2,871,890

Increase (decrease) in Net Asset Value per Unit	$	134.23		$	(106.63	)	$	153.69		$	106.72

F-24

To the Limited Partners of
CMF Willowbridge Argo Master Fund L.P.

To the best of the knowledge and belief of the undersigned, the information contained herein is accurate and complete.


	By:	Jennifer Magro

Chief Financial Officer and Director

Ceres Managed Futures LLC

General Partner,

CMF Willowbridge Argo Master Fund L.P.

Ceres Managed Futures LLC

55 East 59th Street

10th Floor

New York, N.Y. 10022

212-559-2011

F-25

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Partners of
CMF Willowbridge Argo Master Fund L.P.:

We have audited the accompanying statement of financial condition of CMF Willowbridge Argo Master Fund L.P. (the “Partnership”), including the condensed schedule of investments, as of December 31, 2009, and the related statements of income and expenses, and changes in partners’ capital for the year then ended. These financial statements are the responsibility of the Partnership’s management. Our responsibility is to express an opinion on these financial statements based on our audit. The financial statements of the Partnership for the years ended December 31, 2008 and 2007 were audited by other auditors whose reports, dated March 26, 2009 and March 24, 2008, expressed unqualified opinions on those statements.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Partnership is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Partnership’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, such financial statements present fairly, in all material respects, the financial position of CMF Willowbridge Argo Master Fund L.P. as of December 31, 2009, and the results of its operations and its changes in partners’ capital for the year then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP
New York, New York
March 19, 2010

F-26

Report of Independent Auditors

To the Partners of
CMF Willowbridge Argo Master Fund L.P.:

In our opinion, the accompanying statement of financial condition, including the condensed schedule of investments, and the related statement of income and expenses, and statement of changes in partners’ capital present fairly, in all material respects, the financial position of CMF Willowbridge Argo Master Fund L.P. at December 31, 2008, and the results of its operations for the year then ended in conformity with accounting principles generally accepted in the United States of America. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these statements in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

New York, New York
March 26, 2009

F-27

Report of Independent Registered Public Accounting Firm

The Partners
CMF Willowbridge Argo Master Fund L.P.:

We have audited the accompanying statements of income and expenses and changes in partners’ capital of CMF Willowbridge Argo Master Fund L.P. for the year ended December 31, 2007. These financial statements are the responsibility of the Partnership’s management. Our responsibility is to express an opinion on these financial statements based on our audit.

In our opinion, the financial statements referred to above present fairly, in all material respects, the results of operations and changes in partners’ capital of CMF Willowbridge Argo Master Fund L.P. for the year ended December 31, 2007, in conformity with U.S. generally accepted accounting principles.

/s/ KPMG LLP

New York, New York
March 24, 2008

F-28

CMF Willowbridge Argo Master Fund L.P.
Statements of Financial Condition
December 31, 2009 and 2008


	2009		2008

Assets:
Equity in trading account:
Cash (Note 3c)	$	198,540,524	$	275,579,764
Cash margin (Note 3c)		27,540,310		17,345,935
Net unrealized appreciation on open futures contracts		5,066,965		4,514,064

Total assets	$	231,147,799	$	297,439,763

Liabilities and Partners’ Capital:
Liabilities:
Accrued expenses:
Professional fees	$	42,482	$	19,759

Total liabilities		42,482		19,759

Partners’ Capital:
General Partner, 0.0000 Unit equivalents at December 31, 2009 and 2008		—		—
Limited Partners’ Capital, 127,352.9656 and 137,871.4938 Redeemable Units of Limited Partnership Interest outstanding at December 31, in 2009 and 2008, respectively		231,105,317		297,420,004

Total liabilities and partners’ capital	$	231,147,799	$	297,439,763

See accompanying notes to financial statements.

F-29

CMF Willowbridge Argo Master Fund L.P.
Condensed Schedule of Investments
December 31, 2009


	No of					% of Partners
	Contracts		Fair Value			Capital

Futures Contracts Purchased
Currencies		1,058	$	(796,145	)		(0.35	)%
Energy		529		339,318			0.14
Grains		1,058		710,221			0.31
Interest Rates U.S.		529		385,800			0.17
Interest Rates Non-U.S.		1,190		362,833			0.16
Metals		1,058		2,163			0.00	*
Softs		794		1,702,259			0.74

Total futures contracts purchased				2,706,449			1.17

Futures Contracts Sold
Currencies		2,116		946,561			0.41
Interest Rates U.S.		1,058		1,250,420			0.54
Interest Rates Non-U.S.		529		89,416			0.04
Softs		529		74,119			0.03

Total futures contracts sold				2,360,516			1.02

Total fair value			$	5,066,965			2.19	%


*		Due to rounding

See accompanying notes to financial statements.

F-30

CMF Willowbridge Argo Master Fund L.P.
Condensed Schedule of Investments
December 31, 2008


	No of					% of Partners’
	Contracts		Fair Value			Capital

Futures Contracts Purchased
Currencies		512	$	521,823			0.17	%
Grains		640		496,363			0.17
Interest Rates U.S.		1,280		1,365,961			0.46
Interest Rates Non-U.S.		1,088		1,847,392			0.62
Metals		256		711,975			0.24
Softs		384		(99,463	)		(0.03	)

Total futures contracts purchased				4,844,051			1.63

Futures Contracts Sold
Energy		128		694,880			0.23
Grains		384		(294,592	)		(0.10	)
Metals		256		(730,275	)		(0.24	)

Total futures contracts sold				(329,987	)		(0.11	)

Total fair value			$	4,514,064			1.52	%

See accompanying notes to financial statements.

F-31

CMF Willowbridge Argo Master Fund L.P.
Statements of Income and Expenses
for the years ended December 31, 2009, 2008 and 2007


	2009			2008			2007

Income:
Net gains (losses) on trading of commodity interests:
Net realized gains (losses) on closed contracts	$	(42,569,865	)	$	120,270,941		$	45,753,249
Change in net unrealized gains (losses) on open contracts		552,901			(5,645,603	)		(875,016	)

Gain (loss) from trading, net		(42,016,964	)		114,625,338			44,878,233
Interest income		195,777			2,959,647			6,365,854

Total income (loss)		(41,821,187	)		117,584,985			51,244,087

Expenses:
Clearing fees		316,442			340,947			437,674
Professional fees		60,562			35,786			29,863

Total expenses		377,004			376,733			467,537

Net income (loss)	$	(42,198,191	)	$	117,208,252		$	50,776,550

Net income (loss) per Redeemable Unit of Limited Partnership Interest (Notes 1 and 6)	$	(340.95	)	$	771.84		$	352.58

Weighted average units outstanding		126,508.0368			156,458.0988			153,606.6990

See accompanying notes to financial statements.

F-32

CMF Willowbridge Argo Master Fund L.P.
Statements of Changes in Partners’ Capital
for the years ended December 31, 2009, 2008 and 2007


	Partners’
	Capital

Partners’ Capital at December 31, 2006	$	183,568,130
Net income (loss)		50,776,550
Sale of 27,402.5153 Redeemable Units of Limited Partnership Interest		30,563,510
Redemption of 43,441.2969 Redeemable Units of Limited Partnership Interest		(45,487,314	)
Distribution of interest income to feeder funds		(6,365,854	)

Partners’ Capital at December 31, 2007		213,055,022
Net income (loss)		117,208,252
Sale of 60,036.9500 Redeemable Units of Limited Partnership Interest		106,466,700
Redemption of 73,835.2095 Redeemable Units of Limited Partnership Interest		(136,350,323	)
Distribution of interest income to feeder funds		(2,959,647	)

Partners’ Capital at December 31, 2008		297,420,004
Net income (loss)		(42,198,191	)
Sale of 28,958.2689 Redeemable Units of Limited Partnership Interest		55,363,938
Redemption of 39,476.7971 Redeemable Units of Limited Partnership Interest		(79,284,657	)
Distribution of interest income to feeder funds		(195,777	)

Partners’ Capital at December 31, 2009	$	231,105,317

Net Asset Value per Redeemable Unit of Limited Partnership Interest:



2007:	$	1,404.73


2008:	$	2,157.23


2009:	$	1,814.68

See accompanying notes to financial statements.

F-33

CMF Willowbridge Argo Master Fund L.P.
Notes to Financial Statements
December 31, 2009


1.	Partnership Organization:

CMF Willowbridge Argo Master Fund L.P. (the “Master”) is a limited partnership which was organized under the partnership laws of the State of New York to engage in the speculative trading of a diversified portfolio of commodity interests including futures contracts, options, swaps and forward contracts. The sectors traded include currencies, energy, grains, U.S. and non-U.S. interest rates, metals and softs. The commodity interests that are traded by the Master are volatile and involve a high degree of market risk. The Master is authorized to sell an unlimited number of redeemable units of Limited Partnership Interest (“Redeemable Units”).

Ceres Managed Futures LLC (formerly Citigroup Managed Futures LLC), a Delaware limited liability company, acts as the general partner (the “General Partner”) and commodity pool operator of the Master. The General Partner is wholly owned by Morgan Stanley Smith Barney Holdings LLC (“MSSB Holdings”), a newly registered non-clearing futures commission merchant and a member of the National Futures Association (“NFA”). Morgan Stanley, indirectly through various subsidiaries, owns 51% of MSSB Holdings. Citigroup Global Markets Inc. (“CGM”), the commodity broker and a selling agent for the Master, owns 49% of MSSB Holdings. Citigroup Inc. (“Citigroup”), indirectly through various subsidiaries, wholly owns CGM. Prior to July 31, 2009, the date as of which MSSB Holdings became its owner, the General Partner was wholly owned by Citigroup Financial Products Inc., a wholly owned subsidiary of Citigroup Global Markets Holdings Inc., the sole owner of which is Citigroup.

On July 1, 2005, (commencement of trading operations), Diversified Multi-Advisor Futures Fund L.P. (formerly, Smith Barney Diversified Futures Fund L.P.) (“Diversified”), Diversified Multi-Advisor Futures Fund L.P. II (formerly, Smith Barney Diversified Futures Fund L.P. II) (“Diversified II”), Orion Futures Fund L.P. (formerly, Citigroup Orion Futures Fund L.P.) (“Orion”), Institutional Futures Portfolio L.P. (formerly, CMF Institutional Futures Portfolio L.P.) (“Institutional Portfolio”) and Tactical Diversified Futures Fund L.P. (formerly, Citigroup Diversified Futures Fund L.P.) (“Tactical Diversified”) allocated a portion of their capital to the Master. Diversified purchased 12,259.3490 Redeemable Units with cash of $11,118,119 and a contribution of open commodity futures and forwards positions with a fair value of $1,141,230, Diversified II purchased 10,980.9796 Redeemable Units with cash of $9,895,326 and a contribution of open commodity futures and forwards positions of $1,085,654, Orion purchased 33,529.1186 Redeemable Units with cash of $29,866,194 and a contribution of open commodity futures and forwards positions with a fair value of $3,662,925, Institutional Portfolio invested $7,000,000 of its initial capital and purchased 7,000.0000 Redeemable Units with cash of 16,242,748 and Tactical Diversified purchased 95,795.8082 Redeemable Units with cash of $85,442,868 and a contribution of open commodity futures and forwards positions with a fair value of $10,352,940. On April 1, 2009, Orion Futures Fund (Cayman) (formerly, Citigroup Orion Futures Fund (Cayman) Ltd.) (“Orion Cayman”) purchased 299.0681 Redeemable Units with cash of $560,000. The Master was formed to permit commodity pools managed now and in the future by Willowbridge Associates Inc. (the “Advisor”) using the Argo Trading System, the Advisor’s proprietary systematic trading program, to invest together in one trading vehicle.

The Master operates under a structure where its investors consist of Diversified, Diversified II, Orion, Tactical Diversified, Institutional Portfolio and Orion Cayman (each a “Feeder”, collectively the “Funds”) with approximately 2.7%, 2.3%, 58.8%, 30.8%, 4.4% 1.0% investments in the Master at December 31, 2009, respectively and with approximately 3.6%, 3.4%, 46.1%, 42.5% and 4.4% investments in the Master at December 31, 2008, respectively.

The Master will be liquidated upon the first to occur of the following: December 31, 2025; or under certain other circumstances as defined in the Limited Partnership Agreement of the Master (the “Limited Partnership Agreement”).

F-34

CMF Willowbridge Argo Master Fund L.P.
Notes to Financial Statements
December 31, 2009

(“ASC”) 105, “Generally Accepted Accounting Principles” (“ASC 105”) (the “Codification”). ASC 105 established the exclusive authoritative reference for U.S. Generally Accepted Accounting Principles (“GAAP”) for use in financial statements except for Securities and Exchange Commission (“SEC”) rules and interpretive releases, which are also authoritative GAAP for SEC registrants. The Codification supersedes all existing non-SEC accounting and reporting standards. The Codification is the single source of authoritative accounting principles generally accepted in the United States and applies to all financial statements issued after September 15, 2009.


2.	Accounting Policies:


	a.	Use of Estimates. The preparation of financial statements and accompanying notes in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, income and expenses, and related disclosures of contingent assets and liabilities in the financial statements and accompanying notes. In making these estimates and assumptions, management has considered the effects, if any, of events occurring after the date of the Master’s Statements of Financial Condition through the date the financial statements were issued. As a result, actual results could differ from these estimates.

	b.	Statement of Cash Flows. The Master is not required to provide a Statement of Cash Flows as permitted by ASC 230, Statement of Cash Flows (formerly, FAS No. 102, “Statement of Cash Flows Exemption of Certain Enterprises and Classification of Cash Flows from Certain Securities Acquired for Resale”).

	c.	Master’s Investments. All commodity interests of the Master (including derivative financial instruments and derivative commodity instruments) are held for trading purposes. The commodity interests are recorded on trade date and open contracts are recorded at fair value (as described below) at the measurement date. Investments in commodity interests denominated in foreign currencies are translated into U.S. dollars at the exchange rates prevailing at the measurement date. Gains or losses are realized when contracts are liquidated. Unrealized gains or losses on open contracts are included as a component of equity in trading account on the Statements of Financial Condition. Realized gains or losses and any change in net unrealized gains or losses from the preceding period are reported in the Statements of Income and Expenses.

Master’s Fair Value Measurements. The Master adopted ASC 820, Fair Value Measurements and Disclosures (formerly, FAS No. 157, “Fair Value Measurements”) as of January 1, 2008 which defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 establishes a framework for measuring fair value and expands disclosures regarding fair value measurements in accordance with GAAP. The fair value hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to fair values derived from unobservable inputs (Level 3). The level in the fair value hierarchy within which the fair value measurement in its entirety falls shall be determined based on the lowest level input that is significant to the fair value measurement in its entirety. The Master did not apply the deferral allowed by ASC 820 for nonfinancial assets and nonfinancial liabilities measured at fair value on a nonrecurring basis.

F-35

CMF Willowbridge Argo Master Fund L.P.
Notes to Financial Statements
December 31, 2009

use judgment in determining if a formerly active market has become inactive and in determining fair values when the market has become inactive. These amendments to ASC 820 are required for interim and annual reporting periods ending after June 15, 2009. Management has concluded that based on available information in the marketplace, there has not been a decrease in the volume and level of activity in the Master’s Level 2 assets and liabilities. The adoption of the amendments to ASC 820 had no effect on the Master’s Financial Statements.

The Master considers prices for exchange traded commodity futures, forwards and options contracts to be based on unadjusted quoted prices in active markets for identical assets (Level 1). The values of non-exchange traded forwards, swaps and certain options contracts for which market quotations are not readily available are priced by broker-dealers who derive fair values for those assets from observable inputs (Level 2). As of and for the years ended December 31, 2009 and December 31, 2008, the Master did not hold any derivative instruments for which market quotations are not readily available and which are priced by broker-dealers who derive fair values for those assets from observable inputs (Level 2) or that are priced at fair value using unobservable inputs through the application of management’s assumptions and internal valuation pricing models (Level 3).


			Quoted Prices in
			Active Markets		Significant Other		Significant
			for Identical		Observable Inputs		Unobservable
	12/31/2009		Assets (Level 1)		(Level 2)		Inputs (Level 3)

Assets
Futures	$	5,066,965	$	5,066,965	$	—	$	—

Total assets		5,066,965		5,066,965		—		—

Total fair value	$	5,066,965	$	5,066,965	$	—	$	—


			Quoted Prices in
			Active Markets		Significant Other		Significant
			for Identical		Observable Inputs		Unobservable
	12/31/2008		Assets (Level 1)		(Level 2)		Inputs (Level 3)

Assets
Futures	$	4,514,064	$	4,514,064	$	—	$	—

Total assets		4,514,064		4,514,064		—		—

Total fair value	$	4,514,064	$	4,514,064	$	—	$	—


	d.	Futures Contracts. The Master trades futures contracts. A futures contract is a firm commitment to buy or sell a specified quantity of investments, currency or a standardized amount of a deliverable grade commodity, at a specified price on a specified future date, unless the contract is closed before the delivery date or if the delivery quantity is something where physical delivery can not occur (such as the S&P 500 Index), whereby such contract is settled in cash. Payments (“variation margin”) may be made or received by the Master each business day, depending on the daily fluctuations in the value of the underlying contracts, and are recorded as unrealized gains or losses by the Master. When the contract is closed, the Master records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Because transactions in futures contracts require participants to make both initial margin deposits of cash or other assets and variation margin deposits, through the futures broker, directly with the exchange on which the contracts are traded, credit exposure is limited. Realized gains (losses) and changes in unrealized gains (losses) on futures contracts are included in the Statements of Income and Expenses.

F-36

CMF Willowbridge Argo Master Fund L.P.
Notes to Financial Statements
December 31, 2009


	e.	Income and Expenses Recognition. All of the income and expenses and realized and unrealized gains and losses on trading of commodity interests are determined on each valuation day and allocated pro rata among the Funds at the time of such determination.

	f.	Income Taxes. Income taxes have not been provided as each partner is individually liable for the taxes, if any, on their share of the Master’s income and expenses.

In 2007, the Master adopted ASC 740, Income Taxes (formerly, FAS No. 48, “Accounting for Uncertainty in Income Taxes”). ASC 740 provides guidance for how uncertain tax positions should be recognized, measured, presented and disclosed in the financial statements. ASC 740 requires the evaluation of tax positions taken or expected to be taken in the course of preparing the Master’s financial statements to determine whether the tax positions are “more-likely-than-not” to be sustained by the applicable tax authority. Tax positions with respect to tax at the Master level not deemed to meet the “more-likely-than-not” threshold would be recorded as a tax benefit or expense in the current year. The General Partner concluded that no provision for income tax is required in the Master’s financial statements.

The following is the major tax jurisdiction for the Master and the earliest tax year subject to examination: United States — 2006.


	g.	Subsequent Events. In 2009, the Master adopted ASC 855, Subsequent Events (formerly, FAS No. 165, “Subsequent Events”). The objective of ASC 855 is to establish general standards of accounting for and disclosure of events that occur after the balance sheet date but before financial statements are issued or available to be issued. Management has determined that there were no subsequent events requiring adjustment or disclosure in the financial statements.

	h.	Recent Accounting Pronouncements. In January 2010, the FASB issued Accounting Standards Update No. 2010-06 (“ASU 2010-06”), “Improving Disclosures about Fair Value Measurements, which, among other things, amends ASC 820 to require entities to separately present purchases, sales, issuances, and settlements in their reconciliation of Level 3 fair value measurements (i.e. to present such items on a gross basis rather than on a net basis), and which clarifies existing disclosure requirements provided by ASC 820 regarding the level of disaggregation and the inputs and valuation techniques used to measure fair value for measurements that fall within either Level 2 or Level 3 of the fair value hierarchy. ASU 2010-06 is effective for interim and annual periods beginning after December 15, 2009, except for the disclosures about purchases, sales, issuances, and settlements in the roll forward of activity in Level 3 fair value measurements (which are effective for fiscal years beginning after December 15, 2010, and for interim periods within those fiscal years). Management is currently assessing the impact that the adoption of ASU 2010-06 will have on the Master’s financial statements disclosures.


	i.	Certain prior period amounts have been reclassified to conform to current period presentation.

	j.	Net Income (Loss) per Redeemable Unit. Net income (loss) per Redeemable Unit is calculated in accordance with investment company guidance. See footnote 6 for Financial Highlights.

