FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

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

                     OF THE SECURITIES EXCHANGE ACT OF 1934

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

                     OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarter ended March 31, 2003

Commission File Number 0-16526

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

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

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

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

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

                                                             Yes X    No ____

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

                                                            Yes _____ No X

<PAGE>



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

                                                                    Page
                                                                    Number

PART I - Financial Information:

    Item 1.        Financial Statements:

                   Statements of Financial Condition at
                   March 31, 2003 and December 31,
                   2002 (unaudited).                                    3

                   Condensed Schedules of Investments
                   at March 31, 2003 and December 31,
                   2002 (unaudited).                                  4 - 5

                   Statements of Income and Expenses
                   and Partners' Capital for the three
                   months ended March 31, 2003 and 2002
                   (unaudited).                                        6

                   Notes to Financial Statements
                   (unaudited).                                     7 - 10

    Item 2.        Management's Discussion and Analysis
                   of Financial Condition and Results of
                   Operations                                      11 - 13

    Item 3.        Quantitative and Qualitative Disclosures
                   of Market Risk                                  14 - 15

    Item 4.        Controls and Procedures                            16

PART II - Other Information                                          17
                                       2
<PAGE>

                                     PART I

                          Item 1. Financial Statements

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


<TABLE>
<CAPTION>
<S>                                                                      <C>                            <C>
                                                                     MARCH 31,                   DECEMBER 31,
                                                                        2003                         2002
                                                              -------------------------      ----------------------

  ASSETS:

  Equity in commodity futures trading account:
    Cash (restricted $1,535,536 and $2,945,807 in 2003
    and 2002, respectively)                                               $ 23,240,733                $ 17,912,046
    Net unrealized (depreciation) appreciation on
    open positions *                                                          (561,466)                  1,850,754
                                                              -------------------------      ----------------------
                                                                             22,679,267                  19,762,800
  Interest receivable                                                           17,384                      15,554
                                                              -------------------------      ----------------------
                                                                           $ 22,696,651                $ 19,778,354
                                                              =========================      ======================

  LIABILITIES AND PARTNERS' CAPITAL:

  Liabilities:
   Accrued expenses:
    Commissions                                                               $ 64,250                    $ 72,150
    Other                                                                       51,267                      40,361
    Incentive fees                                                             247,976                           -
   Redemptions payable                                                         718,289                     179,069
                                                               -------------------------      ----------------------
                                                                             1,081,782                     291,580
                                                              -------------------------      ----------------------
  Partners' capital :

    General Partner, 44 Unit equivalents
      outstanding in 2003 and 2002                                             410,451                     358,139
    Limited Partners, 2,273.0950 and 2,350.0950 Units
      of Limited Partnership Interest
      outstanding in 2003 and 2002, respectively                            21,204,418                  19,128,635
                                                              -------------------------      ----------------------
                                                                            21,614,869                  19,486,774
                                                              -------------------------      ----------------------
                                                                          $ 22,696,651                $ 19,778,354
                                                              =========================      ======================

</TABLE>

  *  Forward contracts included in this balance are presented gross in the
     accompanying Condensed Schedule of Investments
  See Accompanying Notes to Unaudited Financial Statements.

                                        3
<PAGE>
                      Hutton Investors Futures Fund L.P. II
                        Condensed Schedule of Investments
                                 March 31, 2003
                                   (Unaudited)
<TABLE>
<CAPTION>
<S>                                                  <C>                                              <C>
Sector                                          Contract                                             Fair Value
------------------------------------           --------------------------------------------------  --------------
Currencies
                                               Unrealized appreciation on forward contracts 1.36%      $ 293,574
                                               Unrealized depreciation on forward contracts (3.58)%     (772,644)
                                                                                                     ------------
  Total Currencies  (2.22)%                                                                             (479,070)
                                                                                                     ------------
Energy
                                               Futures contracts purchased  (0.10)%                      (21,900)
                                               Futures contracts sold  (0.25)%                           (53,760)
                                                                                                     ------------
  Total Energy  (0.35)%                                                                                  (75,660)
                                                                                                     ------------

Grains
                                               Futures contracts purchased  0.00%*                           700
                                               Futures contracts sold  0.04%                               7,888
                                                                                                     ------------
  Total Grains  0.04%                                                                                      8,588
                                                                                                     ------------