F-37

CMF Willowbridge Argo Master Fund L.P.
Notes to Financial Statements
December 31, 2009


3.	Agreements:


	a.	Limited Partnership Agreement:

The General Partner administers the business and affairs of the Master including selecting one or more advisors to make trading decisions for the Master.


	b.	Management Agreement:

The General Partner, on behalf of the Master, has entered into a management agreement (the “Management Agreement”) with the Advisor, a registered commodity trading advisor. The Advisor is not affiliated with the General Partner or CGM and is not responsible for the organization or operation of the Master. The Management Agreement provides that the Advisor has sole discretion in determining the investment of the assets of the Master. All management fees in connection with the Management Agreement are borne by the Funds. The Management Agreement may be terminated upon notice by either party.


	c.	Customer Agreement:

The Master has entered into a customer agreement (the “Customer Agreement”) with CGM whereby CGM provides services which include, among other things, the execution of transactions for the Master’s account in accordance with orders placed by the Advisor. All exchange, clearing, user, give-up, floor brokerage and NFA fees (collectively the “clearing fees”) are borne by the Master. All other fees including CGM’s direct brokerage commission shall be borne by the Funds. All of the Master’s assets are deposited in the Master’s account at CGM. The Master’s cash is deposited by CGM in segregated bank accounts to the extent required by Commodity Futures Trading Commission regulations. At December 31, 2009 and 2008, the amount of cash held by the Master for margin requirements were $27,540,310 and $17,345,935, respectively. The Customer Agreement may be terminated upon notice by either party.


4.	Trading Activities:

The Master was formed for the purpose of trading contracts in a variety of commodity interests, including derivative financial instruments and derivative commodity interests. The results of the Master’s trading activities are shown in the Statements of Income and Expenses.

The Customer Agreement between the Master and CGM gives the Master the legal right to net unrealized gains and losses on open futures contracts. The Master nets, for financial reporting purposes, the unrealized gains and losses on open futures contracts on the Statements of Financial Condition as the criteria under ASC 210, Balance Sheet (formerly, FASB Interpretation No. 39, “Offsetting of Amounts Related to Certain Contracts”) have been met.

All of the commodity interests owned by the Master are held for trading purposes. The average number of futures contracts traded for the year ended December 31, 2009 based on a quarterly calculation, was 10,295.

The Master adopted ASC 815, Derivatives and Hedging (formerly, FAS No. 161 “Disclosures about Derivative Instruments and Hedging Activities”) as of January 1, 2009 which requires qualitative disclosures about objectives and strategies for using derivatives, quantitative disclosures about fair value amounts of and gains and losses on derivative instruments, and disclosures about credit-risk-related contingent features in derivative agreements. ASC 815 only expands the disclosure requirements for derivative instruments and related hedging activities and has no impact on the Statements of Financial Condition, Statements of Income and Expenses and Statements of Changes in Partners’ Capital.

F-38

CMF Willowbridge Argo Master Fund L.P.
Notes to Financial Statements
December 31, 2009

The following table indicates the fair values of derivative instruments of futures contracts as separate assets and liabilities.


Assets	December 31, 2009

Futures Contracts
Currencies	$	3,436,175
Energy		339,318
Grains		768,108
Interest Rates U.S.		1,640,270
Interest Rates Non-U.S.		603,534
Softs		1,776,378
Metals		2,786,063

Total unrealized appreciation on open futures contracts	$	11,349,846

Liabilities
Futures Contracts
Currencies	$	(3,285,759	)
Grains		(57,887	)
Interest Rates U.S.		(4,050	)
Interest Rates Non-U.S.		(151,285	)
Metals		(2,783,900	)

Total unrealized depreciation on open futures contracts	$	(6,282,881	)

Net unrealized depreciation on open futures contracts	$	5,066,965	*


		*This amount is in “Net unrealized appreciation on open futures contracts” on the Statements of Financial Condition.

The following table indicates the trading gains and losses, by market sector, on derivative instruments for the year ended December 31, 2009.


	December 31, 2009
Sector	Gain (Loss) from Trading

Currencies	$	(1,870,971	)
Energy		(28,874,531	)
Grains		(8,605,911	)
INT Rate US		(10,397,322	)
INT Rate Non-US		(7,737,846	)
Livestock		(1,213,180	)
Metals		19,790,113
Softs		(3,107,316	)

Total	$	(42,016,964	)**


		**This amount is in “Gain (loss) from trading, net” on the Statements of Income and Expenses.


5.	Subscriptions, Distributions and Redemptions:

F-39

CMF Willowbridge Argo Master Fund L.P.
Notes to Financial Statements
December 31, 2009

Redeemable Unit of Limited Partnership Interest as of the end of any day (the “Redemption Date”) after a request for redemption has been made to the General Partner at least 3 days in advance of the Redemption Date. The Redeemable Units are classified as a liability when the Limited Partner elects to redeem and informs the Master.


6.	Financial Highlights:

Changes in the Net Asset Value per Redeemable Unit of Limited Partnership Interest for the years ended December 31, 2009, 2008 and 2007 were as follows:


	2009			2008			2007

Net realized and change in unrealized gains (losses)*	$	(342.04	)	$	752.74		$	310.35
Interest income		1.60			19.34			42.42
Expenses**		(0.51	)		(0.24	)		(0.19	)

Increase (decrease) for the year		(340.95	)		771.84			352.58
Distribution of interest income to feeder funds		(1.60	)		(19.34	)		(42.42	)
Net Asset Value per Redeemable Unit of Limited Partnership Interest, beginning of year		2,157.23			1,404.73			1,094.57

Net Asset Value per Redeemable Unit of Limited Partnership Interest, end of year	$	1,814.68		$	2,157.23		$	1,404.73


*		Includes clearing fees.

**		Excludes clearing fees.


	2009			2008			2007

Ratios to average net assets:
Net investment income (loss)***		(0.1	)%		1.0	%		3.5	%

Operating expenses		0.2	%		0.1	%		0.3	%

Total return		(15.8	)%		54.9	%		32.2	%


***		Interest income less total expenses.

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


7.	Financial Instrument Risks:

In the normal course of its business, the Master 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 balances, or 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 forwards and option contracts. OTC contracts are negotiated between contracting parties and include certain forwards and option contracts. 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.

F-40

CMF Willowbridge Argo Master Fund L.P.
Notes to Financial Statements
December 31, 2009

Market risk is the potential for changes in the value of the financial instruments traded by the Master 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. The Master is exposed to a market risk equal to the value of futures and forward contracts purchased and unlimited liability on such contracts sold short.

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. The Master’s risk of loss in the event of counterparty default is typically limited to the amounts recognized in the Statements of Financial Condition and not represented by the contract or notional amounts of the instruments. The Master’s risk of loss is reduced through the use of legally enforceable master netting agreements with counterparties that permit the Master to offset unrealized gains and losses and other assets and liabilities with such counterparties upon the occurrence of certain events. The Master has credit risk and concentration risk as the sole counterparty or broker with respect to the Master’s assets is CGM or a CGM affiliate. Credit risk with respect to exchange-traded instruments is reduced to the extent that through CGM, the Master’s counterparty is an exchange or clearing organization.

The General Partner monitors and attempts to control the Master’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 Master may be subject. These monitoring systems generally allow the General Partner to analyze statistically 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 the inception date. However, due to the nature of the Master’s business, these instruments may not be held to maturity.

F-41

Selected unaudited quarterly financial data for Willowbridge Master for the years ended December 31, 2009 and 2008 are summarized below:


	For the period from			For the period from			For the period from		For the period from
	October 1, 2009 to			July 1, 2009 to			April 1, 2009 to		January 1, 2009 to
	December 31, 2009			September 30, 2009			June 30, 2009		March 31, 2009
Net realized and unrealized trading gains (losses) net of brokerage commissions and clearing fees including interest income	$	(18,281,605	)	$	(20,120,888	)	$	32,038,173	$	(35,773,309	)
Net income (loss)	$	(18,302,561	)	$	(20,139,642	)	$	32,025,897	$	(35,781,885	)
Increase (decrease) in Net Asset Value per Redeemable Unit	$	(150.43	)	$	(172.65	)	$	266.37	$	(284.24	)


	For the period from		For the period from		For the period from		For the period from
	October 1, 2008 to		July 1, 2008 to		April 1, 2008 to		January 1, 2008 to
	December 31, 2008		September 30, 2008		June 30, 2008		March 31, 2008
Net realized and unrealized trading gains (losses) net of brokerage commissions and clearing fees including interest income	$	27,126,788	$	9,695,635	$	61,112,070	$	19,309,545
Net income (loss)	$	27,118,311	$	9,686,363	$	61,102,423	$	19,301,155
Increase (decrease) in Net Asset Value per Redeemable Unit	$	190.01	$	68.64	$	389.12	$	124.07

F-42

To the Limited Partners of
CMF Winton Master L.P.

To the best of the knowledge and belief of the undersigned, the information contained herein is accurate and complete.


	By:	Jennifer Magro Chief Financial Officer and Director

Ceres Managed Futures LLC

General Partner,

CMF Winton Master L.P.

Ceres Managed Futures LLC

55 East 59th Street

10th Floor

New York, N.Y. 10022

212-559-2011

F-43

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Partners of
CMF Winton Master L.P.:

We have audited the accompanying statement of financial condition of CMF Winton Master L.P. (the “Partnership”), including the condensed schedule of investments, as of December 31, 2009, and the related statements of income and expenses, and changes in partners’ capital for the year then ended. These financial statements are the responsibility of the Partnership’s management. Our responsibility is to express an opinion on these financial statements based on our audit. The financial statements of the Partnership for the years ended December 31, 2008 and 2007 were audited by other auditors whose reports, dated March 26, 2009 and March 24, 2008, expressed unqualified opinions on those statements.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Partnership is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Partnership’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, such financial statements present fairly, in all material respects, the financial position of CMF Winton Master L.P. as of December 31, 2009, and the results of its operations and its changes in partners’ capital for the year then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP
New York, New York
March 19, 2010

F-44

Report of Independent Auditors

To the Partners of
CMF Winton Master L.P.:

In our opinion, the accompanying statement of financial condition, including the condensed schedule of investments, and the related statement of income and expenses, and statement of changes in partners’ capital present fairly, in all material respects, the financial position of CMF Winton Master L.P. at December 31, 2008, and the results of its operations for the year then ended in conformity with accounting principles generally accepted in the United States of America. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these statements in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

New York, New York
March 26, 2009

F-45

Report of Independent Registered Public Accounting Firm

The Partners
CMF Winton Master Fund L.P.:

We have audited the accompanying statements of income and expenses and changes in partners’ capital of CMF Winton Master Fund L.P. for the year ended December 31, 2007. These financial statements are the responsibility of the Partnership’s management. Our responsibility is to express an opinion on these financial statements based on our audit.

In our opinion, the financial statements referred to above present fairly, in all material respects, the results of operations and changes in partners’ capital of CMF Winton Master Fund L.P. for the year ended December 31, 2007, in conformity with U.S. generally accepted accounting principles.

/s/ KPMG LLP

New York, New York
March 24, 2008

F-46

CMF Winton Master L.P.
Statements of Financial Condition
December 31, 2009 and 2008


	2009		2008

Assets:
Equity in trading account:
Cash (Note 3c)	$	533,704,028	$	512,248,576
Cash margin (Note 3c)		38,915,256		26,405,684
Net unrealized appreciation on open futures contracts		144,283		6,936,356
Net unrealized appreciation on open forward contracts		1,698,400		2,179,569
Options owned, at fair value (cost $34,613 at December 31, 2009)		17,723		—

Total assets	$	574,479,690	$	547,770,185

Liabilities and Partners’ Capital:
Liabilities:
Options written, at fair value (premium $77,101 at December 31, 2009)	$	40,733	$	—
Accrued expenses:
Professional fees		30,644		18,642

Total liabilities		71,377		18,642

Partners’ Capital:
General Partner, 0.0000 Unit equivalents at December 31, 2009 and 2008		—		—
Limited Partners’ Capital, 298,540.2381 and 270,994.4921 Redeemable Units of Limited Partnership Interest outstanding at December 31, 2009 and 2008, respectively		574,408,313		547,751,543

Total liabilities and partners’ capital	$	574,479,690	$	547,770,185

See accompanying notes to financial statements.

F-47

CMF Winton Master L.P.
Condensed Schedule of Investments
December 31, 2009


	Number of					% of Partners’
	Contracts		Fair Value			Capital

Futures Contracts Purchased
Currencies		2,173	$	(1,932,735	)		(0.34	)%
Energy		81		105,489			0.02
Grains		396		285,441			0.05
Indices		3,920		2,883,282			0.50
Interest Rates U.S.		1,552		(374,223	)		(0.06	)
Interest Rates Non-U.S.		4,180		(115,797	)		(0.02	)
Livestock		76		38,000			0.01
Metals		664		(417,248	)		(0.07	)
Softs		356		476,861			0.08

Total futures contracts purchased				949,070			0.17

Futures Contracts Sold
Currencies		227		(127,300	)		(0.02	)
Energy		192		(494,271	)		(0.09	)
Grains		501		(17,304	)		(0.00	)*
Indices		12		(10,333	)		(0.00	)*
Interest Rates U.S.		180		44,187			0.01
Interest Rates Non-U.S.		166		(31,275	)		(0.01	)
Livestock		111		(56,000	)		(0.01	)
Softs		129		(112,491	)		(0.02	)

Total futures contracts sold				(804,787	)		(0.14	)

Unrealized Appreciation on Open Forward Contracts
Metals		310		2,433,189			0.43

Total unrealized appreciation on open forward contracts				2,433,189			0.43

Unrealized Depreciation on Open Forward Contracts
Metals		163		(734,789	)		(0.13	)

Total unrealized depreciation on open forward contracts				(734,789	)		(0.13	)

Options Owned
Puts
Indices		65		17,723			0.00	*

Total options owned				17,723			0.00

Options Written
Puts
Indices		65		(40,733	)		(0.01	)

Total options written				(40,733	)		(0.01	)

Total fair value			$	1,819,673			0.32	%

* Due to rounding

See accompanying notes to financial statements.

F-48

CMF Winton Master L.P.
Condensed Schedule of Investments
December 31, 2008


	Number of					% of Partners
	Contracts		Fair Value			Capital

Futures Contracts Purchased
Currencies		496	$	928,233			0.17	%
Indices		5		1,935			0.00	*
Interest Rates U.S.		2,417		4,977,464			0.91
Interest Rates Non-U.S.		4,453		6,479,517			1.18
Livestock		30		30,960			0.01
Softs		97		218,297			0.04

Total futures contracts purchased				12,636,406			2.31

Futures Contracts Sold
Currencies		896		(3,144,184	)		(0.57	)
Energy		208		727,901			0.13
Grains		891		(2,623,430	)		(0.48	)
Indices		252		(239,475	)		(0.05	)
Interest Rates U.S.		58		(13,766	)		(0.00	)*
Livestock		71		86,500			0.02
Lumber		1		3,806			0.00	*
Metals		90		(478,272	)		(0.09	)
Softs		426		(19,130	)		(0.00	)*

Total futures contracts sold				(5,700,050	)		(1.04	)

Unrealized Appreciation on Open Forward Contracts
Metals		276		2,996,261			0.55

Total unrealized appreciation on open forward contracts				2,996,261			0.55

Unrealized Depreciation on Open Forward Contracts
Metals		138		(816,692	)		(0.15	)

Total unrealized depreciation on open forward contracts				(816,692	)		(0.15	)

Total fair value			$	9,115,925			1.67	%

* Due to rounding.

See accompanying notes to financial statements.

F-49

CMF Winton Master L.P.
Statements of Income and Expenses
for the years ended
December 31, 2009, 2008 and 2007


	2009			2008		2007

Income:
Net gains (losses) on trading of commodity interests:
Net realized gains (losses) on closed contracts	$	(17,779,700	)	$	121,322,866	$	67,378,983
Change in net unrealized gains (losses) on open contracts		(7,253,764	)		2,525,164		(3,420,940	)

Gain (loss) from trading, net		(25,033,464	)		123,848,030		63,958,043
Interest income		409,649			5,909,704		14,456,282

Total income (loss)		(24,623,815	)		129,757,734		78,414,325

Expenses:
Clearing fees		341,844			478,086		861,888
Professional fees		55,604			35,866		33,468

Total expenses		397,448			513,952		895,356

Net income (loss)	$	(25,021,263	)	$	129,243,782	$	77,518,969

Net income (loss) per Redeemable Unit of Limited Partnership Interest (Notes 1 and 6)	$	(95.69	)	$	453.53	$	276.81

Weighted average units outstanding		282,761.8879			291,655.3789		262,984.3411

See accompanying notes to financial statements.

F-50

CMF Winton Master L.P.
Statements of Changes in Partners’ Capital
for the years ended
December 31, 2009, 2008 and 2007


	Partners’
	Capital

Partners’ Capital at December 31, 2006	$	272,883,158
Net income (loss)		77,518,969
Sale of 123,458.3915 Redeemable Units of Limited Partnership Interest		172,636,530
Redemption of 35,253.7082 Redeemable Units of Limited Partnership Interest		(51,537,242	)
Distribution of interest income to feeder funds		(14,456,282	)

Partners’ Capital at December 31, 2007		457,045,133
Net income (loss)		129,243,782
Sale of 85,029.5477 Redeemable Units of Limited Partnership Interest		154,723,207
Redemption of 101,798.8498 Redeemable Units of Limited Partnership Interest		(187,350,875	)
Distribution of interest income to feeder funds		(5,909,704	)

Partners’ Capital at December 31, 2008		547,751,543
Net income (loss)		(25,021,263	)
Sale of 144,987.2822 Redeemable Units of Limited Partnership Interest		282,055,852
Redemption of 117,441.5362 Redeemable Units of Limited Partnership Interest		(229,968,170	)
Distribution of interest income to feeder funds		(409,649	)

Partners’ Capital at December 31, 2009	$	574,408,313

Net Asset Value per Redeemable Unit of Limited Partnership Interest:



2007:	$	1,588.26


2008:	$	2,021.26


2009:	$	1,924.06

See accompanying notes to financial statements.

F-51

CMF Winton Master L.P.
Notes to Financial Statements
December 31, 2009


1.	Partnership Organization:

CMF Winton Master L.P. (the “Master”) is a limited partnership which was organized under the partnership laws of the State of New York to engage in the speculative trading of a diversified portfolio of commodity interests including futures contracts, options, swaps and forward contracts. The sectors traded include currencies, energy, grains, indices, U.S. and non-U.S. interest rates, livestock, lumber, metals and softs. The commodity interests that are traded by the Master are volatile and involve a high degree of market risk. The Master is authorized to sell an unlimited number of redeemable units of Limited Partnership Interest (“Redeemable Units”).

Ceres Managed Futures LLC (formerly Citigroup Managed Futures LLC), a Delaware limited liability company, acts as the general partner (the “General Partner”) and commodity pool operator of the Master. The General Partner is wholly owned by Morgan Stanley Smith Barney Holdings LLC (“MSSB Holdings”), a newly registered non-clearing futures commission merchant and a member of the National Futures Association (“NFA”). Morgan Stanley, indirectly through various subsidiaries, owns 51% of MSSB Holdings. Citigroup Global Markets Inc. (“CGM”), the commodity broker and a selling agent for the Master, owns 49% of MSSB Holdings. Citigroup Inc. (“Citigroup”), indirectly through various subsidiaries, wholly owns CGM. Prior to July 31, 2009, the date as of which MSSB Holdings became its owner, the General Partner was wholly owned by Citigroup Financial Products Inc., a wholly owned subsidiary of Citigroup Global Markets Holdings Inc., the sole owner of which is Citigroup.

On November 1, 2004 (commencement of trading operations), CMF Winton Feeder I L.P. (“Winton Feeder”) allocated substantially all of its capital, and Diversified Multi-Advisor Futures Fund L.P. (formerly, Smith Barney Diversified Futures Fund L.P.) (“Diversified”) and Orion Futures Fund L.P. (formerly, Citigroup Orion Futures Fund L.P.) (“Orion”) allocated a portion of their capital to the Master. Winton Feeder purchased 2,000.0000 Redeemable Units with cash equal to $2,000,000. Orion purchased 35,389.8399 Redeemable Units with cash equal to $33,594,083 and a contribution of open commodity futures and forward positions with a fair value of $1,795,757. Diversified purchased 15,054.1946 Redeemable Units with cash equal to $14,251,586 and a contribution of open commodity futures and forward positions with a fair value of $802,609. On December 1, 2004, Tactical Diversified Futures Fund L.P. (formerly, Citigroup Diversified Futures Fund L.P.) (“Tactical Diversified”) allocated a portion of its capital to the Master and purchased 52,981.2908 Redeemable Units with cash equal to $57,471,493. On July 1, 2005, Institutional Futures Portfolio L.P. (formerly, CMF Institutional Futures Portfolio L.P. (“Institutional Portfolio”) allocated a portion of its capital to the Master and purchased 5,741.8230 Redeemable Units with cash equal to $7,000,000. On May 1, 2006, Alera Portfolios SPC. (“Alera SPC”) allocated a portion of its capital to the Master and purchased 3,711.7321 Redeemable Units with cash equal to $4,909,537. On June 1, 2006 Legion Strategies LLC (“Winton Legion”) allocated a portion of its capital to the Master and purchased 2,355.4605 Redeemable Units with cash equal to $3,000,000. On February 1, 2007 Abingdon Futures Fund L.P. (formerly, Citigroup Abingdon Futures Fund L.P.) (“Abingdon”) allocated a portion of its capital to the Master and purchased 9,017.0917 Redeemable Units with cash equal to $12,945,000. On March 1, 2007, Global Futures Fund Ltd. (formerly, Citigroup Global Futures Fund Ltd.) (“Global Futures”) allocated a portion of its capital to the Master and purchased 1,875.7046 Redeemable Units with cash equal to $2,500,000. On April 1, 2009, Orion Futures Fund (Cayman) Ltd. (formerly, Citigroup Orion Futures Fund (Cayman) Ltd.) (“Orion Cayman”) allocated a portion of its capital to the Master and purchased 319.5126 Redeemable Units with cash equal to $640,000. On March 31, 2007, Alera SPC redeemed its entire investment in the Master. This amounted to 1,446.6172 Redeemable Units with a fair value of $1,850,255, which includes interest income of $7,907. On December 31, 2007, Winton Legion redeemed its entire investment in the Master. This amounted to 2,182.2006 Redeemable Units with a fair value of $3,474,547, which includes interest income of $8,634. The Master was formed to permit commodity pools managed now or in the future by Winton Capital Management Limited (the “Advisor”)

F-52

CMF Winton Master L.P.
Notes to Financial Statements
December 31, 2009

using the Diversified Program, the Advisor’s proprietary systematic trading program, to invest together in one vehicle.

The Master’s investors consist of Diversified, Orion, Winton Feeder, Tactical Diversified, Institutional Portfolio, Abingdon, Global Futures and Orion Cayman (each a “Feeder,” collectively the “Funds”) with approximately 1.7%, 51.1%, 0.8%, 17.2%, 3.2%, 21.4%, 4.0%, and 0.6% investments in the Master at December 31, 2009, respectively. Diversified, Orion, Winton Feeder, Tactical Diversified, Institutional Portfolio, Abingdon, and Global Futures had approximately 2.6%, 37.9%, 4.1%, 27.4%, 2.7%, 21.7%, and 3.6% investments in the Master at December 31, 2008, respectively.

The Master will be liquidated upon the first to occur of the following: December 31, 2024: or under certain other circumstances as defined in the Limited Partnership Agreement of the Master (the “Limited Partnership Agreement”).


2.	Accounting Policies:


	a.	Use of Estimates. The preparation of financial statements and accompanying notes in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, income and expenses, and related disclosures of contingent assets and liabilities in the financial statements and accompanying notes. In making these estimates and assumptions, management has considered the effects, if any, of events occurring after the date of the Master’s Statements of Financial Condition through the date the financial statements were issued. As a result, actual results could differ from these estimates.

	b.	Statement of Cash Flows. The Master is not required to provide a Statement of Cash Flows as permitted by ASC 230, Statement of Cash Flows (formerly, FAS No. 102, “Statement of Cash Flows Exemption of Certain Enterprises and Classification of Cash Flows from Certain Securities Acquired for Resale”).

	c.	Master’s Investments. All commodity interests of the Master (including derivative financial instruments and derivative commodity instruments) are held for trading purposes. The commodity interests are recorded on trade date and open contracts are recorded at fair value (as described below) at the measurement date. Investments in commodity interests denominated in foreign currencies are translated into U.S. dollars at the exchange rates prevailing at the measurement date. Gains or losses are realized when contracts are liquidated. Unrealized gains or losses on open contracts are included as a component of equity in trading account on the Statements of Financial Condition. Realized gains or losses and any change in net unrealized gains or losses from the preceding period are reported in the Statements of Income and Expenses.

F-53

CMF Winton Master L.P.
Notes to Financial Statements
December 31, 2009

an orderly transaction between market participants at the measurement date. ASC 820 establishes a framework for measuring fair value and expands disclosures regarding fair value measurements in accordance with GAAP. The fair value hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to fair values derived from unobservable inputs (Level 3). The level in the fair value hierarchy within which the fair value measurement in its entirety falls shall be determined based on the lowest level input that is significant to the fair value measurement in its entirety. The Master did not apply the deferral allowed by ASC 820 for nonfinancial assets and nonfinancial liabilities measured at fair value on a nonrecurring basis.

In 2009, the Master adopted amendments to ASC 820, Fair Value Measurements and Disclosures (formerly, FAS No. 157-4, “Determining Fair Value When the Volume and Level of Activity for the Asset or Liability Have Significantly Decreased and Identifying Transactions That Are Not Orderly”) which reaffirms that fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date under current market conditions. These amendments to ASC 820 also reaffirm the need to use judgment in determining if a formerly active market has become inactive and in determining fair values when the market has become inactive. These amendments to ASC 820 are required for interim and annual reporting periods ending after June 15, 2009. Management has concluded that based on available information in the marketplace, there has not been a decrease in the volume and level of activity in the Master’s Level 2 assets and liabilities. The adoption of the amendments to ASC 820 had no effect on the Master’s Financial Statements.


			Quoted Prices		Significant
			in Active		Other		Significant
			Markets for		Observable		Unobservable
			Identical Assets		Inputs		Inputs
	12/31/2009		(Level 1)		(Level 2)		(Level 3)

Assets
Futures	$	144,283	$	144,283	$	—	$	—
Forwards		1,698,400		1,698,400		—		—
Options owned		17,723		17,723		—		—

Total Assets		1,860,406		1,860,406		—		—

Liabilities
Options written		40,733		40,733		—		—

Total Liabilities		40,733		40,733		—		—

Total fair value	$	1,819,673	$	1,819,673	$	—	$	—

F-54

CMF Winton Master L.P.
Notes to Financial Statements
December 31, 2009


			Quoted Prices		Significant
			in Active		Other		Significant
			Markets for		Observable		Unobservable
			Identical Assets		Inputs		Inputs
	12/31/2008		(Level 1)		(Level 2)		(Level 3)

Assets
Futures	$	6,936,356	$	6,936,356	$	—	$	—
Forwards		2,179,569		2,179,569		—		—

Total Assets		9,115,925		9,115,925		—		—

Total fair value	$	9,115,925	$	9,115,925	$	—	$	—


	d.	Futures Contracts. The Master trades futures contracts. A futures contract is a firm commitment to buy or sell a specified quantity of investments, currency or a standardized amount of a deliverable grade commodity, at a specified price on a specified future date, unless the contract is closed before the delivery date or if the delivery quantity is something where physical delivery can not occur (such as the S&P 500 Index), whereby such contract is settled in cash. Payments (“variation margin”) may be made or received by the Master each business day, depending on the daily fluctuations in the value of the underlying contracts, and are recorded as unrealized gains or losses by the Master. When the contract is closed, the Master records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Because transactions in futures contracts require participants to make both initial margin deposits of cash or other assets and variation margin deposits, through the futures broker, directly with the exchange on which the contracts are traded, credit exposure is limited. Realized gains (losses) and changes in unrealized gains (losses) on futures contracts are included in the Statements of Income and Expenses.

	e.	Options. The Master may purchase and write (sell) both exchange listed and over-the-counter options on commodities or financial instruments. An option is a contract allowing, but not requiring, its holder to buy (call) or sell (put) a specific or standard commodity or financial instrument at a specified price during a specified time period. The option premium is the total price paid or received for the option contract. When the Master writes an option, the premium received is recorded as a liability in the Statements of Financial Condition and marked to market daily. When the Master purchases an option, the premium paid is recorded as an asset in the Statements of Financial Condition and marked to market daily. Realized gains (losses) and changes in unrealized gains (losses) on options contracts are included in the Statements of Income and Expenses.


	f.	London Metals Exchange Forward Contracts. Metal contracts traded on the London Metals Exchange (“LME”) represent a firm commitment to buy or sell a specified quantity of aluminum, copper, lead, nickel, tin or zinc. LME contracts traded by the Master are cash settled based on prompt dates published by the LME. Payments (“variation margin”) may be made or received by the Master each business day, depending on the daily fluctuations in the value of the underlying contracts, and are recorded as unrealized gains or losses by the Master. A contract is considered offset when all long positions have been matched with short positions. When the contract is closed at the prompt date, the Master records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Because transactions in LME contracts require participants to make both initial margin deposits of cash or other assets and variation margin deposits, through the broker, directly with the LME, credit exposure is limited. Realized gains (losses) and changes in unrealized gains (losses) on metal contracts are included in the Statements of Income and Expenses.

F-55

CMF Winton Master L.P.
Notes to Financial Statements
December 31, 2009


	g.	Income and Expenses Recognition. All of the income and expenses and realized and unrealized gains and losses on trading of commodity interests are determined on each valuation day and allocated pro rata among the Funds at the time of such determination.

	h.	Income Taxes. Income taxes have not been provided as each partner is individually liable for the taxes, if any, on their share of the Master’s income and expenses.

The following is the major tax jurisdiction for the Master and the earliest tax year subject to examination: United States — 2006.


	i.	Subsequent Events. In 2009, the Master adopted ASC 855, Subsequent Events (formerly, FAS No. 165, “Subsequent Events”). The objective of ASC 855 is to establish general standards of accounting for and disclosure of events that occur after the balance sheet date but before financial statements are issued or available to be issued. Management has determined that there were no subsequent events requiring adjustment or disclosure in the financial statements.

	j.	Recent Accounting Pronouncements. In January 2010, the FASB issued Accounting Standards Update No. 2010-06 (“ASU 2010-06”), “Improving Disclosures about Fair Value Measurements, which , among other things, amends ASC 820 to require entities to separately present purchases, sales, issuances, and settlements in their reconciliation of Level 3 fair value measurements (i.e. to present such items on a gross basis rather than on a net basis), and which clarifies existing disclosure requirements provided by ASC 820 regarding the level of disaggregation and the inputs and valuation techniques used to measure fair value for measurements that fall within either Level 2 or Level 3 of the fair value hierarchy. ASU 2010-06 is effective for interim and annual periods beginning after December 15, 2009, except for the disclosures about purchases, sales, issuances, and settlements in the roll forward of activity in Level 3 fair value measurements (which are effective for fiscal years beginning after December 15, 2010, and for interim periods within those fiscal years). Management is currently assessing the impact that the adoption of ASU 2010-06 will have on the Master’s financial statements disclosures.


	k.	Certain prior period amounts have been reclassified to conform to current period presentation.


	l.	Net Income (Loss) per Redeemable Unit. Net income (loss) per Redeemable Unit is calculated in accordance with investment company guidance. See footnote 6 for Financial Highlights.

F-56

CMF Winton Master L.P.
Notes to Financial Statements
December 31, 2009


3.	Agreements:


	a.	Limited Partnership Agreement:

The General Partner administers the business and affairs of the Master including selecting one or more advisors to make trading decisions for the Master.


	b.	Management Agreement:


	c.	Customer Agreement:

The Master has entered into a customer agreement (the “Customer Agreement”) with CGM whereby CGM provides services which include, among other things, the execution of transactions for the Master’s account in accordance with orders placed by the Advisor. All exchange, clearing, user, give-up, floor brokerage and NFA fees (collectively the “clearing fees”) are borne by the Master. All other fees including CGM’s direct brokerage commission shall be borne by the Funds. All of the Master’s assets are deposited in the Master’s account at CGM. The Master’s cash is deposited by CGM in segregated bank accounts to the extent required by Commodity Futures Trading Commission regulations. At December 31, 2009 and 2008, the amount of cash held by the Master for margin requirements was $38,915,256 and $26,405,684, respectively. The Customer Agreement may be terminated upon notice by either party.


4.	Trading Activities:

The Customer Agreement between the Master and CGM gives the Master the legal right to net unrealized gains and losses on open futures and forward contracts. The Master nets, for financial reporting purposes, the unrealized gains and losses on open futures and forward contracts on the Statements of Financial Condition as the criteria under ASC 210, Balance Sheet (formerly, FASB Interpretation No. 39, “Offsetting of Amounts Related to Certain Contracts”) have been met.

All of the commodity interests owned by the Master are held for trading purposes. The average number of futures, metal forward and options contracts traded for the year ended December 31, 2009 based on a quarterly calculation, was 15,248.

The Master adopted ASC 815, Derivatives and Hedging (formerly, FAS No. 161, “Disclosures about Derivative Instruments and Hedging Activities”) as of January 1, 2009 which requires qualitative disclosures about objectives and strategies for using derivatives, quantitative disclosures about fair value amounts of and gains and losses on derivative instruments, and disclosures about credit-risk-related contingent features in derivative agreements. ASC 815 only expands the disclosure requirements for derivative instruments and related hedging activities and has no impact on the Statements of Financial Condition, Statements of Income and Expenses and Statements of Changes in Partners’ Capital. The following table indicates the fair values of derivative instruments of futures, forward and options contracts as separate assets and liabilities.

F-57

CMF Winton Master L.P.
Notes to Financial Statements
December 31, 2009


	December 31,				December 31,
	2009				2009

Assets				Assets
Futures Contracts				Forward Contracts
Currencies	$	410,679		Metals	$	2,433,189

Energy		128,203		Total unrealized appreciation on open
Grains		629,534		forward contracts	$	2,433,189

Indices		3,222,389		Liabilities
Interest Rates U.S.		639,524		Forward Contracts
Interest Rates Non-U.S.		1,473,596		Metals	$	(734,789	)

Livestock		53,810		Total unrealized depreciation on open
Metals		771,738		forward contracts	$	(734,789	)

Softs		598,000		Net unrealized appreciation on open

				forward contracts	$	1,698,400	**

Total unrealized appreciation on open futures contracts	$	7,927,473

Liabilities				Assets
Futures Contracts				Options Owned
Currencies	$	(2,470,714	)	Indices	$	17,723

Energy		(516,987	)	Total options owned	$	17,723	***

Grains		(361,398	)
Indices		(349,439	)
Interest Rates U.S.		(969,559	)	Liabilities
Interest Rates Non-U.S.		(1,620,668	)	Options Written
Livestock		(71,810	)	Indices	$	(40,733	)

Metals		(1,188,985	)	Total options written	$	(40,733	)****

Softs		(233,630	)

Total unrealized depreciation on open futures contracts	$	(7,783,190	)

Net unrealized appreciation on open futures contracts	$	144,283	*


*		This amount is in “Net unrealized appreciation on open futures contracts” on the Statements of Financial Condition.

**		This amount is in “Net unrealized appreciation on open forward contracts” on the Statements of Financial Condition.

***		This amount is in “Options owned, at fair value” on the Statements of Financial Condition.

****		This amount is in “Options written, at fair value” on the Statements of Financial Condition.

F-58

CMF Winton Master L.P.
Notes to Financial Statements
December 31, 2009

The following table indicates the trading gains and losses, by market sector, on derivative instruments for the year ended December 31, 2009.


	December 31, 2009
Sector	Gain (Loss) from Trading

Currencies	$	(3,376,768	)
Energy		(8,697,471	)
Grains		1,313,879
Indices		(11,148,536	)
Interest Rates U.S.		(3,881,924	)
Interest Rates Non-U.S.		(1,931,326	)
Livestock		1,189,446
Softs		(1,068,956	)
Lumber		(4,378	)
Metals		2,572,570

Total	$	(25,033,464	)*****


*****		This amount is in “Gain (loss) from trading, net” on the Statements of Income and Expenses.


5.	Subscriptions, Distributions and Redemptions:

Subscriptions are accepted monthly from investors and they become Limited Partners on the first day of the month after their subscription is processed. A Limited Partner may withdraw all or part of their capital contribution and undistributed profits, if any, from the Master in multiples of the Net Asset Value per Redeemable Unit of Limited Partnership Interest as of the end of any day (the “Redemption Date”) after a request for redemption has been made to the General Partner at least 3 days in advance of the Redemption Date. The Redeemable Units are classified as a liability when the Limited Partner elects to redeem and informs the Master.


6.	Financial Highlights:

Changes in the Net Asset Value per Redeemable Unit of Limited Partnership Interest for the years ended December 31, 2009, 2008 and 2007 were as follows:


	2009			2008			2007

Net realized and unrealized gains (losses)*	$	(97.03	)	$	433.13		$	220.96
Interest income		1.51			20.53			55.98
Expenses**		(0.17	)		(0.13	)		(0.13	)

Increase (decrease) for the year		(95.69	)		453.53			276.81
Distribution of interest income to feeder funds		(1.51	)		(20.53	)		(55.98	)
Net Asset Value per Redeemable Unit of Limited Partnership Interest, beginning of year		2,021.26			1,588.26			1,367.43

Net Asset Value per Redeemable Unit of Limited Partnership Interest, end of year	$	1,924.06		$	2,021.26		$	1,588.26


*		Includes clearing fees.

**		Excludes clearing fees.

F-59

CMF Winton Master L.P.
Notes to Financial Statements
December 31, 2009


	2009			2008			2007
Ratios to average net assets:
Net investment income (loss)***		0.0	%****		1.0	%		3.7	%

Operating expenses		0.1	%		0.1	%		0.2	%

Total return		(4.7	)%		28.6	%		20.2	%


***		Interest income less total expenses.
****		Due to rounding.


7.	Financial Instrument Risks:

In the normal course of its business, the Master 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, options and swaps whose values are based upon an underlying asset, index, or reference rate, and generally represent future commitments to exchange currencies or cash balances, or 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 forwards and option contracts. OTC contracts are negotiated between contracting parties and include certain forwards and option contracts. 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.

As both a buyer and seller of options, the Master pays or receives a premium at the outset and then bears the risk of unfavorable changes in the price of the contract underlying the option. Written options expose the Master to potentially unlimited liability; for purchased options the risk of loss is limited to the premiums paid. Certain written put options permit cash settlement and do not require the option holder to own the reference asset. The Master does not consider these contracts to be guarantees as described in

F-60

CMF Winton Master L.P.
Notes to Financial Statements
December 31, 2009

ASC 460, Guarantees (formerly, FAS No. 45,“Guarantor’s Accounting and Disclosure Requirements for Guarantees”).

The General Partner monitors and attempts to control the Master’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 Master may be subject. These monitoring systems generally 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 the inception date. However, due to the nature of the Master’s business, these instruments may not be held to maturity.

F-61

Selected unaudited quarterly financial data for Winton Master for the years ended December 31, 2009 and 2008 are summarized below:


	For the period from		For the period from		For the period from			For the period from
	October 1, 2009 to		July 1, 2009 to		April 1, 2009 to			January 1, 2009 to
	December 31, 2009		September 30, 2009		June 30, 2009			March 31, 2009
Net realized and unrealized trading gains (losses) net of brokerage commissions and clearing fees including interest income	$	4,223,995	$	7,348,002	$	(31,808,843	)	$	(4,728,813	)
Net income (loss)	$	4,195,801	$	7,339,274	$	(31,818,295	)	$	(4,738,043	)
Increase (decrease) in Net Asset Value per Redeemable Unit	$	16.77	$	26.25	$	(120.99	)	$	(17.72	)


	For the period from		For the period from			For the period from		For the period from
	October 1, 2008 to		July 1, 2008 to			April 1, 2008 to		January 1, 2008 to
	December 31, 2008		September 30, 2008			June 30, 2008		March 31, 2008
Net realized and unrealized trading gains (losses) net of brokerage commissions and clearing fees including interest income	$	64,847,978	$	(37,683,528	)	$	38,151,732	$	63,963,466
Net income (loss)	$	64,838,710	$	(37,692,795	)	$	38,142,296	$	63,955,571
Increase (decrease) in Net Asset Value per Redeemable Unit	$	241.14	$	(136.12	)	$	129.68	$	218.83

F-62

To the Limited Partners of
CMF Graham Capital Master Fund L.P.

To the best of the knowledge and belief of the undersigned, the information contained herein is accurate and complete.


	By:	Jennifer Magro Chief Financial Officer and Director Ceres Managed Futures LLC General Partner, CMF Graham Capital Master Fund L.P.