Total Interest Rates U.S.  0.09%               Futures contracts purchased  0.09%                         19,375
                                                                                                     ------------
Interest Rates Non-U.S.
                                               Futures contracts purchased  0.26%                         56,257
                                               Futures contracts sold  (0.77)%                          (165,840)
                                                                                                     ------------
  Total Interest Rates Non-U.S.  (0.51)%                                                                (109,583)
                                                                                                     ------------

Total Livestock  (0.00)%*                      Futures contracts purchased  (0.00)%*                        (670)
                                                                                                     ------------

Metals
                                               Futures contracts purchased  0.13%                         28,623
                                                                                                     ------------
                                                 Total futures contracts 0.13%                            28,623

                                               Unrealized appreciation on forward contracts 1.75%        378,425
                                               Unrealized depreciation on forward contracts (2.21)%     (478,491)
                                                                                                     ------------
                                                 Total forward contracts  (0.46)%                       (100,066)
                                                                                                     ------------
  Total Metals  (0.33)%                                                                                  (71,443)
                                                                                                     ------------

Softs
                                               Futures contracts purchased  0.08%                         16,670
                                               Futures contracts sold  0.03%                               8,109
                                                                                                     ------------
  Total Softs  0.11%                                                                                      24,779
                                                                                                     ------------

Indices
                                               Futures contracts purchased  (0.04)%                       (8,990)
                                               Futures contracts sold  0.61%                             131,209
                                                                                                     ------------
  Total Indices   0.57%                                                                                  122,219
                                                                                                     ------------
Total Fair Value  (2.60)%                                                                             $ (561,466)
                                                                                                     ===========
                           Investments               % of Investments
Country Composition       at Fair Value                at Fair Value
---------------------    -----------------               ----------
Australia                   $ (53,319)                      (9.50)%
Canada                           (919)                      (0.16)
Germany                      (111,545)                     (19.87)
Japan                         195,667                       34.85
United Kingdom               (111,611)                     (19.88)
United States                (479,739)                     (85.44)
                          ------------                    ---------
                           $ (561,466)                    (100.00)%
                          ============                    =========
</TABLE>


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

                                        4
<PAGE>

                                Hutton Investors
                              Futures Fund L.P. II
                        Condensed Schedule of Investments
                                December 31, 2002
<TABLE>
<CAPTION>
<S>                            <C>                <C>                                                       <C>
Sector                  Number of Contracts    Contract                                                 Fair Value
------                 -------------------     --------                                                  ----------
Currencies                                     Unrealized depreciation on forward contracts (2.21)%      $(431,679)
                                               Unrealized appreciation on forward contracts  6.14%
                        EURO  21,400,000       EURO/USD 2.94%, March 19, 2003                              573,398
                                                             Other 3.20%                                   623,722
                                                                                                         ---------
                                                      Total forward contracts 3.93%                        765,441
                                                                                                         ---------
                                                Futures contracts sold 0.05%                                11,000
                                                Futures contracts purchased 0.14%                           26,588
                                                                                                         ---------
                                                      Total futures contracts 0.19%                         37,588
                                                                                                         ---------
  Total Currencies  4.12%                                                                                  803,029
                                                                                                         ---------

Total Energy  0.75%                             Futures contracts purchased 0.75%                          145,228
                                                                                                         ---------

Grains                                          Futures contracts sold 0.43%                                84,575
                                                Futures contracts purchased (0.03)%                         (5,385)
                                                                                                         ---------
  Total Grains  0.40%                                                                                       79,190
                                                                                                         ---------

Interest Rates                                  Futures contracts sold (0.48)%                             (92,719)
                                                Futures contracts purchased 0.72%                          140,228
                                                                                                         ---------
  Total Interest Rates U.S.  0.24%                                                                          47,509
                                                                                                         ---------

Total Interest Rates Non-U.S.  3.22%            Futures contracts purchased 3.22%                          627,010
                                                                                                         ---------

Livestock                                       Futures contracts sold 0.00% *                                 740
                                                Futures contracts purchased 0.04%                            7,240
                                                                                                         ---------
  Total Livestock  0.04%                                                                                     7,980
                                                                                                         ---------

Metals                                          Futures contracts sold (0.01)%                              (1,470)
                                                Futures contracts purchased 1.03%                          200,645
                                                                                                         ---------
                                                      Total futures contracts 1.02%                        199,175