Ceres Managed Futures LLC
55 East 59th Street
10th Floor
New York, N.Y. 10022
212-559-2011

F-63

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Partners of
CMF Graham Capital Master Fund L.P.:

We have audited the accompanying statement of financial condition of CMF Graham Capital Master Fund L.P. (the “Partnership”), including the condensed schedule of investments, as of December 31, 2009, and the related statements of income and expenses, and changes in partners’ capital for the year then ended. These financial statements are the responsibility of the Partnership’s management. Our responsibility is to express an opinion on these financial statements based on our audit. The financial statements of the Partnership for the years ended December 31, 2008 and 2007 were audited by other auditors whose reports, dated March 26, 2009 and March 24, 2008, expressed unqualified opinions on those statements.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Partnership is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Partnership’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, such financial statements present fairly, in all material respects, the financial position of CMF Graham Capital Master Fund L.P. as of December 31, 2009, and the results of its operations and its changes in partners’ capital for the year then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP
New York, New York
March 19, 2010

F-64

Report of Independent Auditors

To the Partners of
CMF Graham Capital Master Fund L.P.:

In our opinion, the accompanying statement of financial condition, including the condensed schedule of investments, and the related statement of income and expenses, and statement of changes in partners’ capital present fairly, in all material respects, the financial position of CMF Graham Capital Master Fund L.P. at December 31, 2008, and the results of its operations for the year then ended in conformity with accounting principles generally accepted in the United States of America. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these statements in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

New York, New York
March 26, 2009

F-65

Report of Independent Registered Public Accounting Firm

The Partners
CMF Graham Capital Master Fund L.P.:

We have audited the accompanying statements of income and expenses and changes in partners’ capital of CMF Graham Capital Master Fund L.P. for the year ended December 31, 2007. These financial statements are the responsibility of the Partnership’s management. Our responsibility is to express an opinion on these financial statements based on our audit.

In our opinion, the financial statements referred to above present fairly, in all material respects, the results of operations and changes in partners’ capital of CMF Graham Capital Master Fund L.P. for the year ended December 31, 2007, in conformity with U.S. generally accepted accounting principles.

/s/ KPMG LLP

New York, New York
March 24, 2008

F-66

CMF Graham Capital Master Fund L.P.
Statements of Financial Condition
December 31, 2009 and 2008


	2009		2008

Assets:
Equity in commodity futures trading account:
Cash (Note 3c)	$	153,765,196	$	214,551,266
Cash margin (Note 3c)		15,503,558		9,073,580
Net unrealized appreciation on open futures contracts		406,652		1,162,793
Net unrealized appreciation on open forward contracts		1,562,793		—

Total assets	$	171,238,199	$	224,787,639

Liabilities and Partners’ Capital:
Liabilities:
Net unrealized depreciation on open forward contracts	$	—	$	279,957
Accrued expenses:
Professional fees		25,939		16,740

Total liabilities		25,939		296,697

Partners’ Capital:
General Partner, 0.0000 Unit equivalents at December 31, 2009 and 2008		—		—
Limited Partners’ Capital, 104,371.4673 and 146,784.8652 Redeemable Units of Limited Partnership Interest outstanding at December 31, 2009 and 2008, respectively		171,212,260		224,490,942

Total liabilities and partners’ capital	$	171,238,199	$	224,787,639

See accompanying notes to financial statements.

F-67

CMF Graham Capital Master Fund L.P.
Condensed Schedule of Investments
December 31, 2009


	Notional ($)/
	Number of					% of Partners’
	Contracts		Fair Value			Capital

Futures Contracts Purchased
Currencies		2	$	360			0.00	%*
Energy		449		242,192			0.14
Grains		286		34,342			0.02
Indices		1,065		633,603			0.37
Interest Rates U.S.		233		(94,262	)		(0.06	)
Interest Rates Non-U.S.		1,523		(996,822	)		(0.58	)
Livestock		74		20,482			0.01
Metals		78		(100,473	)		(0.06	)
Softs		589		556,321			0.33

Total futures contracts purchased				295,743			0.17

Futures Contracts Sold
Currencies		69		11,480			0.01
Energy		308		(40,301	)		(0.02	)
Grains		275		57,491			0.03
Indices		7		6,437			0.00	*
Interest Rates U.S.		50		(406	)		(0.00	)*
Interest Rates Non-U.S.		451		57,808			0.03
Metals		10		18,400			0.01

Total futures contracts sold				110,909			0.06

Unrealized Appreciation on Open Forward Contracts
Currencies	$	550,199,867		7,739,782			4.52
Metals		429		2,324,147			1.36

Total unrealized appreciation on open forward contracts				10,063,929			5.88

Unrealized Depreciation on Open Forward Contracts
Currencies	$	551,949,465		(7,486,471	)		(4.37	)
Metals		285		(1,014,665	)		(0.59	)

Total unrealized depreciation on open forward contracts				(8,501,136	)		(4.96	)

Total fair value			$	1,969,445			1.15	%

* Due to rounding.

See accompanying notes to financial statements.

F-68

CMF Graham Capital Master Fund L.P.
Condensed Schedule of Investments
December 31, 2008


	Notional ($)/
	Number of					% of Partners’
	Contracts		Fair Value			Capital

Futures Contracts Purchased
Currencies		14	$	1,840			0.00	%*
Energy		96		325,615			0.15
Grains		52		13,370			0.01
Indices		5		(19,645	)		(0.01	)
Interest Rates Non-U.S.		1,235		947,609			0.42
Interest Rates U.S.		564		507,653			0.23
Metals		52		33,132			0.01
Softs		13		3,251			0.00	*

Total futures contracts purchased				1,812,825			0.81

Futures Contracts Sold
Currencies		14		8,038			0.00	*
Energy		159		(266,237	)		(0.12	)
Grains		53		(207,227	)		(0.09	)
Indices		87		(86,831	)		(0.04	)
Interest Rates Non-U.S.		17		(9,163	)		(0.00	)*
Livestock		11		25,220			0.01
Metals		16		(35,970	)		(0.02	)
Softs		99		(77,862	)		(0.03	)

Total futures contracts sold				(650,032	)		(0.29	)

Unrealized Appreciation on Open Forward Contracts
Currencies	$	87,112,212		2,398,640			1.07
Metals		59		297,268			0.13

Total unrealized appreciation on open forward contracts				2,695,908			1.20

Unrealized Depreciation on Open Forward Contracts
Currencies	$	86,429,816		(2,764,819	)		(1.23	)
Metals		96		(211,046	)		(0.10	)

Total unrealized depreciation on open forward contracts				(2,975,865	)		(1.33	)

Total fair value			$	882,836			0.39	%

* Due to rounding.

See accompanying notes to financial statements.

F-69

CMF Graham Capital Master Fund L.P.
Statements of Income and Expenses
for the years ended
December 31, 2009, 2008 and 2007


	2009		2008		2007

Income:
Net gains (loss) on trading of commodity interests:
Net realized gains (losses) on closed contracts	$	11,381,456	$	61,878,532	$	37,612,230
Change in net unrealized gains (losses) on open contracts		1,086,609		1,251,182		(7,303,599	)

Gain (loss) from trading, net		12,468,065		63,129,714		30,308,631
Interest income		125,256		2,202,621		7,463,020

Total income (loss)		12,593,321		65,332,335		37,771,651

Expenses:
Clearing fees		614,452		940,378		857,460
Professional fees		46,648		30,056		29,466

Total expenses		661,100		970,434		886,926

Net income (loss)		11,932,221	$	64,361,901	$	36,884,725

Net income (loss) per Redeemable Unit of Limited Partnership Interest (Notes 1 and 6)	$	112.10	$	396.07	$	187.22

Weighted average units outstanding		118,814.5765		167,979.9211		208,730.7408

See accompanying notes to financial statements.

F-70

CMF Graham Capital Master Fund L.P.
Statements of Changes in Partners’ Capital
for the years ended
December 31, 2009, 2008 and 2007


	Partners’
	Capital

Partners’ Capital at December 31, 2006	$	226,673,516
Net income (loss)		36,884,725
Sale of 20,875.4865 Redeemable Units of Limited Partnership Interest		21,067,811
Redemption of 62,214.7369 Redeemable Units of Limited Partnership Interest		(63,568,645	)
Distribution of interest income to feeder funds		(7,463,020	)

Partners’ Capital at December 31, 2007		213,594,387
Net income (loss)		64,361,901
Sale of 3,998.1810 Redeemable Units of Limited Partnership Interest		5,096,496
Redemption of 43,548.1379 Redeemable Units of Limited Partnership Interest		(56,359,221	)
Distribution of interest income to feeder funds		(2,202,621	)

Partners’ Capital at December 31, 2008		224,490,942
Net income (loss)		11,932,221
Sale of 7,455.9216 Redeemable Units of Limited Partnership Interest		11,912,177
Redemption of 49,869.3195 Redeemable Units of Limited Partnership Interest		(76,997,824	)
Distribution of interest income to feeder funds		(125,256	)

Partners’ Capital at December 31, 2009	$	171,212,260

Net Asset Value per Redeemable Unit of Limited Partnership Interest:





2007:	$	1,146.29


2008:	$	1,529.39


2009:	$	1,640.41

See accompanying notes to financial statements.

F-71

CMF Graham Capital Master Fund L.P.
Notes to Financial Statements
December 31, 2009


1.	Partnership Organization:

CMF Graham Capital Master Fund L.P. (the “Master”) is a limited partnership which was organized under the partnership laws of the State of New York to engage in the speculative trading of a diversified portfolio of commodity interests including futures contracts, options, swaps and forward contracts. The sectors traded include currencies, energy, grains, indices, livestock, metals, softs, U.S. and non-U.S. interest rates. The commodity interests that are traded by the Master are volatile and involve a high degree of market risk. The Master is authorized to sell an unlimited number of redeemable units of Limited Partnership Interest (“Redeemable Units”).

Ceres Managed Futures LLC (formerly Citigroup Managed Futures LLC), a Delaware limited liability company, acts as the general partner (the “General Partner”) and commodity pool operator of the Master. The General Partner is wholly owned by Morgan Stanley Smith Barney Holdings LLC (“MSSB Holdings”), a newly registered non-clearing futures commission merchant and a member of the National Futures Association (“NFA”). Morgan Stanley, indirectly through various subsidiaries, owns 51% of MSSB Holdings. Citigroup Global Markets Inc. (“CGM”), the commodity broker and a selling agent for the Master, owns 49% of MSSB Holdings. Citigroup Inc. (“Citigroup”), indirectly through various subsidiaries, wholly owns CGM. Prior to July 31, 2009, the date as of which MSSB Holdings became its owner, the General Partner was wholly owned by Citigroup Financial Products Inc., a wholly owned subsidiary of Citigroup Global Markets Holdings Inc., the sole owner of which is Citigroup.

On April 1, 2006 (commencement of trading operations), Diversified 2000 Futures Fund L.P. (formerly Citigroup Diversified 2000 Futures Fund L.P.) (“Diversified 2000”), Smith Barney Global Markets Futures Fund (“Global Markets”), Diversified Multi-Advisor Futures Fund L.P. (formerly Smith Barney Diversified Futures Fund L.P.) (“Diversified I”) and Diversified Multi-Advisor Futures Fund L.P. II (formerly Smith Barney Diversified Futures Fund L.P. II) (“Diversified II”) each allocated a portion of its capital to the Master. Diversified 2000 purchased 41,952.2380 Redeemable Units with cash equal to $41,952,238. Global Markets purchased 2,355.5550 Redeemable Units with cash equal to $2,355,555. Diversified I purchased 14,741.1555 Redeemable Units with cash equal to $14,741,156. Diversified II purchased 11,192.9908 Redeemable Units with cash equal to $11,192,991. On May 1, 2006, Alera Portfolios SPC. (“Alera SPC”) allocated a portion of its capital to the Master and purchased 4,592.0784 Redeemable Units with cash equal to $4,801,938. On June 1, 2006, Fairfield Futures Fund L.P. II (formerly Citigroup Fairfield Futures Fund L.P. II) (“Fairfield II”) allocated substantially all of its capital and Tactical Diversified Futures Fund L.P. (formerly Citigroup Diversified Futures Fund L.P.) (“Tactical Diversified”) allocated a portion of its capital to the Master. Fairfield II purchased 74,569.3761 Redeemable Units with cash equal to $75,688,021. Tactical Diversified purchased 101,486.0491 Redeemable Units with cash equal to $103,008,482. As of March 31, 2007, Alera SPC fully redeemed its investment of 1,805.5482 Redeemable Units with a fair value of $1,661,443, which includes interest income of $7,289. As of December 31, 2007, Global Markets fully redeemed its investment of 1,566.2278 Redeemable Units with a fair value of $1,799,772, which includes interest income of $4,415. The Master was formed to permit commodity pools managed now or in the future by Graham Capital Management, L.P. (the “Advisor”), using the K4D — 12.5 program, the Advisor’s proprietary, systematic trading program, to invest together in one trading vehicle.

The Master operates under a structure where its investors consist of Diversified 2000, Diversified I, Diversified II, Fairfield II and Tactical Diversified (each a “Feeder”, collectively the “Funds”) with approximately 13.2%, 5.4%, 4.6%, 25.7% and 51.1% investments in the Master at December 31, 2009, respectively. Diversified 2000, Diversified I, Diversified II, Fairfield II and Tactical Diversified had approximately 12.6%, 5.0%, 4.7%, 27.1% and 50.6% investments in the Master at December 31, 2008, respectively.

F-72

CMF Graham Capital Master Fund L.P.
Notes to Financial Statements
December 31, 2009

On July 1, 2009, the Financial Accounting Standards Board (“FASB”) issued Statement of Financial Accounting Standards (“FAS”) No. 168, The FASB Accounting Standards Codification and the Hierarchy of Generally Accepted Accounting Principles, also known as FASB Accounting Standards Codification (“ASC”) 105, “Generally Accepted Accounting Principles” (“ASC 105”) (the “Codification”). ASC 105 established the exclusive authoritative reference for U.S. generally accepted accounting principles (“GAAP”) for use in financial statements except for Securities and Exchange Commission (“SEC”) rules and interpretive releases, which are also authoritative GAAP for SEC registrants. The Codification supersedes all existing non-SEC accounting and reporting standards. The Codification is the single source of authoritative accounting principles generally accepted in the United States and applies to all financial statements issued after September 15, 2009.


2.	Accounting Policies:


	a.	Use of Estimates. The preparation of financial statements and accompanying notes in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, income and expenses, and related disclosures of contingent assets and liabilities in the financial statements and accompanying notes. In making these estimates and assumptions, management has considered the effects, if any, of events occurring after the date of the Master’s Statements of Financial Condition through the date the financial statements were issued. As a result, actual results could differ from these estimates.

	b.	Statement of Cash Flows. The Master is not required to provide a Statement of Cash Flows as permitted by ASC 230, Statement of Cash Flows (formerly, FAS No. 102, “Statement of Cash Flows Exemption of Certain Enterprises and Classification of Cash Flows from Certain Securities Acquired for Resale”).

	c.	Master’s Investments. All commodity interests of the Master (including derivative financial instruments and derivative commodity instruments) are held for trading purposes. The commodity interests are recorded on trade date and open contracts are recorded at fair value (as described below) at the measurement date. Investments in commodity interests denominated in foreign currencies are translated into U.S. dollars at the exchange rates prevailing at the measurement date. Gains or losses are realized when contracts are liquidated. Unrealized gains or losses on open contracts are included as a component of equity in trading account on the Statements of Financial Condition Realized gains or losses and any change in net unrealized gains or losses from the preceding period are reported in the Statements of Income and Expenses.

F-73

CMF Graham Capital Master Fund L.P.
Notes to Financial Statements
December 31, 2009

The Master considers prices for exchange traded commodity futures, forwards and options contracts to be based on unadjusted quoted prices in active markets for identical assets (Level 1). The values of non-exchange traded forwards, swaps and certain options contracts for which market quotations are not readily available are priced by broker-dealers who derive fair values for those assets from observable inputs (Level 2). As of and for the years ended December 31, 2009 and 2008, the Master did not hold any derivative instruments that are priced at fair value using unobservable inputs through the application of management’s assumptions and internal valuation pricing models (Level 3).


			Quoted Prices in
			Active Markets for		Significant Other		Significant
			Identical Assets		Observable Inputs		Unobservable Inputs
	12/31/2009		(Level 1)		(Level 2)		(Level 3)

Assets
Futures	$	406,652	$	406,652	$	—	$	—
Forwards		1,562,793		1,309,482		253,311		—

Total assets		1,969,445		1,716,134		253,311		—

Total fair value	$	1,969,445	$	1,716,134	$	253,311	$	—


			Quoted Prices in
			Active Markets for		Significant Other			Significant
			Identical Assets		Observable Inputs			Unobservable Inputs
	12/31/2008		(Level 1)		(Level 2)			(Level 3)

Assets
Futures	$	1,162,793	$	1,162,793	$	—		$	—
Forwards		86,222		86,222		—			—

Total assets		1,249,015		1,249,015		—			—

Liabilities
Forwards	$	366,179	$	—	$	366,179		$	—

Total liabilities		366,179		—		366,179			—

Total fair value	$	882,836	$	1,249,015	$	(366,179	)	$	—


	d.	Futures Contracts. The Master trades futures contracts. A futures contract is a firm commitment to buy or sell a specified quantity of investments, currency or a standardized amount of a deliverable grade commodity, at a specified price on a specified future date, unless the contract is closed before the delivery date or if the delivery quantity is something where physical delivery cannot occur (such as the S&P 500 Index), whereby such contract is settled in cash. Payments (“variation margin”) may be made or received by the Master each business day, depending on the

F-74

CMF Graham Capital Master Fund L.P.
Notes to Financial Statements
December 31, 2009


		daily fluctuations in the value of the underlying contracts, and are recorded as unrealized gains or losses by the Master. When the contract is closed, the Master records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Because transactions in futures contracts require participants to make both initial margin deposits of cash or other assets and variation margin deposits, through the futures broker, directly with the exchange on which the contracts are traded, credit exposure is limited. Realized gains (losses) and changes in unrealized gains (losses) on futures contracts are included in the Statements of Income and Expenses.


	e.	Forward Foreign Currency Contracts. Foreign currency contracts are those contracts where the Master 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 Master’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 dates 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 foreign currency contracts are recognized in the period in which the contract is closed or the changes occur, respectively, and are included in the Statements of Income and Expenses.

The Master does not isolate that portion of the results of operations arising from the effect of changes in foreign exchange rates on investments from fluctuations from changes in market prices of investments held. Such fluctuations are included in net gain (loss) on investments in the Statements of Income and Expenses.


	f.	London Metals Exchange Forward Contracts. Metal contracts traded on the London Metals Exchange (“LME”) represent a firm commitment to buy or sell a specified quantity of aluminum, copper, lead, nickel, tin or zinc. LME contracts traded by the Master are cash settled based on prompt dates published by the LME. Payments (“variation margin”) may be made or received by the Master each business day, depending on the daily fluctuations in the value of the underlying contracts, and are recorded as unrealized gains or losses by the Master. A contract is considered offset when all long positions have been matched with short positions. When the contract is closed at the prompt date, the Master records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Because transactions in LME contracts require participants to make both initial margin deposits of cash or other assets and variation margin deposits, through the broker, directly with the LME, credit exposure is limited. Realized gains (losses) and changes in unrealized gains (losses) on metal contracts are included in the Statements of Income and Expenses.

	g.	Income and Expenses Recognition. All of the income and expenses and realized and unrealized gains and losses on trading of commodity interests are determined on each valuation day and allocated pro rata among the Funds at the time of such determination.

	h.	Income Taxes. Income taxes have not been provided as each partner is individually liable for the taxes, if any, on their share of the Master’s income and expenses.

F-75

CMF Graham Capital Master Fund L.P.
Notes to Financial Statements
December 31, 2009

The following is the major tax jurisdiction for the Master and the earliest tax year subject to examination: United States — 2006.


	i.	Subsequent Events. In 2009, the Master adopted ASC 855, Subsequent Events (formerly, FAS No. 165, “Subsequent Events”). The objective of ASC 855 is to establish general standards of accounting for and disclosure of events that occur after the balance sheet date but before financial statements are issued or available to be issued. Management has determined that there were no subsequent events requiring adjustment or disclosure in the financial statements.

	j.	Recent Accounting Pronouncements. In January 2010, the FASB issued Accounting Standards Update No. 2010-06 (“ASU 2010-06”), “Improving Disclosures about Fair Value Measurements”, which, among other things, amends ASC 820 to require entities to separately present purchases, sales, issuances, and settlements in their reconciliation of Level 3 fair value measurements (i.e. to present such items on a gross basis rather than on a net basis), and which clarifies existing disclosure requirements provided by ASC 820 regarding the level of disaggregation and the inputs and valuation techniques used to measure fair value for measurements that fall within either Level 2 or Level 3 of the fair value hierarchy. ASU 2010-06 is effective for interim and annual periods beginning after December 15, 2009, except for the disclosures about purchases, sales, issuances, and settlements in the roll forward of activity in Level 3 fair value measurements (which are effective for fiscal years beginning after December 15, 2010, and for interim periods within those fiscal years). Management is currently assessing the impact that the adoption of ASU 2010-06 will have on the Master’s financial statements disclosures.


	k.	Certain prior period amounts have been reclassified to conform to current year presentation.

	l.	Net Income (Loss) per Redeemable Unit. Net income (loss) per Redeemable Unit is calculated in accordance with investment company guidance. See footnote 6 for Financial Highlights.


3.	Agreements:


	a.	Limited Partnership Agreement:

The General Partner administers the business and affairs of the Master including selecting one or more advisors to make trading decisions for the Master.


	b.	Management Agreement:

F-76

CMF Graham Capital Master Fund L.P.
Notes to Financial Statements
December 31, 2009


	c.	Customer Agreement:

The Master has entered into a customer agreement (the “Customer Agreement”) with CGM whereby CGM provides services which include, among other things, the execution of transactions for the Master’s account in accordance with orders placed by the Advisor. All exchange, clearing, user, give-up, floor brokerage and NFA fees (collectively the “clearing fees”) are borne by the Master. All other fees including CGM’s direct brokerage commission shall be borne by the Funds. All of the Master’s assets are deposited in the Master’s account at CGM. The Master’s cash is deposited by CGM in segregated bank accounts to the extent required by Commodity Futures Trading Commission regulations. At December 31, 2009 and 2008, the amounts of cash held by the Master for margin requirements was $15,503,558 and $9,073,580, respectively. The Customer Agreement may be terminated upon notice by either party.


4.	Trading Activities:

All of the commodity interests owned by the Master are held for trading purposes. The average number of futures and metal forward contracts traded for the year ended December 31, 2009 based on a quarterly calculation, was 6,966. The average notional values of currency forward contracts for the year ended December 31, 2009 based on a quarterly calculation, was $944,178,446.

The Master adopted ASC 815, Derivatives and Hedging (formerly, FAS No. 161, “Disclosures about Derivative Instruments and Hedging Activities”) as of January 1, 2009 which requires qualitative disclosures about objectives and strategies for using derivatives, quantitative disclosures about fair value amounts of and gains and losses on derivative instruments, and disclosures about credit-risk-related contingent features in derivative agreements. ASC 815 only expands the disclosure requirements for derivative instruments and related hedging activities and has no impact on the Statements of Financial Condition, Statements of Income and Expenses and Statements of Changes in Partners’ Capital. The following table indicates the fair values of derivative instruments of futures and forward contracts as separate assets and liabilities.

F-77

CMF Graham Capital Master Fund L.P.
Notes to Financial Statements
December 31, 2009


	December 31, 2009

Assets
Futures Contracts
Currencies	$	29,498
Energy		357,695
Grains		223,296
Indices		871,966
Interest Rates U.S.		10,273
Interest Rates Non-U.S.		169,828
Livestock		20,482
Metals		93,687
Softs		810,673

Total unrealized appreciation on open futures contracts	$	2,587,398


Liabilities
Futures Contracts
Currencies	$	(17,658	)
Energy		(155,804	)
Grains		(131,463	)
Indices		(231,926	)
Interest Rates U.S.		(104,941	)
Interest Rates Non-U.S.		(1,108,842	)
Metals		(175,760	)
Softs		(254,352	)

Total unrealized depreciation on open futures contracts	$	(2,180,746	)

Net unrealized appreciation on open futures contracts	$	406,652	*


Assets
Forward Contracts
Currencies	$	7,739,782
Metals		2,324,147

Total unrealized appreciation on open forward contracts	$	10,063,929


Liabilities
Forward Contracts
Currencies	$	(7,486,471	)
Metals		(1,014,665	)

Total unrealized depreciation on open forward contracts	$	(8,501,136	)

Net unrealized appreciation on open forward contracts	$	1,562,793	**


*		This amount is in “Net unrealized appreciation on open futures contracts” on the Statements of Financial Condition.

**		This amount is in “Net unrealized appreciation on open forward contracts” on the Statements of Financial Condition.

F-78

CMF Graham Capital Master Fund L.P.
Notes to Financial Statements
December 31, 2009

The following table indicates the trading gains and losses, by market sector, on derivative instruments for the period ended December 31, 2009.


	December 31, 2009
Sector	Gain (loss) from Trading

Currencies	$	3,111,674
Energy		(3,297,102	)
Grains		(1,460,464	)
Indices		15,480,005
Interest Rates U.S.		(3,698,764	)
Interest Rates Non-U.S.		(2,767,757	)
Livestock		21,968
Softs		1,832,133
Metals		3,246,372

Total	$	12,468,065	***


***		This amount is in “Gain (loss) from trading, net” on the Statements of Income and Expenses.


5.	Subscriptions, Distributions and Redemptions:


6.	Financial Highlights:

Changes in the Net Asset Value per Redeemable Unit of Partnership Interest for the years ended December 31, 2009, 2008 and 2007 were as follows:


	2009			2008			2007

Net realized and unrealized gains (losses)*	$	111.45		$	383.27		$	150.83
Interest income		1.08			12.97			36.54
Expenses**		(0.43	)		(0.17	)		(0.15	)

Increase (decrease) for the period		112.10			396.07			187.22
Distribution of interest income to feeder funds		(1.08	)		(12.97	)		(36.54	)
Net Asset Value per Redeemable Unit, beginning of year		1,529.39			1,146.29			995.61

Net Asset Value per Redeemable Unit, end of year	$	1,640.41		$	1,529.39		$	1,146.29

Ratios to Average Net Assets:
Net investment income (loss)***		(0.3	)%		0.6	%		3.0	%

Operating expenses		0.4	%		0.4	%		0.4	%

Total return		7.3	%		34.6	%		18.8	%


*		Includes clearing fees.

**		Excludes clearing fees.

***		Interest income less total expenses.

F-79

CMF Graham Capital Master Fund L.P.
Notes to Financial Statements
December 31, 2009


7.	Financial Instrument Risks:

In the normal course of its business, the Master 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, options, and swaps, whose values are based upon an underlying asset, index, or reference rate, and generally represent future commitments to exchange currencies or cash balances, or 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 forwards and option contracts. OTC contracts are negotiated between contracting parties and include certain forwards and option contracts. 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.

The majority of these instruments mature within one year of the inception date. However, due to the nature of the Master’s business, these instruments may not be held to maturity.

F-80

Selected unaudited quarterly financial data for Graham Master for the years ended December 31, 2009 and 2008 are summarized below:


	For the period from		For the period from			For the period from			For the period from
	October 1, 2009 to		July 1, 2009 to			April 1, 2009 to			January 1, 2009 to
	December 31, 2009		September 30, 2009			June 30, 2009			March 31, 2009
Net realized and unrealized trading gains (losses) net of brokerage commissions and clearing fees including interest income	$	1,522,383	$	14,250,196		$	(2,335,820	)	$	(1,457,890	)
Net income (loss)	$	1,502,514	$	14,240,193		$	(2,344,541	)	$	(1,465,945	)
Increase (decrease) in Net Asset Value per Redeemable Unit	$	13.91	$	135.03		$	(21.43	)	$	(15.41	)

	For the period		For the period			For the period			For the period
	from October 1,		from July 1, 2008			from April 1,			from January 1,
	2008 to December 31,		September 30,			2008 to June 30,			2008 to March 31,
	2008		2008			2008			2008
Net realized and unrealized trading gains (losses) net of brokerage commissions and clearing fees including interest income	$	34,035,718	$	(8,466,890	)	$	18,680,824		$	20,142,305
Net income (loss)	$	34,029,127	$	(8,473,481	)	$	18,672,387		$	20,133,868
Increase (decrease) in Net Asset Value per Redeemable Unit	$	224.58	$	(52.04	)	$	112.99		$	110.54

F-81

To the Limited Partners of
CMF Eckhardt Master Fund L.P.

To the best of the knowledge and belief of the undersigned, the information contained herein is accurate and complete.


	By:	Jennifer Magro

Chief Financial Officer and Director

Ceres Managed Futures LLC

General Partner,

CMF Eckhardt Master Fund L.P.

Ceres Managed Futures LLC
55 East 59th Street
10th Floor
New York, N.Y. 10022
212-559-2011

F-82

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Partners of
CMF Eckhardt Master Fund L.P.:

We have audited the accompanying statement of financial condition of CMF Eckhardt Master Fund L.P. (the “Partnership”), including the condensed schedule of investments, as of December 31, 2009, and the related statements of income and expenses, and changes in partners’ capital for the year then ended. These financial statements are the responsibility of the Partnership’s management. Our responsibility is to express an opinion on these financial statements based on our audit. The financial statements of the Partnership for the period April 1, 2008 (commencement of trading operations) to December 31, 2008 were audited by other auditors whose report, dated March 26, 2009, expressed an unqualified opinion on those statements.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Partnership is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Partnership’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, such financial statements present fairly, in all material respects, the financial position of CMF Eckhardt Master Fund L.P. as of December 31, 2009, and the results of its operations and its changes in partners’ capital for the year then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

New York, New York
March 19, 2010

F-83

Report of Independent Auditors

To the Partners of
CMF Eckhardt Master Fund L.P.:

In our opinion, the accompanying statement of financial condition, including the condensed schedule of investments, and the related statement of income and expenses, and statement of changes in partners’ capital present fairly, in all material respects, the financial position of CMF Eckhardt Master Fund L.P. at December 31, 2008, and the results of its operations for the period April 1, 2008 to December 31, 2008 in conformity with accounting principles generally accepted in the United States of America. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these statements in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

New York, New York
March 26, 2009

F-84

CMF Eckhardt Master Fund L.P.
Statements of Financial Condition
December 31, 2009 and 2008


	2009		2008

Assets:
Equity in trading account:
Cash (Note 3c)	$	13,288,028	$	19,322,653
Cash margin (Note 3c)		3,204,078		1,194,988
Net unrealized appreciation on open futures contracts		600,831		27,313
Net unrealized appreciation on open forward contracts		290,682		—

Total assets	$	17,383,619	$	20,544,954

Liabilities and Partners’ Capital:
Liabilities:
Accrued expenses:
Professional fees	$	63,160	$	15,519

Total liabilities		63,160		15,519

Partners’ Capital:
General Partner, 0.0000 Unit equivalents at December 31, 2009 and 2008		—		—
Limited Partners’ Capital, 17,448.6548 and 19,854.0401 Redeemable Units of Limited Partnership Interest outstanding at December 31, 2009 and 2008		17,320,459		20,529,435

Total liabilities and partners’ capital	$	17,383,619	$	20,544,954

See accompanying notes to financial statements.

F-85

CMF Eckhardt Master Fund L.P.
Condensed Schedule of Investments
December 31, 2009


	Number of					% of Partners’
	Contracts		Fair Value			Capital

Futures Contracts Purchased
Currencies		78	$	58,547			0.34	%
Energy		67		158,876			0.92
Grains		37		16,280			0.09
Indices		120		195,792			1.13
Interest Rates U.S.		6		(4,425	)		(0.03	)
Interest Rates Non-U.S.		14		12,150			0.07
Metals		17		21,710			0.13
Softs		59		169,950			0.98

Total futures contracts purchased				628,880			3.63


Futures Contracts Sold
Currencies		77		44,809			0.26
Energy		8		(480	)		(0.00	)*
Grains		68		(32,075	)		(0.18	)
Interest Rates U.S.		684		(26,821	)		(0.16	)
Interest Rates Non-U.S.		195		(8,802	)		(0.05	)
Softs		24		(4,680	)		(0.03	)

Total futures contracts sold				(28,049	)		(0.16	)


Unrealized Appreciation on Open Forward Contracts
Metals		43		341,017			1.97

Total unrealized appreciation on open forward contracts				341,017			1.97


Unrealized Depreciation on Open Forward Contracts
Metals		11		(50,335	)		(0.29	)

Total unrealized depreciation on open forward contracts				(50,335	)		(0.29	)

Total fair value			$	891,513			5.15	%


*		Due to rounding.

See accompanying notes to financial statements.

F-86

CMF Eckhardt Master Fund L.P.
Condensed Schedule of Investments
December 31, 2008


	Number of					% of Partners’
	Contracts		Fair Value			Capital

Futures Contracts Purchased
Currencies		22	$	(30,425	)		(0.15	)%
Interest Rates U.S.		115		(90,041	)		(0.44	)
Interest Rates Non-U.S.		210		117,578			0.57
Metals		5		3,730			0.02
Softs		7		31,088			0.15

Total futures contracts purchased				31,930			0.15

Futures Contracts Sold
Currencies		16		(9,807	)		(0.05	)
Softs		16		5,190			0.03

Total futures contracts sold				(4,617	)		(0.02	)

Total fair value			$	27,313			0.13	%

See accompanying notes to financial statements.

F-87

CMF Eckhardt Master Fund L.P.
Statements of Income and Expenses
for the year ended December 31, 2009
and for the period April 1, 2008
(commencement of trading operations)
to December 31, 2008


	2009			2008

Income:
Net gains (losses) on trading of commodity interests:
Net realized gains (losses) on closed contracts	$	(1,481,848	)	$	821,249
Change in net unrealized gains (losses) on open contracts		864,200			27,313

Gain (loss) from trading, net		(617,648	)		848,562
Interest income		13,287			150,521

Total income (loss)		(604,361	)		999,083

Expenses:
Clearing fees		49,325			23,298
Professional fees		89,472			71,050

Total expenses		138,797			94,348

Net income (loss)	$	(743,158	)	$	904,735

Net income (loss) per Redeemable Unit of Limited Partnership Interest (Notes 1 and 6)	$	(40.67	)	$	40.34

Weighted average units outstanding		18,748.0136			23,511.0343

See accompanying notes to financial statements.

F-88

CMF Eckhardt Master Fund L.P.
Statements of Changes in Partners’ Capital
for the year ended December 31, 2009
and for the period April 1, 2008
(commencement of trading operations)
to December 31, 2008


	Partners’
	Capital

Initial capital contribution from Limited Partners at April 1, 2008 representing 24,000.0000 Redeemable Units of Limited Partnership Interest	$	24,000,000
Net income (loss)		904,735
Sale of 964.0322 Redeemable Units of Limited Partnership Interest		1,000,000
Redemption of 5,109.9921 Redeemable Units of Limited Partnership Interest		(5,224,779	)
Distribution of interest income to feeder funds		(150,521	)

Partners’ Capital at December 31, 2008		20,529,435
Net income (loss)		(743,158	)
Redemption of 2,405.3853 Redeemable Units of Limited Partnership Interest		(2,452,531	)
Distribution of interest income to feeder funds		(13,287	)

Partners’ Capital at December 31, 2009	$	17,320,459

Net Asset Value per Redeemable Unit of Limited Partnership Interest:



2008:	$	1,034.02


2009:	$	992.65

See accompanying notes to financial statements.

F-89

CMF Eckhardt Master Fund L.P.
Notes to Financial Statements
December 31, 2009


1.	Partnership Organization:

CMF Eckhardt Master Fund L.P. (the “Master”) is a limited partnership that was organized under the partnership laws of the State of New York on February 13, 2008, to engage in the speculative trading of a diversified portfolio of commodity interests including futures contracts, options, swaps and forward contracts. The sectors traded include currencies, energy, indices, grains, U.S. and non-U.S. interest rates, softs and metals. The commodity interests that are traded by the Master are volatile and involve a high degree of market risk. The Master is authorized to sell an unlimited number of redeemable units of Limited Partnership Interest (“Redeemable Units”).

Ceres Managed Futures LLC (formerly Citigroup Managed Futures LLC), a Delaware limited liability company, acts as the general partner (the “General Partner”) and commodity pool operator of the Master. The General Partner is wholly owned by Morgan Stanley Smith Barney Holdings LLC (“MSSB Holdings”), a newly registered non-clearing futures commission merchant and a member of the National Futures Association (“NFA”). Morgan Stanley, indirectly through various subsidiaries, owns 51% of MSSB Holdings. Citigroup Global Markets Inc. (“CGM”), the commodity broker and a selling agent for the Master, owns 49% of MSSB Holdings. Citigroup Inc. (“Citigroup”), indirectly through various subsidiaries, wholly owns CGM. Prior to July 31, 2009, the date as of which MSSB Holdings became its owner, the General Partner was wholly owned by Citigroup Financial Products Inc., a wholly owned subsidiary of Citigroup Global Markets Holdings Inc., the sole owner of which is Citigroup.

On April 1, 2008 (commencement of trading operations), Diversified 2000 Futures Fund L.P., formerly Citigroup Diversified 2000 Futures Fund L.P. (“Diversified 2000”), Diversified Multi-Advisor Futures Fund L.P, formerly Smith Barney Diversified Futures Fund L.P. (“Diversified I”), Diversified Multi-Advisor Futures Fund L.P. II, formerly Smith Barney Diversified Futures Fund L.P. II (“Diversified II”) each allocated a portion of their capital to the Master. Diversified 2000 purchased 10,000.0000 Redeemable Units with cash equal to $10,000,000. Diversified I purchased 7,000.0000 Redeemable Units with cash equal to $7,000,000. Diversified II purchased 7,000.0000 Redeemable Units with cash equal to $7,000,000. The Master was formed to permit commodity pools managed now or in the future by Eckhardt Trading Company (the “Advisor”) using the Standard Program, the Advisor’s proprietary systematic trading program, to invest together in one vehicle.

The Master operates under a structure where its investors consist of Diversified 2000, Diversified I and Diversified II (each a “Feeder,” collectively the “Funds”) with approximately 40.4%, 31.1% and 28.5% investments in the Master at December 31, 2009, respectively. Diversified 2000, Diversified I and Diversified II had approximately 38.3%, 31.0% and 30.7% investments in the Master at December 31, 2008, respectively.

The Master will be liquidated upon the first to occur of the following: December 31, 2030; or under certain other circumstances as defined in the Limited Partnership Agreement of the Master (the “Limited Partnership Agreement”).

F-90

CMF Eckhardt Master Fund L.P.
Notes to Financial Statements
December 31, 2009


2.	Accounting Policies:


	a.	Use of Estimates. The preparation of financial statements and accompanying notes in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, income and expenses, and related disclosures of contingent assets and liabilities in the financial statements and accompanying notes. In making these estimates and assumptions, management has considered the effects, if any, of events occurring after the date of the Master’s Statements of Financial Condition through the date the financial statements were issued. As a result, actual results could differ from these estimates.

	b.	Statement of Cash Flows. The Master is not required to provide a Statement of Cash Flows as permitted by ASC 230, Statement of Cash Flows (formerly, FAS No. 102 “Statement of Cash Flows-Exemption of Certain Enterprises and Classification of Cash Flows from Certain Securities Acquired for Resale”).

	c.	Master’s Investments. All commodity interests of the Master (including derivative financial instruments and derivative commodity instruments) are held for trading purposes. The commodity interests are recorded on trade date and open contracts are recorded at fair value (as described below) at the measurement date. Investments in commodity interests denominated in foreign currencies are translated into U.S. dollars at the exchange rates prevailing at the measurement date. Gains or losses are realized when contracts are liquidated. Unrealized gains or losses on open contracts are included as a component of equity in trading account on the Statements of Financial Condition. Realized gains or losses and any change in net unrealized gains or losses from the preceding period are reported in the Statements of Income and Expenses.

Master’s Fair Value Measurements. The Master adopted ASC 820, Fair Value Measurements and Disclosures (formerly, FAS No. 157, “Fair Value Measurements”) as of January 1, 2008, which defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 establishes a framework for measuring fair value and expands disclosures regarding fair value measurements in accordance with GAAP. The fair value hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to fair values derived from unobservable inputs (Level 3). The level in the fair value hierarchy within which the fair value measurement in its entirety falls shall be determined based on the lowest level input that is significant to the fair value measurement in its entirety. The Master did not apply the deferral allowed by ASC 820 for nonfinancial assets and nonfinancial liabilities measured at fair value on a nonrecurring basis.

The Master considers prices for exchange traded commodity futures, forwards and options contracts to be based on unadjusted quoted prices in active markets for identical assets (Level 1).

F-91

CMF Eckhardt Master Fund L.P.
Notes to Financial Statements
December 31, 2009

The values of non-exchange traded forwards, swaps and certain options contracts for which market quotations are not readily available are priced by broker-dealers who derive fair values for those assets from observable inputs (Level 2). As of and for the years ended December 31, 2009 and 2008, the Master did not hold any derivative instruments for which market quotations are not readily available and which are priced by broker-dealer who derive fair values for those assets from observable inputs (Level 2) or that are priced at fair value using unobservable inputs through the application of management’s assumptions and internal valuation pricing models (Level 3).