                                                Unrealized depreciation on forward contracts (0.54)%      (106,773)
                                                Unrealized appreciation on forward contracts   0.11%        22,030
                                                                                                         ---------
                                                      Total forward contracts (0.43)%                      (84,743)
                                                                                                         ---------
  Total Metals  0.59%                                                                                      114,432
                                                                                                         ---------

Softs                                            Futures contracts sold 0.02%                                3,245
                                                 Futures contracts purchased 0.21%                          41,050
                                                                                                         ---------
  Total Softs  0.23%                                                                                        44,295
                                                                                                         ---------

Indices                                          Futures contracts sold 0.19%                               36,488
                                                 Futures contracts purchased (0.28)%                       (54,407)
                                                                                                         ---------
  Total Indices  (0.09)%                                                                                   (17,919)
                                                                                                         ---------

Total Fair Value 9.50%                                                                                  $1,850,754
                                                                                                        ==========
                                        Investments             % of Investments
Country Composition                    at Fair Value             at Fair Value
-----------------------      -------------------------- ------------------------
Australia                                  $55,016                   2.97%
Canada                                       4,532                   0.24
Germany                                    228,676                  12.36
Japan                                      197,886                  10.69
United Kingdom                              64,517                   3.49
United States                            1,300,127                  70.25
                                  --------------------- ------------------------
                                        $1,850,754                 100.00%
                                ======================= ========================

</TABLE>
Percentages are based on Partners' capital unless otherwise indicated
*Due to rounding
See Accompanying Notes to Financial Statements.

                                       5
<PAGE>
                      HUTTON INVESTORS FUTURES FUND L.P. II
             STATEMENTS OF INCOME AND EXPENSES AND PARTNERS' CAPITAL
                                   (UNAUDITED)


<TABLE>
<CAPTION>
<S>                                                                 <C>                          <C>
                                                                            THREE MONTHS ENDED
                                                                                MARCH 31,
                                                            ---------------------     ---------------------
                                                                       2003                     2002

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

Income:
  Net gains (losses) on trading of commodity
   interests:
  Realized gains (losses) on closed positions
    and foreign currencies                                            $ 5,662,262               $ (850,152)
  Change in unrealized losses on open
   positions                                                           (2,412,220)                (479,518)
                                                            ----------------------    ---------------------
                                                                        3,250,042               (1,329,670)
  Interest income                                                          47,889                   49,547
                                                            ----------------------    ---------------------
                                                                        3,297,931               (1,280,123)
                                                            ----------------------    ---------------------

Expenses:
  Brokerage commissions including clearing fees
    of $4,802 and $4,404, respectively                                    192,665                  181,572
  Other expenses                                                           10,906                   12,328
  Incentive fees                                                          247,976                        -
                                                           ----------------------     --------------------
                                                                          451,547                  193,900
                                                            ----------------------    ---------------------

  Net income (loss)                                                     2,846,384               (1,474,023)
  Redemptions                                                            (718,289)                (222,442)
                                                             ----------------------   ----------------------

  Net increase (decrease) in Partners' capital                          2,128,095               (1,696,465)

Partners' capital, beginning of period                                 19,486,774               15,588,481

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

Partners' capital, end of period                                      $21,614,869              $13,892,016
                                                            ======================    =====================

Net asset value per Unit
  (2,317.0950 and 2,498.0950 Units outstanding
  at March 31, 2003 and 2002, respectively)                            $ 9,328.43               $ 5,561.04
                                                            ======================    =====================
Net income (loss) per Unit of Limited Partnership
  Interest and General Partner Unit equivalent                         $ 1,188.91                $ (580.76)
                                                          ======================       ===================
</TABLE>


See Accompanying Notes to Unaudited Financial Statements.