			Quoted Prices in		Significant Other		Significant
			Active Markets		Observable		Unobservable
			for Identical Assets		Inputs		Inputs
	12/31/2009		(Level 1)		(Level 2)		(Level 3)

Assets
Futures	$	600,831	$	600,831	$	—	$	—
Forwards		290,682		290,682		—		—

Total fair value	$	891,513	$	891,513	$	—	$	—


			Quoted Prices in		Significant Other		Significant
			Active Markets		Observable		Unobservable
			for Identical Assets		Inputs		Inputs
	12/31/2008		(Level 1)		(Level 2)		(Level 3)

Assets
Futures	$	27,313	$	27,313	$	—	$	—

Total assets	$	27,313	$	27,313	$	—	$	—


	d.	Futures Contracts. The Master trades futures contracts. A futures contract is a firm commitment to buy or sell a specified quantity of investments, currency or a standardized amount of a deliverable grade commodity, at a specified price on a specified future date, unless the contract is closed before the delivery date or if the delivery quantity is something where physical delivery can not occur (such as the S&P 500 Index), whereby such contract is settled in cash. Payments (“variation margin”) may be made or received by the Master each business day, depending on the daily fluctuations in the value of the underlying contracts, and are recorded as unrealized gains or losses by the Master. When the contract is closed, the Master records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Because transactions in futures contracts require participants to make both initial margin deposits of cash or other assets and variation margin deposits, through the futures broker, directly with the exchange on which the contracts are traded, credit exposure is limited. Realized gains (losses) and changes in unrealized gains (losses) on futures contracts are included in the Statements of Income and Expenses.


	e.	London Metals Exchange Forward Contracts. Metal contracts traded on the London Metals Exchange (“LME”) represent a firm commitment to buy or sell a specified quantity of aluminum, copper, lead, nickel, tin or zinc. LME contracts traded by the Master are cash settled based on prompt dates published by the LME. Payments (“variation margin”) may be made or received by the Master each business day, depending on the daily fluctuations in the value of the underlying contracts, and are recorded as unrealized gains or losses by the Master. A contract is considered offset when all long positions have been matched with short positions. When the contract is closed at the prompt date, the Master records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Because transactions in LME contracts require participants to make both initial margin deposits of cash or other assets and variation margin deposits, through the broker, directly with the LME, credit

F-92

CMF Eckhardt Master Fund L.P.
Notes to Financial Statements
December 31, 2009


		exposure is limited. Realized gains (losses) and changes in unrealized gains (losses) on metal contracts are included in the Statements of Income and Expenses.


	f.	Income and Expenses Recognition. All of the income and expenses and realized and unrealized gains and losses on trading of commodity interests are determined on each valuation day and allocated pro rata among the Funds at the time of such determination.


	g.	Income Taxes. Income taxes have not been provided as each partner is individually liable for the taxes, if any, on their share of the Master’s income and expenses.


		In 2008, the Master adopted ASC 740, Income Taxes (formerly, FAS No. 48, “Accounting for Uncertainty in Income Taxes”). ASC 740 provides guidance for how uncertain tax positions should be recognized, measured, presented and disclosed in the financial statements. ASC 740 requires the evaluation of tax positions taken or expected to be taken in the course of preparing the Master’s financial statements to determine whether the tax positions are “more-likely-than-not” to be sustained by the applicable tax authority. Tax positions with respect to tax at the Master level not deemed to meet the “more-likely-than-not” threshold would be recorded as a tax benefit or expense in the current year. The General Partner has concluded that no provision for income tax is required in the Master’s financial statements.

The following is the major tax jurisdiction for the Master and the earliest tax year subject to examination: United States — 2008.


	h.	Subsequent Events. In 2009, the Master adopted ASC 855, Subsequent Events (formerly, FAS No. 165, “Subsequent Events”). The objective of ASC 855 is to establish general standards of accounting for and disclosure of events that occur after the balance sheet date but before financial statements are issued or available to be issued. Management has determined that there were no subsequent events requiring adjustment or disclosure in the financial statements.


	i.	Recent Accounting Pronouncements. In January 2010, the FASB issued Accounting Standards Update No. 2010-06 (“ASU 2010-06”), “Improving Disclosures about Fair Value Measurements”, which , among other things, amends ASC 820 to require entities to separately present purchases, sales, issuances, and settlements in their reconciliation of Level 3 fair value measurements (i.e. to present such items on a gross basis rather than on a net basis), and which clarifies existing disclosure requirements provided by ASC 820 regarding the level of disaggregation and the inputs and valuation techniques used to measure fair value for measurements that fall within either Level 2 or Level 3 of the fair value hierarchy. ASU 2010-06 is effective for interim and annual periods beginning after December 15, 2009, except for the disclosures about purchases, sales, issuances, and settlements in the roll forward of activity in Level 3 fair value measurements (which are effective for fiscal years beginning after December 15, 2010, and for interim periods within those fiscal years). Management is currently assessing the impact that the adoption of ASU 2010-06 will have on the Master’s financial statements disclosures.


	j.	Certain prior period amounts have been reclassified to conform to current years presentation.


	k.	Net Income (Loss) per Redeemable Unit. Net income (loss) per Redeemable Unit is calculated in accordance with investment company guidance. See footnote 6 for Financial Highlights.

F-93

CMF Eckhardt Master Fund L.P.
Notes to Financial Statements
December 31, 2009


3.	Agreements:


	a.	Limited Partnership Agreement:

The General Partner administers the business and affairs of the Master including selecting one or more advisors to make trading decisions for the Master.


	b.	Management Agreement:


	c.	Customer Agreement:

The Master has entered into a customer agreement (the “Customer Agreement”) with CGM whereby CGM provides services which include, among other things, the execution of transactions for the Master’s account in accordance with orders placed by the Advisor. All exchange, clearing, user, give-up, floor brokerage and NFA fees (collectively the “clearing fees”) are borne by the Master. All other fees, including CGM’s direct brokerage commission, shall be borne by the Funds. All of the Master’s assets are deposited in the Master’s account at CGM. The Master’s cash is deposited by CGM in segregated bank accounts to the extent required by Commodity Futures Trading Commission regulations. At December 31, 2009 and 2008, the amounts of cash held by the Master for margin requirements was $3,204,078 and $1,194,988, respectively. The Customer Agreement may be terminated upon notice by either party.


4.	Trading Activities:

The Customer Agreement between the Master and CGM gives the Master the legal right to net unrealized gains and losses on open futures and forwards contracts. The Master nets, for financial reporting purposes, the unrealized gains and losses on open futures and forward contracts on the Statement of Financial Condition as the criteria under ASC 210, Balance Sheet (formerly, FASB Interpretation No. 39, “Offsetting of Amounts Related to Certain contracts”) have been met.

All of the commodity interests owned by the Master are held for trading purposes. The average number of futures and metal forward contracts traded for the year ended December 31, 2009 based on a quarterly calculation was 887. The average notional values of currency forward contracts for the year ended December 31, 2009, based on a quarterly calculation was $85,375.

The Master adopted ASC 815 Derivatives and Hedging (formerly, FAS No. 161, “Disclosures about Derivative Instruments and Hedging Activities”) as of January 1, 2009, which requires qualitative disclosures about objectives and strategies for using derivatives, quantitative disclosures about fair value amounts of and gains and losses on derivative instruments, and disclosures about credit-risk-related contingent features in derivative agreements. ASC 815 only expands the disclosure requirements for derivative instruments and related hedging activities and has no impact on the Statements of Financial Condition, Statements of Income and Expenses and Statements of Changes in Partners’ Capital.

F-94

CMF Eckhardt Master Fund L.P.
Notes to Financial Statements
December 31, 2009

The following table indicates the fair values of derivative instruments of futures and forward contracts as separate assets and liabilities.


	December 31, 2009

Assets
Futures Contracts
Currencies	$	137,351
Energy		159,874
Grains		26,855
Indices		195,792
Interest Rates U.S.		19,352
Interest Rates Non-U.S.		28,140
Metals		44,650
Softs		178,261

Total unrealized appreciation on open futures contracts	$	790,275

Liabilities
Futures Contracts
Currencies	$	(33,995	)
Energy		(1,478	)
Grains		(42,650	)
Interest Rates U.S.		(50,597	)
Interest Rates Non-U.S.		(24,793	)
Metals		(22,940	)
Softs		(12,991	)

Total unrealized depreciation on open futures contracts	$	(189,444	)

Net unrealized depreciation on open futures contracts	$	600,831	*

Assets
Forward Contracts
Metals	$	341,017

Total unrealized appreciation on open forward contracts	$	341,017

Liabilities
Forward Contracts
Metals	$	(50,335	)

Total unrealized depreciation on open forward contracts	$	(50,335	)

Net unrealized appreciation on open forward contracts	$	290,682	**


*		This amount is in “Net unrealized appreciation on open futures contracts” on the Statements of Financial Condition.

**		This amount is in “Net unrealized appreciation on open forward contracts” on the Statements of Financial Condition.

F-95

CMF Eckhardt Master Fund L.P.
Notes to Financial Statements
December 31, 2009

The following table indicates the trading gains and losses, by market sector, on derivative instruments for the year ended December 31, 2009.


	December 31, 2009
Sector	Gain (Loss) from trading

Currencies	$	(933,134	)
Energy		(1,166,899	)
Grains		(500,805	)
Indices		248,635
Interest Rates U.S.		(299,085	)
Interest Rates Non-U.S.		110,249
Metals		1,358,927
Softs		564,464

Total	$	(617,648	)***


***		This amount is in “Gain (loss) from trading, net” on the Statements of Income and Expenses.


5.	Subscriptions, Distributions and Redemptions:

6. Financial Highlights:

Changes in the Net Asset Value per Redeemable Unit of Limited Partnership Interest for the year ended December 31, 2009 and for the period from April 1, 2008 (commencement of trading operations) to December 31, 2008 were as follows:


	2009			2008

Net realized and unrealized gains (losses)*	$	(36.49	)	$	37.11
Interest income		0.70			6.32
Expenses**		(4.88	)		(3.09	)

Increase (decrease) for the year/period		(40.67	)		40.34
Distribution of interest income to feeder funds		(0.70	)		(6.32	)
Net Asset Value per Redeemable Unit of Limited Partnership Interest, beginning of year/period		1,034.02			1,000.00

Net Asset Value per Redeemable Unit of Limited Partnership Interest, end of year/period	$	992.65		$	1,034.02


*		Includes clearing fees.

**		Excludes clearing fees.

F-96

CMF Eckhardt Master Fund L.P.
Notes to Financial Statements
December 31, 2009


	2009			2008

Ratios to Average Net Assets:
Net investment income***		(0.7	)%		0.3	%****


Operating expenses		0.7	%		0.4	%****


Total return		(4.0	)%		4.0	%


***		Interest income less total expenses.

****		Annualized.


7.	Financial Instrument Risks:

In the normal course of its business, the Master 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, options and swaps whose values are based upon an underlying asset, index, or reference rate, and generally represent future commitments to exchange currencies or cash balances, 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 forwards and option contracts. OTC contracts are negotiated between contracting parties and include certain forwards and option contracts. 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.

F-97

CMF Eckhardt Master Fund L.P.
Notes to Financial Statements
December 31, 2009

The majority of these instruments mature within one year of the inception date. However, due to the nature of the Master’s business, these instruments may not be held to maturity.

F-98

Selected unaudited quarterly financial data for Eckhardt Master for the years ended December 31, 2009 and the period April 1, 2008 (commencement of trading operations) to December 31, 2008 is summarized below:


	For the period from			For the period from			For the period from			For the period from
	October 1, 2009 to			July 1, 2009 to			April 1, 2009 to			January 1, 2009 to
	December 31, 2009			September 30, 2009			June 30, 2009			March 31, 2009
Net realized and unrealized trading gains (losses) net of brokerage commissions and clearing fees including interest income	$	(750,993	)	$	879,516		$	(688,673	)	$	(93,536	)
Net income (loss)	$	(781,496	)	$	858,478		$	(708,340	)	$	(111,800	)
Increase (decrease) in Net Asset Value per Redeemable Unit	$	(44.58	)	$	47.42		$	(37.98	)	$	(5.53	)


							For the period from
							April 1, 2008
	For the period from			For the period from			(commencement of
	October 1, 2008 to			July 1, 2008 to			trading operations) to
	December 31, 2008			September 30, 2008			June 30, 2008
Net realized and unrealized trading gains (losses) net of brokerage commissions and clearing fees including interest income	$	421,041		$	(1,628,764	)	$	2,183,508
Net income (loss)	$	404,056		$	(1,641,549	)	$	2,142,228
Increase (decrease) in Net Asset Value per Redeemable Unit	$	19.88		$	(68.62	)	$	89.08

F-99

To the Limited Partners of
CMF SandRidge Master Fund L.P.

To the best of the knowledge and belief of the undersigned, the information contained herein is accurate and complete.


	By:	Jennifer Magro

Chief Financial Officer and Director

Ceres Managed Futures LLC

General Partner,

CMF SandRidge Master Fund L.P.

Ceres Managed Futures LLC

55 East 59th Street

10th Floor

New York, N.Y. 10022

212-559-2011

F-100

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Partners of
CMF SandRidge Master Fund L.P.:

We have audited the accompanying statement of financial condition of CMF SandRidge Master Fund L.P. (the “Partnership”), including the condensed schedule of investments, as of December 31, 2009, and the related statements of income and expenses, and changes in partners’ capital for the year then ended. These financial statements are the responsibility of the Partnership’s management. Our responsibility is to express an opinion on these financial statements based on our audit. The financial statements of the Partnership for the years ended December 31, 2008 and 2007 were audited by other auditors whose reports, dated March 26, 2009 and March 24, 2008, expressed unqualified opinions on those statements.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Partnership is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Partnership’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, such financial statements present fairly, in all material respects, the financial position of CMF SandRidge Master Fund L.P. as of December 31, 2009, and the results of its operations and its changes in partners’ capital for the year then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

New York, New York
March 19, 2010

F-101

Report of Independent Auditors

To the Partners of
CMF SandRidge Master Fund L.P.:

In our opinion, the accompanying statement of financial condition, including the condensed schedule of investments, and the related statement of income and expenses, and statement of changes in partners’ capital present fairly, in all material respects, the financial position of CMF SandRidge Master Fund L.P. at December 31, 2008, and the results of its operations for the year then ended in conformity with accounting principles generally accepted in the United States of America. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these statements in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

New York, New York
March 26, 2009

F-102

Report of Independent Registered Public Accounting Firm

The Partners
CMF SandRidge Master Fund L.P.:

We have audited the accompanying statements of income and expenses and changes in partners’ capital of CMF SandRidge Master Fund L.P. for the year ended December 31, 2007. These financial statements are the responsibility of the Partnership’s management. Our responsibility is to express an opinion on these financial statements based on our audit.

In our opinion, the financial statements referred to above present fairly, in all material respects, the results of operations and changes in partners’ capital of CMF SandRidge Master Fund L.P. for the year ended December 31, 2007, in conformity with U.S. generally accepted accounting principles.

/s/ KPMG LLP

New York, New York
March 24, 2008

F-103

CMF SandRidge Master Fund L.P.
Statements of Financial Condition
December 31, 2009 and 2008


	2009		2008

Assets:
Equity in trading account:
Cash (Note 3c)	$	691,877,329	$	530,398,527
Cash margin (Note 3c)		22,651,198		29,705,022
Options owned, at fair value (cost $1,392,000 and $3,510,375 at December 31, 2009 and 2008, respectively)		1,092,800		4,987,535

Total assets	$	715,621,327	$	565,091,084

Liabilities and Partners’ Capital:
Liabilities:
Net unrealized depreciation on open futures and exchange cleared swap contracts	$	29,412,753	$	110,973,333
Options written, at fair value (premium $994,000 and $3,103,510 at December 31, 2009 and 2008, respectively)		1,249,600		4,282,963
Accrued expenses:
Professional fees		49,481		116,342

Total liabilities		30,711,834		115,372,638

Partners’ Capital:
General Partner, 0.0000 Unit equivalents at December 31, 2009 and 2008		—		—
Limited Partners’ Capital, 311,109.5773 and 247,850.0335 Redeemable Units of Limited Partnership Interest outstanding at December 31, 2009 and 2008, respectively		684,909,493		449,718,446

Total liabilities and partners’ capital	$	715,621,327	$	565,091,084

See accompanying notes to financial statements.

F-104

CMF SandRidge Master Fund L.P.
Condensed Schedule of Investments
December 31, 2009


	Number of					% of Partners’
	Contracts		Fair Value			Capital

Futures and Exchange Cleared Swap Contracts Purchased
Energy
ICE Henry Hub Natural Gas Swap Apr. 10 — Dec. 14		33,801	$	(11,509,797	)		(1.68	)%
NYMEX Henry Hub Natural Gas Swap Mar. 10 — Dec. 14		14,452		(7,309,750	)		(1.07	)
NYMEX Henry Hub Natural Gas May 10 — May 11		4,825		(5,954,147	)		(0.87	)
NYMEX Henry Hub Penultimate Mar. 10		524		495,220			0.07

Total futures and exchange cleared swap contracts purchased				(24,278,474	)		(3.55	)

Futures and Exchange Cleared Swap Contracts Sold
Energy
ICE Henry Hub Natural Gas Swap Mar. 10 — March 11		22,040		(6,466,193	)		(0.94	)
NYMEX Henry Hub Natural Gas Swap May 10 — Dec. 13		10,108		5,801,850			0.84
NYMEX Henry Hub Natural Gas Mar. 10 — Sept. 10		6,621		(4,469,936	)		(0.65	)

Total futures and exchange cleared swap contracts sold				(5,134,279	)		(0.75	)

Options Owned
Puts
Energy		240		1,092,800			0.16

Total options owned				1,092,800			0.16

Options Written
Calls
Energy		240		(1,249,600	)		(0.18	)

Total options written				(1,249,600	)		(0.18	)

Total fair value			$	(29,569,553	)		(4.32	)%

See accompanying notes to financial statements.

F-105

CMF SandRidge Master Fund L.P.
Condensed Schedule of Investments
December 31, 2008


	Number of					% of Partners’
	Contracts		Fair Value			Capital

Futures and Exchange Cleared Swap Contracts Purchased
Energy
ICE Henry Hub Natural Gas Swap April 09 — Dec. 14		30,555	$	(72,012,250	)		(16.01	)%
NYMEX Natural Gas Swap Oct. 09 — Dec. 14		10,464		(43,628,900	)		(9.70	)
NYMEX Natural Gas Aug. 09 — Oct. 10		6,052		(113,269,862	)		(25.19	)

Total futures and exchange cleared swap contracts purchased				(228,911,012	)		(50.90	)

Futures and Exchange Cleared Swap Contracts Sold
Energy
ICE Henry Hub Natural Gas Swap Feb. 09 — Oct. 10		25,108		34,592,590			7.69
NYMEX Henry Hub Natural Gas Feb. 09 — Dec. 12		10,624		42,565,560			9.46
NYMEX Natural Gas Feb. 09 — Sep. 09		6,572		40,779,529			9.07

Total futures and exchange cleared swap contracts sold				117,937,679			26.22

Options Owned
Puts
Energy		730		4,987,535			1.11

Total options owned				4,987,535			1.11

Options Written
Calls
Energy		15		(4,380	)		(0.00	)*
Puts
Energy		1,675		(4,278,583	)		(0.95	)

Total options written				(4,282,963	)		(0.95	)

Total fair value			$	(110,268,761	)		(24.52	)%


*		Due to rounding

See accompanying notes to financial statements.

F-106

CMF SandRidge Master Fund L.P.
Statements of Income and Expenses
for the years ended
December 31, 2009, 2008 and 2007


	2009		2008			2007

Income:
Net gains (losses) on trading of commodity interests:
Net realized gains (losses) on closed contracts	$	18,484,633	$	209,086,188		$	40,099,593
Change in net unrealized gains (losses) on open contracts		80,708,073		(109,479,479	)		634,796

Gain (loss) from trading, net		99,192,706		99,606,709			40,734,389
Interest Income		388,904		4,119,717			9,737,038

Total income (loss)		99,581,610		103,726,426			50,471,427

Expenses:
Clearing fees		623,298		390,792			677,706
Professional fees		210,642		269,306			261,470

Total expenses		833,940		660,098			939,176

Net income (loss)	$	98,747,670	$	103,066,328		$	49,532,251

Net income (loss) per Redeemable Unit of Limited Partnership interest (Notes 1 and 6)	$	388.51	$	468.42		$	242.28

Weighted average units outstanding		275,661.9324		241,781.3550			212,935.2422

See accompanying notes to financial statements.

F-107

CMF SandRidge Master Fund L.P.
Statements of Changes in Partners’ Capital
for the years ended
December 31, 2009, 2008 and 2007


	Partners’
	Capital

Partners’ Capital at December 31, 2006	$	215,065,486
Net income (loss)		49,532,251
Sale of 69,725.8292 Redeemable Units of Limited Partnership Interest		89,474,602
Redemption of 24,714.6195 Redeemable Units of Limited Partnership Interest		(31,803,576	)
Distribution of interest income to feeder funds		(9,737,038	)

Partners’ Capital at December 31, 2007		312,531,725
Net income (loss)		103,066,328
Sale of 80,081.4747 Redeemable Units of Limited Partnership Interest		141,534,374
Redemption of 61,402.1561 Redeemable Units of Limited Partnership Interest		(103,294,264	)
Distribution of interest income to feeder funds		(4,119,717	)

Partners’ Capital at December 31, 2008		449,718,446
Net income (loss)		98,747,670
Sale of 127,771.5856 Redeemable Units of Limited Partnership Interest		270,602,300
Redemption of 64,512.0418 Redeemable Units of Limited Partnership Interest		(133,770,019	)
Distribution of interest income to feeder funds		(388,904	)

Partners’ Capital at December 31, 2009	$	684,909,493

Net Asset Value per Redeemable Unit of Limited Partnership Interest:



2007:	$	1,363.75


2008:	$	1,814.48


2009:	$	2,201.51

See accompanying notes to financial statements.

F-108

CMF SandRidge Master Fund L.P.
Notes to Financial Statements
December 31, 2009


1.	Partnership Organization:

CMF SandRidge Master Fund L.P. (the “Master”) is a limited partnership that was organized under the partnership laws of the State of New York to engage in the speculative trading of a diversified portfolio of commodity interests including futures contracts, options, swaps and forward contracts. The commodity interests that are traded by the Master are volatile and involve a high degree of market risk. The Master may trade commodity futures and option contracts of any kind but intends initially to trade solely energy and energy related products. The Master is authorized to sell an unlimited number of redeemable units of Limited Partnership Interest (“Redeemable Units”).

Ceres Managed Futures LLC (formerly Citigroup Managed Futures LLC), a Delaware limited liability company, acts as the general partner (the “General Partner”) and commodity pool operator of the Master. The General Partner is wholly owned by Morgan Stanley Smith Barney Holdings LLC (“MSSB Holdings”), a newly registered non-clearing futures commission merchant and a member of the National Futures Association (“NFA”). Morgan Stanley, indirectly through various subsidiaries, owns 51% of MSSB Holdings. Citigroup Global Markets Inc. (“CGM”), the commodity broker and a selling agent for the Master, owns 49% of MSSB Holdings. Citigroup Inc. (“Citigroup”), indirectly through various subsidiaries, wholly owns CGM. Prior to July 31, 2009, the date as of which MSSB Holdings became its owner, the General Partner was wholly owned by Citigroup Financial Products Inc., a wholly owned subsidiary of Citigroup Global Markets Holdings Inc., the sole owner of which is Citigroup.

On December 1, 2005 (commencement of trading operations), Bristol Energy Fund L.P., (formerly Smith Barney Bristol Energy Fund L.P.) (“Bristol”) allocated substantially all of its capital to the Master. Bristol purchased 14,461.8400 Redeemable Units with cash equal to $14,477,858 and a contribution of open commodity futures and options positions with a fair value of $(16,018). On May 1, 2006, two separate private investors (“Private Investor I” and “Private Investor II”) each allocated substantially all of their capital to the Master. Private Investor I purchased 23,073.5521 Redeemable Units with cash equal to $28,000,000 and Private Investor II purchased 4,944.3326 Redeemable Units with cash equal to $6,000,000. On October 1, 2006, CMF SandRidge Feeder (Cayman) Ltd. (“SandRidge Feeder”) and Energy Advisors Portfolio L.P., (formerly Citigroup Energy Advisors Portfolio L.P.) (“Energy Advisors”) each allocated substantially all of their capital to the Master. SandRidge Feeder purchased 22,075.2638 Redeemable Units with cash equal to $25,000,000. Energy Advisors purchased 2,092.7350 Redeemable Units with cash equal to $2,370,000. On April 1, 2007, Diversified 2000 Futures Fund L.P., (formerly Citigroup Diversified 2000 Futures Fund L.P.) (“Diversified 2000”) purchased 7,659.0734 Redeemable Units with cash equal to $9,635,703. On March 1, 2009, Tactical Diversified Futures Fund L.P., (formerly Citigroup Diversified Futures Fund L.P.) (“Tactical Diversified), purchased 14,408.1177 Redeemable Units with cash equal to $27,000,000. On June 1, 2009, Diversified Multi-Advisor Futures Fund L.P., (“Diversified”), (formerly Smith Barney Diversified Futures Fund L.P.) and Diversified Multi-Advisors Futures Fund L.P. II, (“Diversified II”), (formerly Smith Barney Diversified Futures Fund L.P. II) each allocated a portion of their capital to the Master. Diversified purchased 1,370.9885 Redeemable Units with cash equal to $2,818,836. Diversified II purchased 2,086.0213 Redeemable Units with cash equal to 4,288,986. The Master was formed to permit commodity pools managed now and in the future by SandRidge Capital, L.P. (the “Advisor”) using the Energy Program, the Advisor’s proprietary systematic trading program, to invest together in one trading vehicle.

The Master operates under a structure where its investors are Bristol, Private Investor I, Private Investor II, SandRidge Feeder, Energy Advisors, Diversified 2000, Tactical Diversified, Diversified and Diversified II (each a “Feeder,” collectively the “Funds”) with approximately 70.1%, 4.2%, 0.7%, 9.0%, 1.3%, 2.0%, 11.7%, 0.4% and 0.6% investments in the Master at December 31, 2009, respectively. Bristol, Private Investor I, Private Investor II, SandRidge Feeder, Energy Advisors and Diversified 2000 had approximately 75.3%, 5.2%, 0.9%, 13.7%, 2.1% and 2.8% investments in the Master at December 31, 2008, respectively.

F-109

CMF SandRidge Master Fund L.P.
Notes to Financial Statements
December 31, 2009

On July 1, 2009, the Financial Accounting Standards Board (“FASB”) issued Statement of Financial Accounting Standards (“FAS”) No. 168, The FASB Accounting Standards Codification and the Hierarchy of Generally Accepted Accounting Principles, also known as FASB Accounting Standards Codification (“ASC”) 105, “Generally Accepted Accounting Principles” (“ASC 105”) (the “Codification”). ASC 105 established the exclusive authoritative reference for U.S. Generally Accepted Accounting Principles (“GAAP”) for use in financial statements except for Securities Exchange Commission (“SEC”) rules and interpretive releases, which are also authoritative GAAP for SEC registrants. The Codification supersedes all existing non-SEC accounting and reporting standards. The Codification is the single source of authoritative accounting principles generally accepted in the United States and applies to all financial statements issued after September 15, 2009.


2.	Accounting Policies:


	a.	Use of Estimates. The preparation of financial statements and accompanying notes in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, income and expenses, and related disclosures of contingent assets and liabilities in the financial statements and accompanying notes. In making these estimates and assumptions, management has considered the effects, if any, of events occurring after the date of the Master’s Statements of Financial Condition through the date the financial statements were issued. As a result, actual results could differ from these estimates.

	b.	Statement of Cash Flows. The Master is not required to provide a Statement of Cash Flows as permitted by ASC 230, Statement of Cash Flows (formerly, FAS No. 102 “Statement of Cash Flows-Exemption of Certain Enterprises and Classification of Cash Flows from Certain Securities Acquired for Resale”).

	c.	Master’s Investments. All commodity interests of the Master (including derivative financial instruments and derivative commodity instruments) are held for trading purposes. The commodity interests are recorded on trade date and open contracts are recorded at fair value (as described below) at the measurement date. Investments in commodity interests denominated in foreign currencies are translated into U.S. dollars at the exchange rates prevailing at the measurement date. Gains or losses are realized when contracts are liquidated. Unrealized gains or losses on open contracts are included as a component of equity in trading account on the Statements of Financial Condition. Realized gains or losses and any change in net unrealized gains or losses from the preceding period are reported in the Statements of Income and Expenses.

Master’s Fair Value Measurements. The Master adopted ASC 820, Fair Value Measurements and Disclosures (formerly, FAS No. 157, “Fair Value Measurements”) as of January 1, 2008, which defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 establishes a framework for measuring fair value and expands disclosures regarding fair value measurements in accordance with GAAP. The fair value hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to fair values derived from unobservable inputs (Level 3). The level in the fair value hierarchy within which the fair value measurement in its entirety falls shall be determined based on the lowest level input that is significant to the fair value measurement in its entirety. The Master did not apply the deferral allowed by ASC 820 for nonfinancial assets and nonfinancial liabilities measured at fair value on a nonrecurring basis.

F-110

CMF SandRidge Master Fund L.P.
Notes to Financial Statements
December 31, 2009

In 2009, the Master adopted amendments to ASC 820, Fair Value Measurements and Disclosure (formerly, FAS No. 157-4. “Determining Fair Value when the Volume and Level of Activity for the Asset or Liability Have Significantly Decreased and Identifying Transactions That Are Not Orderly”) which reaffirms that fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date under current market conditions. These amendments to ASC 820 also reaffirm the need to use judgment in determining if a formerly active market has become inactive and in determining fair values when the market has become inactive. These amendments to ASC 820 are required for interim and annual reporting periods ending after June 15, 2009. Management has concluded that based on available information in the marketplace, there has not been a decrease in the volume and level of activity in the Master’s Level 2 assets and liabilities. The adoption of the amendments to ASC 820 had no effect on the Master’s Financial Statements.

The Master considers prices for exchange traded commodity futures, forwards and options contracts to be based on unadjusted quoted prices in active markets for identical assets (Level 1). The values of non-exchange traded forwards, swaps and certain options contracts for which market quotations are not readily available are priced by broker-dealers who derive fair values for those assets from observable inputs (Level 2). As of and for the years ended December 31, 2009 and 2008, the Master did not hold any derivative instruments for which market quotations are not available and which are priced by broker-dealer who derive fair values for those assets from observable inputs (Level 2) or that are priced at fair value using unobservable inputs through the application of management’s assumptions and internal valuation pricing models (Level 3).


				Quoted Prices in					Significant
				Active Markets for			Significant Other		Unobservable
				Identical Sets			Observable Inputs		Inputs
	12/31/2009			(Level 1)			(Level 2)		(Level 3)

Assets
Options owned	$	1,092,800		$	1,092,800		$	—	$	—

Total assets	$	1,092,800		$	1,092,800		$	—	$	—

Liabilities
Futures and Exchange Cleared Swaps	$	29,412,753		$	29,412,753		$	—	$	—
Options written		1,249,600			1,249,600			—		—

Total liabilities		30,662,353			30,662,353			—		—

Total fair value	$	(29,569,553	)	$	(29,569,553	)	$	—	$	—


				Quoted Prices in					Significant
				Active Markets for			Significant Other		Unobservable
				Identical Assets			Observable Inputs		Inputs
	12/31/2008			(Level 1)			(Level 2)		(Level 3)

Assets
Options owned	$	4,987,535		$	4,987,535		$	—	$	—

Total assets	$	4,987,535		$	4,987,535		$	—	$	—

Liabilities
Futures and Exchange Cleared Swaps	$	110,973,333		$	110,973,333		$	—	$	—
Options written		4,282,963			4,282,963			—		—

Total liabilities		115,256,296			115,256,296			—		—

Total fair value	$	(110,268,761	)	$	(110,268,761	)	$	—	$	—

F-111

CMF SandRidge Master Fund L.P.
Notes to Financial Statements
December 31, 2009


	d.	Futures Contracts. The Master trades futures contracts. Exchange cleared swaps included in futures and exchange cleared swaps are swaps that are traded as futures. A futures contract is a firm commitment to buy or sell a specified quantity of investments, currency or a standardized amount of a deliverable grade commodity, at a specified price on a specified future date, unless the contract is closed before the delivery date or if the delivery quantity is something where physical delivery cannot occur (such as the S&P 500 Index), whereby such contract is settled in cash. Payments (“variation margin”) may be made or received by the Master each business day, depending on the daily fluctuations in the value of the underlying contracts, and are recorded as unrealized gains or losses by the Master. When the contract is closed, the Master records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Because transactions in futures contracts require participants to make both initial margin deposits of cash or other assets and variation margin deposits, through the futures broker, directly with the exchange on which the contracts are traded, credit exposure is limited. Realized gains (losses) and changes in unrealized gains (losses) on futures contracts are included in the Statements of Income and Expenses.

	e.	Options. The Master may purchase and write (sell), both exchange listed and over-the-counter, options on commodities or financial instruments. An option is a contract allowing, but not requiring, its holder to buy (call) or sell (put) a specific or standard commodity or financial instrument at a specified price during a specified time period. The option premium is the total price paid or received for the option contract. When the Master writes an option, the premium received is recorded as a liability in the Statements of Financial Condition and marked to market daily. When the Master purchases an option, the premium paid is recorded as an asset in the Statements of Financial Condition and marked to market daily. Realized gains (losses) and changes in unrealized gains (losses) on options contracts are included in the Statements of Income and Expenses.


	f.	Income and Expenses Recognition. All of the income and expenses and realized and unrealized gains and losses on trading of commodity interests are determined on each valuation day and allocated pro rata among the Funds at the time of such determination.


	g.	Income Taxes. Income taxes have not been provided as each partner is individually liable for the taxes, if any, on their share of the Master’s income and expenses.

In 2007, the Master adopted ASC 740, Income Taxes (formerly, FAS No. 48, “Accounting for Uncertainty in Income Taxes”). ASC 740 provides guidance for how uncertain tax positions should be recognized, measured, presented and disclosed in the financial statements. ASC 740 requires the evaluation of tax positions taken or expected to be taken in the course of preparing the Master’s financial statements to determine whether the tax positions are “more-likely-than-not” to be sustained by the applicable tax authority. Tax positions with respect to tax at the Master level not deemed to meet the “more-likely-than-not” threshold would be recorded as a tax benefit or expense in the current year. The General Partner has concluded that no provision for income tax is required in the Master’s financial statements.

The following is the major tax jurisdiction for the Master and the earliest tax year subject to examination: United States — 2006.


	h.	Subsequent Events. In 2009, the Master adopted ASC 855, Subsequent Events (formerly, FAS No. 165, “Subsequent Events”). The objective of ASC 855 is to establish general standards of accounting for and disclosure of events that occur after the balance sheet date but before financial statements are issued or available to be issued. Management has determined that there were no subsequent events requiring adjustment or disclosure in the financial statements.


	i.	Recent Accounting Pronouncements. In January 2010, the FASB issued Accounting Standards Update No. 2010-06 (“ASU 2010-06”), “Improving Disclosures about Fair Value Measurements”, which, among other things, amends ASC 820 to require entities to separately present purchases, sales, issuances, and settlements in their reconciliation of Level 3 fair value measurements (i.e. to

F-112

CMF SandRidge Master Fund L.P.
Notes to Financial Statements
December 31, 2009


		present such items on a gross basis rather than on a net basis), and which clarifies existing disclosure requirements provided by ASC 820 regarding the level of disaggregation and the inputs and valuation techniques used to measure fair value for measurements that fall within either Level 2 or Level 3 of the fair value hierarchy. ASU 2010-06 is effective for interim and annual periods beginning after December 15, 2009, except for the disclosures about purchases, sales, issuances, and settlements in the roll forward of activity in Level 3 fair value measurements (which are effective for fiscal years beginning after December 15, 2010, and for interim periods within those fiscal years). Management is currently assessing the impact that the adoption of ASU 2010-06 will have on the Master’s financial statements disclosures.


		In February 2010, the FASB issued Accounting Standards Update No. 2010-09 (“ASU 2010-09”), “Subsequent Events (Topic 855): Amendments to Certain Recognition and Disclosure Requirements,” which among other things amended ASC 855 to remove the requirement for an SEC filer to disclose the date through which subsequent events have been evaluated. This change alleviates potential conflicts between ASC 855 and the SEC’s requirements. All of the amendments in this update are effective upon issuance of this update. Management has included the provisions of these amendments in the financial statements.

	j.	Certain prior period amounts have been reclassified to conform to current year presentation.

	k.	Net Income (Loss) per Redeemable Unit. Net income (loss) per Redeemable Unit is calculated in accordance with investment company guidance. See footnote 6 for Financial Highlights.


3.	Agreements:


	a.	Limited Partnership Agreement:

The General Partner administers the business and affairs of the Master including selecting one or more advisors to make trading decisions for the Master.


	b.	Management Agreement:


	c.	Customer Agreement:

The Master has entered into a customer agreement (the “Customer Agreement”) with CGM whereby CGM provides services which include, among other things, the execution of transactions for the Master’s account in accordance with orders placed by the Advisor. All exchange, clearing, user, give-up, floor brokerage and NFA fees (collectively the “clearing fees”) are borne by the Master. All other fees including CGM’s direct brokerage commission shall be borne by the Funds. All of the Master’s assets are deposited in the Master’s account at CGM. The Master’s cash is deposited by CGM in segregated bank accounts to the extent required by Commodity Futures Trading Commission regulations. At December 31, 2009 and 2008, the amounts of cash held by the Master for margin requirements were $22,651,198 and $29,705,022, respectively. The Customer Agreement may be terminated upon notice by either party.


4.	Trading Activities:

F-113

CMF SandRidge Master Fund L.P.
Notes to Financial Statements
December 31, 2009

The Customer Agreement between the Master and CGM gives the Master the legal right to net unrealized gains and losses on open futures and exchange cleared swap contracts. The Master nets, for financial reporting purposes, the unrealized gains and losses on open futures and forward contracts on the Statements of Financial Condition as the criteria under ASC 210, Balance Sheet (formerly, FASB Interpretation No. 39, “Offsetting of Amounts Related to Certain contracts”) have been met.

All of the commodity interests owned by the Master are held for trading purposes. The average number of futures, exchange cleared swap and option contracts traded for the year ended December 31, 2009, based on a quarterly calculation was 68,224.

The following table indicates the fair values of derivative instruments of futures, exchange cleared swap and option contracts as separate assets and liabilities for the year ended December 31, 2009.


	December 31, 2009				December 31, 2009

Assets				Assets
Futures and Exchange Cleared Swap Contracts				Options Owned
Energy	$	37,079,802		Energy	$	1,092,800

Total unrealized appreciation on open futures and exchange cleared swap contracts	$	37,079,802		Options owned	$	1,092,800	**

Liabilities				Liabilities
Futures and Exchange Cleared Swap Contracts				Options Written
Energy	$	(66,492,555	)	Energy	$	(1,249,600	)

Total unrealized depreciation on open futures and exchange cleared swap contracts	$	(66,492,555	)	Options written	$	(1,249,600	)***

Net unrealized depreciation on open futures contracts	$	(29,412,753	)*


*		This amount is in “Net unrealized depreciation on open futures and exchange cleared swap contracts” on the Statements of Financial Condition.

**		This amount is in “Options owned at fair value” on the Statements of Financial Condition.

***		This amount is in “Options written at fair value” on the Statements of Financial Condition.

The following table indicates the trading gains and losses, by market sector, on derivative instruments for the year ended December 31, 2009.


	December 31, 2009
Sector	Gain (loss) from trading

Energy	$	99,192,706

Total	$	99,192,706	****


****		This amount is in “Gain(loss) from trading, net ” on the Statements of Income and Expenses.

F-114

CMF SandRidge Master Fund L.P.
Notes to Financial Statements
December 31, 2009


5.	Subscriptions, Distributions and Redemptions:

Subscriptions are accepted monthly from investors and they become Limited Partners on the first day of the month after their subscription is processed. A Limited Partner may withdraw all or part of their capital contribution and undistributed profits, if any, from the Masters in multiples of the Net Asset Value per Redeemable Unit of Limited Partnership Interest as of the end day of any day (the “Redemption Date”) after a request for redemption has been made to the General Partner at least 3 days in advance of the Redemption Date. The Redeemable Units are classified as a liability when the Limited Partner elects to redeem and informs the Master.


6.	Financial Highlights:

Changes in the Net Asset Value per Redeemable Unit of Limited Partnership Interest for the years ended December 31, 2009, 2008 and 2007 were as follows:


	2009			2008			2007

Net realized and unrealized gains (losses)*	$	387.81		$	451.86		$	197.11
Interest income		1.48			17.69			46.35
Expenses**		(0.78	)		(1.13	)		(1.18	)

Increase (decrease) for the year		388.51			468.42			242.28
Distribution of interest income to feeder funds		(1.48	)		(17.69	)		(46.35	)
Net Asset Value per Redeemable Unit of Limited Partnership Interest, beginning of year		1,814.48			1,363.75			1,167.82

Net Asset Value per Redeemable Unit of Limited Partnership Interest, end of year	$	2,201.51		$	1,814.48		$	1,363.75


*		Includes clearing fees.


**		Excludes clearing fees.


	2009			2008			2007

Ratios to average net assets:
Net investment income (loss)***		(0.1	)%		0.9	%		3.3	%

Operating expenses		0.1	%		0.2	%		0.3	%

Total return		21.3	%		34.3	%		20.8	%


***		Interest income less total expenses.


7.	Financial Instrument Risks:

In the normal course of its business, the Master 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, options and swaps whose values are based upon an underlying asset, index, or reference rate, and generally represent future commitments to exchange currencies or cash balances, 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 forwards and option contracts. OTC contracts are negotiated between contracting parties and include certain forwards and option contracts. Each of these instruments is subject to various risks similar

F-115

CMF SandRidge Master Fund L.P.
Notes to Financial Statements
December 31, 2009

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.