                                        6
<PAGE>
                      HUTTON INVESTORS FUTURES FUND L.P. II
                          NOTES TO FINANCIAL STATEMENTS
                                 March 31, 2003
                                   (Unaudited)

1.General

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

     On April 7, 2003,  Smith Barney Futures  Management LLC changed its name to
Citigroup Managed Futures LLC. Citigroup Managed Futures LLC acts as the general
partner (the "General Partner") of the Partnership.  The Partnership's commodity
broker is Citigroup Global Markets Inc.  ("CGM"),  formerly Salomon Smith Barney
Inc. CGM is an affiliate of the General  Partner.  The General Partner is wholly
owned by Citigroup  Global Markets  Holdings Inc.  ("CGMHI"),  formerly  Salomon
Smith Barney  Holdings  Inc.,  which is the sole owner of CGM. CGMHI is a wholly
owned  subsidiary of Citigroup Inc. As of March 31, 2003, all trading  decisions
are made by John W. Henry & Company, Inc. and TrendLogic Associates,  Inc. (each
an  "Advisor",   collectively,  the  "Advisors").   Effective  March  31,  2003,
TrendLogic Associates, Inc. was terminated as an Advisor to the Partnership.

     The accompanying  financial statements are unaudited but, in the opinion of
management,  include  all  adjustments,  consisting  only  of  normal  recurring
adjustments,  necessary for a fair presentation of the  Partnership's  financial
condition  at March  31,  2003 and  December  31,  2002 and the  results  of its
operations for the three months ended March 31, 2003 and 2002.  These  financial
statements  present  the  results  of interim  periods  and do not  include  all
disclosures  normally provided in annual financial  statements.  You should read
these  financial  statements  together with the financial  statements  and notes
included  in the  Partnership's  annual  report  on Form  10-K  filed  with  the
Securities and Exchange Commission for the year ended December 31, 2002.

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


                                       7
<PAGE>

                      HUTTON INVESTORS FUTURES FUND L.P. II
                          NOTES TO FINANCIAL STATEMENTS
                                 March 31, 2003
                                   (Unaudited)
                                   (Continued)

2.     Financial Highlights:

     Changes in net asset  value per Unit for the three  months  ended March 31,
     2003 and 2002 were as follows:


                                    THREE-MONTHS ENDED
                                        MARCH  31,
                                     2003         2002
<TABLE>
<CAPTION>
<S>                                 <C>            <C>
Net realized and unrealized
 gains(losses) *              $   1,277.04    $ (595.43)
Interest income 20.00                19.52
Expenses **                        (108.13)       (4.85)
                                  --------       -------
Increase (decrease) for
 period                           1,188.91      (580.76)
Net Asset Value per Unit,
  beginning of period             8,139.52     6,141.80
Net Asset Value per Unit,        ---------     --------
  end of period                  $9,328.43   $ 5,561.04
                                 =========     ========
*      Includes brokerage commissions
**     Excludes brokerage commissions

Ratios to average net assets: ***

   Net investment loss before
    incentive fees ****              (2.9)%     (3.9)%
                                     ======     =====

   Operating expenses                 3.8%        5.2%
   Incentive fees                     4.6%        0.0%
                                     -----        -----
   Total expenses                     8.4%        5.2%
                                     =====        ====
Total return:

   Total return before incentive
    fees                             18.2%       (9.5)%
   Incentive fees                    (3.6)%      (0.0)%
                                     -----       ------
   Total return after incentive
    fees                             14.6%       (9.5)%
                                     =====        ====
</TABLE>

***      Annualized
****     Interest income less total expenses (exclusive of incentive fees)

The  above  ratios  may vary for  individual  investors  based on the  timing of
capital transactions during the period.

                                       8
<PAGE>

                      HUTTON INVESTORS FUTURES FUND L.P. II
                          NOTES TO FINANCIAL STATEMENTS
                                 March 31, 2003
                                   (Unaudited)
                                   (Continued)

3.  Trading Activities:

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

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

     All of the  commodity  interests  owned  by the  Partnership  are  held for
trading  purposes.  The average fair values  during the three and twelve  months
ended March 31, 2003 and December 31, 2002, based on a monthly calculation, were
$2,830,242  and  $1,802,674,  respectively.  The fair  value of these  commodity
interests,  including  options  thereon,  if  applicable,  at March 31, 2003 and
December 31, 2002, were $(561,466) and $1,850,754, respectively. Fair values for
exchange traded commodity  futures and options are based on quoted market prices
for those futures and options.  Fair values for all other financial  instruments
for which market  quotations are not readily available are based on calculations
approved by the General Partner.

4.       Financial Instrument Risk:

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



                                       9
<PAGE>

                      HUTTON INVESTORS FUTURES FUND L.P. II
                          NOTES TO FINANCIAL STATEMENTS
                                 March 31, 2003
                                   (Unaudited)
                                   (Continued)

 because of the greater risk of default by the counterparty to an OTC contract.

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

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

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

     The majority of these instruments mature within one year of March 31, 2003.
However, due to the nature of the Partnership's business,  these instruments may
not be held to maturity.

                                       10
<PAGE>

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

Liquidity and Capital Resources

     The Partnership does not engage in the sale of goods or services.  Its only
assets are its equity in its commodity  futures trading  account,  consisting of
cash, net  unrealized  appreciation  (depreciation)  on open futures and forward
contracts and interest  receivable.  Because of the low margin deposits normally
required in commodity  futures  trading,  relatively  small price  movements may
result in substantial losses to the Partnership.  While substantial losses could
lead to a  substantial  decrease in  liquidity,  no such losses  occurred in the
Partnership's first quarter of 2003.

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

     For the three months ended March 31, 2003,  Partnership  capital  increased
10.9% from  $19,486,774 to  $21,614,869.  This increase was  attributable to net
income  from  operations  of  $2,846,384,  which  was  partially  offset  by the
redemption of 77 Units resulting in an outflow of $718,289.  Future  redemptions
can impact the amount of funds  available for  investment in commodity  contract
positions in subsequent months.

Critical Accounting Policies

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

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


                                       11
<PAGE>

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

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

Results of Operations

     During the  Partnership's  first  quarter of 2003,  the net asset value per
Unit  increased  14.6% from  $8,139.52 to $9,328.43 as compared to a decrease of
9.5% in the first  quarter of 2002.  The  Partnership  experienced a net trading
gain before brokerage  commissions and related fees in the first quarter of 2003
of  $3,250,042.  Gains were primarily  attributable  to the trading of commodity
futures in  currencies,  energy,  softs,  U.S and  non-U.S.  interest  rates and
indices and were  partially  offset by losses in grains,  livestocks and metals.
The Partnership  experienced a net trading loss before brokerage commissions and
related fees in the first quarter of 2002 of  $1,329,670.  Losses were primarily
attributable to the trading of commodity futures in indices, currencies, grains,
softs,  U.S. and non-U.S.  interest rates and were partially  offset by gains in
energy, livestock and metals.

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


                                       12
<PAGE>

     Interest income on 80% of the Partnership's daily equity maintained in cash
was earned at the monthly  average  13-week U.S.  Treasury  Bill yield.  CGM may
continue  to maintain  the  Partnership  assets in cash and/or  place all of the
Partnership  assets in 90-day  Treasury bills and pay the Partnership 80% of the
interest  earned on the  Treasury  bills  purchased.  CGM will retain 20% of any
interest  earned on Treasury  bills.  Interest income for the three months ended
March 31, 2003  decreased by $1,658 as compared to the  corresponding  period in
2002. The decrease in interest income is primarily due to a decrease in interest
rates during the three months ended March 31, 2003 as compared to 2002.

     Brokerage  commissions  are based on the number of trades  executed  by the
Advisors.  Brokerage  commissions  and fees for the three months ended March 31,
2003 increased by $11,093 as compared to the  corresponding  period in 2002. The
increase in  commissions  and fees is  primarily  due to higher net assets,  and
therefore higher number of round turns,  during the three months ended March 31,
2003 as compared to 2002.

     Incentive  fees are  based on the new  trading  profits  generated  by each
Advisor as defined in the  advisory  agreements  between  the  Partnership,  the
General Partner and each Advisor. Trading performance for the three months ended
March  31,  2003  and  2002  resulted  in  incentive  fees of  $247,976  and $0,
respectively.


                                       13
<PAGE>

Item 3.  Quantitative and Qualitative Disclosures of Market Risk

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

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

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

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

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


                                       14
<PAGE>

     The following table indicates the trading Value at Risk associated with the
Partnership's  open  positions  by market  category as of March 31, 2003 and the
highest and lowest  value at any point  during the three  months ended March 31,
2003.  All open position  trading risk  exposures of the  Partnership  have been
included in calculating  the figures set forth below.  As of March 31, 2003, the
Partnership's total  capitalization was $21,614,869.  There has been no material
change in the trading Value at Risk information previously disclosed in the Form
10-K for the year ended December 31, 2002.