The Advisor will concentrate the Master’s trading in energy related markets. Concentration in a limited number of commodity interests may subject the Master’s account to greater volatility than if a more diversified portfolio of contracts.

The General Partner monitors and attempts to control the Master’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 Master may be subject. These monitoring systems generally 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, exchange cleared swaps and options positions by sector, margin requirements, gain and loss transactions and collateral positions.

The majority of these instruments mature within one year of the inception date. However, due to the nature of the Master’s business, these instruments may not be held to maturity.

F-116

Selected unaudited quarterly financial data for SandRidge Master for the years ended December 31, 2009 and 2008 are summarized below:


	For the period from			For the period from		For the period from		For the period from
	October 1, 2009 to			July 1, 2009 to		April 1, 2009 to		January 1, 2009 to
	December 31, 2009			September 30, 2009		June 30, 2009		March 31, 2009
Net realized and unrealized trading gains (losses) net of brokerage commissions and clearing fees including interest income	$	(7,776,936	)	$	34,084,889	$	31,810,672	$	40,839,687
Net income (loss)	$	(7,833,376	)	$	34,047,914	$	31,760,955	$	40,772,177
Increase (decrease) in Net Asset Value per Redeemable Unit	$	(21.17	)	$	125.50	$	122.39	$	161.79


	For the period from		For the period from			For the period from		For the period from
	October 1, 2008 to		July 1, 2008 to			April 1, 2008 to		January 1, 2008 to
	December 31, 2008		September 30, 2008			June 30, 2008		March 31, 2008
Net realized and unrealized trading gains (losses) net of brokerage commissions and clearing fees including interest income	$	10,020,345	$	(31,305,268	)	$	66,997,344	$	57,623,213
Net income (loss)	$	9,955,370	$	(31,370,244	)	$	66,929,871	$	57,551,331
Increase (decrease) in Net Asset Value per Redeemable Unit	$	39.67	$	(131.21	)	$	297.96	$	262.00

F-117

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.

KPMG LLP (“KPMG”) was previously the principal accountant for the Partnership through June 26, 2008. On June 27, 2008, KPMG was dismissed as principal accountant and PricewaterhouseCoopers LLP (“PwC”) was engaged as the independent registered public accounting firm. From June 27, 2008 through July 22, 2009, PwC was the principal accountant for the Partnership. On July 22, 2009, PwC was dismissed as principal accountant and on July 23, 2009 Deloitte & Touche LLP (“Deloitte”) was engaged as the independent registered public accounting firm. The decision to change accountants was approved by the General Partner of the Partnership.

In connection with the audit of the fiscal year ended December 31, 2008, and through July 22, 2009, and the audit of the fiscal year ended December 31, 2007, and through June 26, 2008, there were no disagreements with PwC or KPMG, respectively, on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedures, which disagreements if not resolved to their satisfaction would have caused them to make reference thereto in their report on the financial statements for the corresponding year.

The respective audit report of PwC and KPMG on the financial statements of the Partnership as of and for the years ended December 31, 2008 and 2007, respectively, did not contain any adverse opinion or disclaimer of opinion, nor was it qualified or modified as to uncertainty, audit scope, or accounting principle.

Item 9A(T). Controls and Procedures.

The Partnership’s disclosure controls and procedures are designed to ensure that information required to be disclosed under the Exchange Act is accumulated and communicated to management, including the Chief Executive Officer (CEO) and Chief Financial Officer (CFO) of the General Partner, to allow for timely decisions regarding required disclosure and appropriate SEC filings.

Management is responsible for ensuring that there is an adequate and effective process for establishing, maintaining and evaluating disclosure controls and procedures for the Partnership’s external disclosures.

The General Partner’s CEO and CFO have evaluated the effectiveness of the Partnership’s disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act) as of December 31, 2009 and, based on that evaluation, the CEO and CFO have concluded that at that date the Partnership’s disclosure controls and procedures were effective.

The Partnership’s internal control over financial reporting is a process under the supervision of the General Partner’s CEO and CFO to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements in accordance with GAAP. These controls include policies and procedures that:

	•		pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the Partnership;

	•		provide reasonable assurance that (i) transactions are recorded as necessary to permit preparation of financial statements in accordance with GAAP, and (ii) the Partnership’s receipts are handled and expenditures are made only pursuant to authorizations of the General Partner; and

	•		provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Partnership’s assets that could have a material effect on the financial statements.

The report included in “Item 8. Financial Statements and Supplementary Data.” includes management’s report on internal control over financial reporting (“Management’s Report”) and an attestation report of the Partnership’s registered public accounting firm regarding internal control over financial reporting. Management’s Report was not required to be audited by the Partnership’s registered public accounting firm pursuant to temporary rules of the SEC that permit the Partnership to provide only management’s report in this annual report. Management elected to have its internal control over financial reporting audited.

There were no changes in the Partnership’s internal control over financial reporting during the fiscal quarter ended December 31, 2009 that materially affected, or are reasonably likely to materially affect, the Partnership’s internal control over financial reporting.

Item 9B. Other Information.

None.

PART III

Item 10. Directors, Executive Officers and Corporate Governance.

The Partnership has no officers or directors and its affairs are managed by its General Partner. Investment decisions are made by the Advisors.

The officers and directors of Ceres Managed Futures LLC (f/k/a, Citigroup Managed Futures LLC) (the “General Partner”) are Jerry Pascucci (President, Chief Investment Officer and Director), Jennifer Magro (Chief Financial Officer, Vice President and Director), Daryl Dewbrey (Secretary and Director), Shelley Deavitt Ullman (Senior Vice President and Director) and Raymond Nolte (Director). Each director holds office until his or her successor is elected, or until his or her earlier death, resignation or removal. Vacancies on the board of directors may be filled by appointment by the sole member of the General Partner, Morgan Stanley Smith Barney Holdings LLC which wholly owns the General Partner, or by unanimous vote of the remaining directors, depending on the circumstances of the vacancy. The officers of the General Partner are designated by the General Partner’s board of directors. Each officer holds office until his or her death, resignation or removal.

Mr. Pascucci, age 40, is President, Chief Investment Officer and Director of the General Partner (since March 2007, May 2005 and June 2005, respectively). Mr. Pascucci’s principal status was approved by the National Futures Association (“NFA”) in June 2005. He is also registered as an associated person of the General Partner (since June 2009) and of Morgan Stanley Smith Barney LLC (“Morgan Stanley Smith Barney”) (since August 2009). From March 2007 to July 2009, Mr. Pascucci was a Managing Director of Citigroup Alternative Investments LLC (“CAI”), a division of Citigroup Inc. (“Citigroup”) that administers its hedge fund and fund of funds businesses, and until July 2009, its commodity pool business. He was also Chief Investment Officer of CAI’s Hedge Fund Management Group from March 2007 to July 2009. He was registered as an associated person of Citigroup Global Markets Inc. (“Citigroup Global Markets”) from February 2006 to July 2009. Mr. Pascucci has been responsible for trading advisor selection, due diligence and portfolio construction for managed futures funds and accounts since May 1999. Between May 1996 and May 1999, Mr. Pascucci served as a Senior Credit Risk Officer for Citigroup Global Markets, focused primarily on market and counterparty risks associated with Citigroup Global Markets’ commodity pool and hedge fund clients. Prior to joining Citigroup Global Markets in May 1996, Mr. Pascucci was employed (from October 1992) by ABN AMRO North America at its European American Bank subsidiary as a corporate banking officer where he facilitated the establishment of credit lines and other loan facilities for corporate clients.

Ms. Magro, age 38, is Chief Financial Officer, Director and Vice President of the General Partner (since October 2006, May 2005 and August 2001, respectively). Ms. Magro’s principal status was approved by the NFA in June 2005. She was also a Managing Director of CAI and Chief Operating Officer of CAI’s Hedge Fund Management Group from October 2006 to July 2009. Ms. Magro is responsible for the financial, administrative and operational functions of the General Partner. She is also responsible for the accounting and financial and regulatory reporting of the General Partner’s managed futures funds. From March 1999 to July 2009, Ms. Magro was responsible for the accounting and financial and regulatory reporting of Citigroup’s managed futures funds. She had similar responsibilities with CAI’s Hedge Fund Management Group (from October 2006 to July 2009). Prior to joining Citigroup Global Markets in January 1996, Ms. Magro was employed by Prudential Securities Inc. (from July 1994) as a staff accountant whose duties included the calculation of net asset values for commodity pools and real estate investment products.

Mr. Dewbrey, age 39, is Secretary and Director of the General Partner (since July 2009 and March 2007, respectively). He registered as an associated person of the General Partner in January 2004 and became a principal of the General Partner in March 2007. He is also registered as an associated person of Morgan Stanley Smith Barney (since August 2009). He was registered as an associated person of Citigroup Global Markets from March 1998 to July 2009. Mr. Dewbrey has worked with the General Partner in varying capacities since April 2001, and, since May 2005, Mr. Dewbrey has been head of managed futures product development. Mr. Dewbrey was a director of CAI responsible for marketing and client services for CAI’s Hedge Fund Management Group from February 2007 to July 2009. From October 1997 to September 2000, Mr. Dewbrey was head of Citigroup Global Markets’ managed futures trading desk. In September 2000, Mr. Dewbrey was selected for the Salomon Smith Barney Sales and Trading Training Program. Mr. Dewbrey began his career in the futures markets with Rosenthal Collins Group, a futures brokerage firm, where he worked from May 1990 to October 1997 in varying capacities on the trading floors of the Chicago Board of Trade, COMEX and the New York Mercantile Exchange. Mr. Dewbrey is a member of the Managed Funds Association and the Futures Industry Association.

Ms. Ullman, age 51, is a Managing Director of Citigroup Global Markets’ Futures Division and a Senior Vice President and Director of the General Partner (since May 1997 and April 1994, respectively). Ms. Ullman’s principal status was approved by the NFA in June 1994. She was registered as an associated person of the General Partner from January 2004 to July 2009. Ms. Ullman is registered as an associated person of Citigroup Global Markets (since July 1993). She is also the branch manager of the Citigroup Global Markets branch that supports the General Partner (since January 2002). Previously, Ms. Ullman was a Vice President of Lehman Brothers (October 1985 to July 1993), with responsibility for execution, administration, operations and performance analysis for managed futures funds and accounts. She was registered as an associated person of Lehman Brothers Inc. (from February 1983 to July 1993) and was principal of Lehman Brothers Capital Management Corp. (from April 1989 to July 1993).

Mr. Nolte, age 48, is the Chief Executive Officer and the Chairman of the Investment Committee of CAI’s Hedge Fund Management Group. He registered as an associated person and became a principal of the General Partner in March 2007. He was appointed a Director of the General Partner in March 2007. He is also registered as an associated person of Citigroup Global Markets (since October 2005). He registered as an associated person and became a principal of CAI in March 2007. Prior to joining CAI in September 2005, Mr. Nolte worked at Deutsche Bank and its affiliate Deutsche Asset Management (from June 1999 to September 2005). He was registered as an associated person and was a principal of DB Capital Advisors Inc. (from July 2000 to May 2005) and DB Investment Managers Inc. (from May 2002 to June 2005). Prior to that, Mr. Nolte worked for Bankers Trust (from May 1983 until the firm was acquired by Deutsche Bank in June 1999). During his employment at Deutsche Asset Management, Mr. Nolte served as the Global Head and Chief Investment Officer of the DB Absolute Return Strategies (“DB ARS”) Fund of Funds business, the Chairman of the DB ARS Fund of Funds Investment Committee, the Vice Chairman of DB ARS and Head of the Single Manager Hedge Fund business. While employed at Deutsche Bank and Deutsche Asset Management, Mr. Nolte’s duties included overseeing the firm’s fund of funds and hedge fund businesses. Mr. Nolte was the founder and head of the Investment Committee for the Topiary Fund, Deutsche Bank’s first fund of hedge funds. The DB ARS Fund of Hedge Funds platform grew to $7 billion in assets under management during Mr. Nolte’s tenure. That business was comprised of several multi-manager, multi-strategy funds as well as single strategy funds and separate accounts.

The Partnership has not adopted a code of ethics that applies to officers because it has no officers. In addition, the Partnership has not adopted any procedures by which investors may recommend nominees to the Partnership’s board of directors, and has not established an audit committee because it has no board of directors.

Item 11. Executive Compensation.

The Partnership has no directors or officers. Its affairs are managed by the General Partner. CGM, an affiliate of the General Partner, is the commodity broker for the Partnership and receives brokerage commissions for such services, as described under “Item 1. Business.” Brokerage commissions and clearing fees of $2,255,697 were earned by CGM for the year ended December 31, 2009. Management fees and incentive fees of $732,811 and $29,522, respectively, were earned by the Advisors for the year ended December 31, 2009.

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

(a) Security ownership of certain beneficial owners. As of February 28, 2010, the Partnership knows of no person who beneficially owns more than 5% of the Redeemable Units outstanding.

(b) Security ownership of management. Under the terms of the Limited Partnership Agreement, the Partnership’s affairs are managed by the General Partner. The General Partner owns Units of general partnership interest equivalent to 280.4039 Redeemable Units (1.5%) as of December 31, 2009.

Principles of the General Partner who own Redeemable Units. None.

Item 13. Certain Relationship and Related Transactions, and Director Independence.

CGM and the General Partner would be considered promoters for purposes of item 404 (d) of Regulation S-K. The nature and the amounts of compensation each promoter will receive from the Partnership are set forth under “Item 1. Business,” “Item 11. Executive Compensation,” and “Item 8. Financial Statements and Supplementary Data.”

Item 14. Principal Accountant Fees and Services.

(1) Audit Fees. The aggregate fees billed for each of the last two fiscal years for professional services rendered by Deloitte in the period from July 23, 2009 through December 31, 2009, PwC in the period from June 27, 2008 through December 31, 2008 and KPMG in the period from January 1, 2008 through June 26, 2008 for the audit of the Partnership’s annual financial statements, review of financial statements included in the Partnership’s Forms 10-Q and 10-K and other services normally provided in connection with regulatory filings or engagements were:


Deloitte	$	62,216
PwC	$	49,578
KPMG	$	4,940

(2) Audit-Related Fees. None

(3) Tax Fees. In the last two fiscal years, Deloitte did not provide any professional services for tax compliance, tax advice or tax planning. The aggregate fees billed for each of the last two fiscal years for professional services rendered by PwC for tax compliance and tax advice given in the preparation of the Partnership’s Schedule K1s, the preparation of the Partnership’s Form 1065 and preparation of all State Tax Returns were:


2009	$	20,000
2008	$	22,200

(4) All Other Fees. None.

(5) Not Applicable.

(6) Not Applicable.

PART IV

Item 15. Exhibits, Financial Statement Schedules.


(a) (1)		Financial Statements:

		Statements of Financial Condition at December 31, 2009 and 2008.

		Schedules of Investments at December 31, 2009 and 2008.

		Statements of Income and Expenses for the years ended December 31, 2009, 2008 and 2007.

		Statements of Changes in Partners’ Capital for the years ended December 31, 2009, 2008 and 2007.

		Notes to Financial Statements.

(2)

Exhibits:

3.1		Limited Partnership Agreement (filed as Exhibit 3.1 to the Registration Statement on Form S-1 filed on February 9, 1994).

3.2(a)		Certificate of Limited Partnership of the Partnership as filed in the office of the Secretary of State of the State of New York on October 13, 1993 (filed as Exhibit 3.2 to the Registration Statement on Form S-1 filed on February 9, 1994).

(b)		Certificate of Amendment of the Certificate of Limited Partnership of the Partnership as filed in the office of the Secretary of State of the State of New York, dated October 1, 1999 (filed as Exhibit 3.2(b) to the Form 10-Q filed on November 16, 2009).

(c)		Certificate of Amendment of the Certificate of Limited Partnership of the Partnership as filed in the office of the Secretary of State of the State of New York, dated May 21, 2003 (filed as Exhibit 3.2(c) to the Form 10-Q filed on November 16, 2009).

(d)		Certificate of Amendment of the Certificate of Limited Partnership of the Partnership as filed in the office of the Secretary of State of the State of New York, dated September 21, 2005 (filed as Exhibit 3.2(d) to the Form 10-Q filed on November 16, 2009).

(e)		Certificate of Amendment of the Certificate of Limited Partnership of the Partnership as filed in the office of the Secretary of State of the State of New York, dated September 19, 2008 (filed as Exhibit 3.2(e) to the Form 10-Q filed on November 16, 2009).

(f)		Certificate of Amendment of the Certificate of Limited Partnership of the Partnership as filed in the office of the Secretary of State of the State of New York, dated September 28, 2009 (filed as an exhibit to the Form 8-K filed on September 30, 2009).

10.1		Customer Agreement between the Partnership and Smith Barney Shearson Inc. (filed as Exhibit 10.1 to the Registration Statement on Form S-1 filed on February 9, 1994).

10.2		Escrow Instructions relating to escrow of subscription funds (filed as Exhibit 10.3 to the Registration Statement on Form S-1 filed on February 9, 1994).

10.3(a)		Management Agreement among the Partnership, the General Partner and Willowbridge Associates, Inc. (filed as an exhibit to the Form 10-K filed on March 29, 2000).

(b)		Letter extending Management Agreement with Willowbridge Associates, Inc. for 2009 (filed herein).

10.4(a)		Management Agreement among the Partnership, the General Partner and Winton Capital Management Limited (filed as an exhibit to the Form 10-K filed on March 27, 2002).

(b)		Letter extending Management Agreement with Winton Capital Management Limited for 2009 (filed herein).

10.5(a)		Management Agreement among the Partnership, the General Partner and Graham Capital Management L.P. (filed as an exhibit to the Form 10-K filed on March 27, 2002).

(b)		Letter extending Management Agreement with Graham Capital Management L.P. for 2009 (filed herein).

10.6(a)		Management Agreement among the Partnership, the General Partner and Eckhardt Trading Company (filed as an exhibit to the Form 10-Q filed on August 14, 2008).

(b)		Letter extending Management Agreement with Eckhardt Trading Company for 2009 (filed herein).

10.7(a)		Management Agreement among the Partnership, the General Partner and SandRidge Capital LP (filed as Exhibit 10.1 to the Form 8-K filed on June 2, 2009).

(b)		Letter extending Management Agreement with SandRidge Capital LP for 2009 (filed herein).

10.8		Joinder Agreement among the Partnership, Citigroup Managed Futures LLC, Citigroup Global Markets Inc. and Morgan Stanley Smith Barney LLC (filed as Exhibit 10 to the Form 10-Q filed on August 14, 2009).

16.1		Letter dated July 23, 2009 from PricewaterhouseCoopers LLP regarding Change in Certifying Accountant (filed as Exhibit 16.1 to the Form 8-K filed on July 24, 2009).

16.2		Letter dated June 26, 2008 from KPMG LLP regarding Change in Certifying Accountant (filed as Exhibit 16.1 to the Form 8-K filed on July 1, 2008).

The exhibits required to be filed by Item 601 of regulation S-K are incorporated herein by reference


31.1			Rule 13a-14(a)/15d-14(a) Certification (Certification of President and Director). (filed herein)

31.2			Rule 13a-14(a)/15d-14(a) Certification (Certification of Chief Financial Officer and Director). (filed herein)

32.1			Section 1350 Certification (Certification of President and Director). (filed herein)

32.2			Section 1350 Certification (Certification of Chief Financial Officer and Director). (filed herein)

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, on the 31st day of March 2009.

Diversified Multi-Advisor Futures Fund L.P.


By:		Ceres Managed Futures LLC

		(General Partner)

By:		/s/ Jerry Pascucci

		Jerry Pascucci, President and Director

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 date indicated.


/s/ Jerry Pascucci				/s/ Daryl Dewbrey

Jerry Pascucci				Daryl Dewbrey
President and Director Ceres Managed Futures LLC				Director Ceres Managed Futures LLC

/s/ Jennifer Magro

Jennifer Magro
Chief Financial Officer and Director
(Principal Accounting Officer) Ceres Managed Futures LLC

/s/ Raymond Nolte

Raymond Nolte
Director Ceres Managed Futures LLC

/s/ Shelley Deavitt Ullman Shelley Deavitt Ullman
Director Ceres Managed Futures LLC

Supplemental Information to be Furnished With Reports Filed Pursuant to Section 15(d) of the Act by Registrants Which Have Not Registered Securities Pursuant to Section 12 of the Act.

Annual Report to Limited Partners

No proxy material has been sent to Limited Partners.

DIVERSIFIED MULTI-ADVISOR FUTURES FUND L.P. - FORM 10-K - March 31, 2010

Attached files

DIVERSIFIED MULTI-ADVISOR FUTURES FUND L.P. Reports