                                 March 31, 2003
                                   (Unaudited)
<TABLE>
<CAPTION>
<S>                                   <C>            <C>            <C>            <C>
                                                                       Year to Date
                                                                       % of Total
                                                                    High            Low
Market Sector                  Value at Risk   Capitalization   Value at Risk    Value at Risk

Currencies:
  - OTC Contracts                $  317,250         1.47%     $  1,054,384  $    253,548
Energy                              157,600         0.73%          439,000       122,300
Grains                               17,750         0.08%           41,000        17,350
Interest Rates U.S.                  36,750         0.17%          256,600        36,750
Interest Rates Non-U.S.             423,522         1.96%          918,330       240,324
Livestock                             3,000         0.01%            6,550         2,400
Metals:
 - Exchange Traded Contracts         65,000         0.30%          139,500        64,000
 - OTC Contracts                    101,925         0.47%          216,600        65,550
Softs                                42,769         0.20%           96,992        42,185
Indices                             268,235         1.24%          493,380       208,911
                                  ---------         ----
Total                            $1,433,801         6.63%
                                  =========         ====
</TABLE>

                                       15
<PAGE>

Item 4. Controls and Procedures

     Based on their  evaluation  of the  Partnership's  disclosure  controls and
procedures  as of a date within 90 days of the filing of this report,  the Chief
Executive  Officer and Chief Financial Officer have concluded that such controls
and procedures are effective.

     There were no significant changes in the Partnership's internal controls or
in other factors that could significantly affect such controls subsequent to the
date of their evaluation.


                                       16
<PAGE>

                            PART II OTHER INFORMATION

Item 1.   Legal Proceedings -

          The following  information  supplements  and amends our discussion set
     forth under Part I, Item 3 "Legal Proceedings" in the Partnership's  Annual
     Report on Form 10-K for the fiscal year ended December 31, 2002.

Settlement Of Certain Regulatory Matters

          On April  28,  2003,  Salomon  Smith  Barney  Inc.  (SSB),  now  named
     Citigroup  Global  Markets  Inc.,   announced  final  agreements  with  the
     Securities and Exchange Commission,  the National Association of Securities
     Dealers,  the New York Stock Exchange and the New York Attorney General (as
     lead state among the 50 states,  the  District of Columbia and Puerto Rico)
     to resolve on a civil basis all of their  outstanding  investigations  into
     its research and IPO allocation and distribution  practices. As part of the
     settlements,  SSB has consented to the entry of (1) an injunction under the
     federal  securities  laws to be entered in the United States District Court
     for  the  Southern  District  of  New  York,  barring  SSB  from  violating
     provisions of the federal  securities  laws and related NASD and NYSE rules
     relating to research, certain IPO allocation practices, the safeguarding of
     material  nonpublic  information  and the maintenance of required books and
     records,  and  requiring SSB to adopt and enforce new  restrictions  on the
     operation of research;  (2) an NASD Acceptance Waiver and Consent requiring
     SSB to cease and desist from  violations  of  corresponding  NASD rules and
     requiring SSB to adopt and enforce the same new  restrictions;  (3) an NYSE
     Stipulation  and Consent  requiring SSB to cease and desist from violations
     of corresponding NYSE rules and requiring SSB to adopt and enforce the same
     new restrictions;  and (4) an Assurance of Discontinuance with the New York
     Attorney General containing substantially the same or similar restrictions.
     As  required  by  the  settlements,  SSB  expects  to  enter  into  related
     settlements  with each of the other  states,  the  District of Columbia and
     Puerto  Rico.  Consistent  with the  settlement-in-principle  announced  in
     December  2002,  these  settlements  require  SSB to pay $300  million  for
     retrospective  relief, plus $25 million for investor education,  and commit
     to spend $75  million to provide  independent  third-party  research to its
     clients at no charge. SSB reached these final settlement agreements without
     admitting or denying any  wrongdoing or liability.  The  settlements do not
     establish wrongdoing or liability for purposes of any other proceeding. The
     $300 million was accrued during the fourth quarter of 2002.

Enron:

New Power Holdings Actions

          On April  17,  2003,  the  motion to  dismiss  the  complaints  in the
     putative class actions  relating to the New Power Holdings common stock was
     denied.

Additional Actions

          On March 5, 2003, an action was brought on behalf of the purchasers of
     the Yosemite  Notes and Enron Credit Linked Notes,  alleging  violations of
     federal securities laws.

          On April 9, 2003,  an action was brought by a group of related  mutual
     funds that purchased certain Yosemite Notes,  alleging  violations of state
     securities law and common law claims.

Research:

In Re At&T Corporation Securities Litigation

          By order dated March 27, 2003, the court denied  plaintiffs'  leave to
     amend their complaint to add as defendants  Citigroup,  SSB, and certain of
     their executive officers and current and former employees.

                                       17
<PAGE>


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

Item 3.  Defaults Upon Senior Securities - None

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

Item 5.  Other Information - None

Item 6. The exhibits required to be filed by Item 601 of Regulation  S-K are
        incorporated  herein by reference to the exhibit index of the
        Partnership's Report on Form 10-K for the period ended December
        31, 2002.

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

              (b) Reports on Form 8-K -  None
                                       18
<PAGE>

                                   SIGNATURES


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

 HUTTON  INVESTORS FUTURES FUND L.P. II


By:   Citigroup Managed Futures LLC
           (General Partner)


By:   /s/ David J. Vogel
          David J. Vogel
          President and Director

Date:    5/13/03

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

By:   Citigroup Managed Futures LLC
           (General Partner)


By:   /s/ David J. Vogel
          David J. Vogel
          President and Director


Date:    5/13/03



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


Date:    5/13/03

                                       19
<PAGE>

                                  CERTIFICATION

I, David J. Vogel, certify that:

1.   I have  reviewed  this  quarterly  report on Form 10-Q of Hutton  Investors
     Futures Fund L.P. II;

2.   Based on my knowledge,  this  quarterly  report does not contain any untrue
     statement of a material fact or omit to state a material fact  necessary to
     make the statements  made, in light of the  circumstances  under which such
     statements  were made, not misleading with respect to the period covered by
     this quarterly report;

3.   Based on my  knowledge,  the  financial  statements,  and  other  financial
     information  included  in this  quarterly  report,  fairly  present  in all
     material  respects the  financial  condition,  results of operations of the
     registrant as of, and for, the periods presented in this quarterly report;

4.   The  registrant's  other  certifying  officer  and  I are  responsible  for
     establishing and maintaining disclosure controls and procedures (as defined
     in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

     a.   designed  such  disclosure  controls  and  procedures  to ensure  that
          material  information  relating  to  the  registrant,   including  its
          consolidated subsidiaries,  is made known to us by others within those
          entities,  particularly  during  the  period in which  this  quarterly
          report is being prepared;

     b.   evaluated the  effectiveness of the registrant's  disclosure  controls
          and procedures as of a date within 90 days prior to the filing date of
          this quarterly report (the "Evaluation Date"); and

     c.   presented  in  this  quarterly   report  our  conclusions   about  the
          effectiveness  of the disclosure  controls and procedures based on our
          evaluation as of the Evaluation Date;

5.   The registrant's  other certifying  officer and I have disclosed,  based on
     our most recent  evaluation,  to the  registrant's  auditors  and the audit
     committee of  registrant's  board of directors (or persons  performing  the
     equivalent function):
                                       20
<PAGE>


     a.   all  significant  deficiencies  in the design or operation of internal
          controls  which could  adversely  affect the  registrant's  ability to
          record,  process,   summarize  and  report  financial  data  and  have
          identified for the  registrant's  auditors any material  weaknesses in
          internal controls; and

     b.   any fraud, whether or not material,  that involves management or other
          employees who have a  significant  role in the  registrant's  internal
          controls; and

6.   The  registrant's  other  certifying  officer and I have  indicated in this
     quarterly report whether or not there were significant  changes in internal
     controls  or in other  factors  that could  significantly  affect  internal
     controls  subsequent to the date of our most recent  evaluation,  including
     any corrective actions with regard to significant deficiencies and material
     weaknesses.

Date: May 13, 2003


                 /s/David J. Vogel
                    David J. Vogel
                    President and Director
                                       21
<PAGE>

                                                                    Exhibit 99.1

                            CERTIFICATION PURSUANT TO
                             18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Hutton  Investors  Futures Fund, L.P.
II (the  "Partnership")  on Form 10-Q for the period  ending  March 31,  2003 as
filed with the  Securities  and  Exchange  Commission  on the date  hereof  (the
"Report"),  I, David J.  Vogel,  President  and  Director of  Citigroup  Managed
Futures LLC, certify, pursuant to 18 U.S.C. ss. 1350, as adopted pursuant to ss.
906 of the Sarbanes-Oxley Act of 2002, that:

     (1)  The Report fully  complies with the  requirements  of section 13(a) or
          15(d) of the Securities Exchange Act of 1934; and

     (2)  The  information  contained  in the  Report  fairly  presents,  in all
          material respects,  the financial  condition and results of operations
          of the Partnership.


/s/ David J.Vogel
    David J. Vogel
    Citigroup Managed Futures LLC
    President and Director
    May 13, 2003
                                       22
<PAGE>

                                  CERTIFICATION


I, Daniel R. McAuliffe, Jr., certify that:

1.   I have  reviewed  this  quarterly  report on Form 10-Q of Hutton  Investors
     Futures Fund L.P. II;

2    Based on my knowledge,  this  quarterly  report does not contain any untrue
     statement of a material fact or omit to state a material fact  necessary to
     make the statements  made, in light of the  circumstances  under which such
     statements  were made, not misleading with respect to the period covered by
     this quarterly report;

3.   Based on my  knowledge,  the  financial  statements,  and  other  financial
     information  included  in this  quarterly  report,  fairly  present  in all
     material  respects the  financial  condition,  results of operations of the
     registrant as of, and for, the periods presented in this quarterly report;

4.   The  registrant's  other  certifying  officer  and  I are  responsible  for
     establishing and maintaining disclosure controls and procedures (as defined
     in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

          a.   designed such  disclosure  controls and procedures to ensure that
               material  information  relating to the registrant,  including its
               consolidated  subsidiaries,  is made known to us by others within
               those  entities,  particularly  during  the  period in which this
               quarterly report is being prepared;

          b.   evaluated  the  effectiveness  of  the  registrant's   disclosure
               controls and  procedures as of a date within 90 days prior to the
               filing date of this quarterly report (the "Evaluation Date"); and

          c.   presented  in this  quarterly  report our  conclusions  about the
               effectiveness of the disclosure  controls and procedures based on
               our evaluation as of the Evaluation Date;

5.   The registrant's  other certifying  officer and I have disclosed,  based on
     our most recent  evaluation,  to the  registrant's  auditors  and the audit
     committee of  registrant's  board of directors (or persons  performing  the
     equivalent function):

                                       23
<PAGE>

          a.   all  significant  deficiencies  in the  design  or  operation  of
               internal  controls which could adversely  affect the registrant's
               ability to record,  process,  summarize and report financial data
               and have  identified for the  registrant's  auditors any material
               weaknesses in internal controls; and

          b.   any fraud,  whether or not material,  that involves management or
               other employees who have a significant  role in the  registrant's
               internal controls; and

6.   The  registrant's  other  certifying  officer and I have  indicated in this
     quarterly report whether or not there were significant  changes in internal
     controls  or in other  factors  that could  significantly  affect  internal
     controls  subsequent to the date of our most recent  evaluation,  including
     any corrective actions with regard to significant deficiencies and material
     weaknesses.

Date: May 13, 2003



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



                                       24
<PAGE>


                                                                   Exhibit 99.2


                            CERTIFICATION PURSUANT TO
                             18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Hutton  Investors  Futures Fund, L.P.
II (the  "Partnership")  on Form 10-Q for the period  ending  March 31,  2003 as
filed with the  Securities  and  Exchange  Commission  on the date  hereof  (the
"Report"), I, Daniel R. McAuliffe,  Jr., Chief Financial Officer and Director of
Citigroup  Managed  Futures LLC,  certify,  pursuant to 18 U.S.C.  ss. 1350,  as
adopted pursuant to ss. 906 of the Sarbanes-Oxley Act of 2002, that:

(1)  The Report fully complies with the  requirements  of section 13(a) or 15(d)
     of the Securities Exchange Act of 1934; and

(2)  The information  contained in the Report fairly  presents,  in all material
     respects,  the  financial  condition  and  results  of  operations  of  the
     Partnership.

/s/ Daniel R. McAuliffe , Jr.
    Daniel R. McAuliffe, Jr.
    Citigroup Managed Futures LLC
    Chief Financial Officer and Director
May 13, 2003

                                       25