Table of Contents

FORM10-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 ( ) TRANSITIONREPORT UNDER SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGEACT OF 1934

For the Quarter ended June 30,2006

Commission File Number0-16526

HUTTON INVESTORS FUTURES FUND L.P.II

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|--|
|  |  |
|  |

(Exact name ofregistrant as specified in its charter)

|                                                               |  |  |                                    |
|---------------------------------------------------------------|--|--|------------------------------------|
| Delaware                                                      |  |  | 13-3406160                         |
| (State or other jurisdiction of incorporation ororganization) |  |  | (I.R.S. EmployerIdentificationNo.) |
|                                                               |

c/o Citigroup Managed Futures LLC 731Lexington Avenue. – 25th Fl. New York, New York10022

|  |
|--|
|  |  |
|  |

(Address and ZipCode of principal executive offices)

(212)559-2011

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|--|
|  |  |
|  |

(Registrant'stelephone number, including area code)

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

YesX     No     

Indicate bycheck mark whether the registrant is a large accelerated filer, anaccelerated filer, or a non-accelerated filer. See definition of‘‘accelerated filer and large acceleratedfiler’’ in Rule 12b-2 of the Exchange Act. (check one):

Large accelerated filer          Acceleratedfiler          Non-accelerated filerX

Indicate by check mark whether the registrantis a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes          NoX

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HUTTON INVESTORS FUTURESFUND L.P. II

FORM 10-Q

INDEX

|                               |  |  |                                                                                                                            |  |  |            |
|-------------------------------|--|--|----------------------------------------------------------------------------------------------------------------------------|--|--|------------|
|                          |  |  |                                                                                                                       |  |  | PageNumber |
| PARTI - FinancialInformation: |  |  |                                                                                                                       |
| Item1.                        |  |  | FinancialStatements:                                                                                                       |  |  |       |
|                          |  |  | Statements of FinancialCondition at June 30, 2006 and December 31, 2005 (unaudited)                                        |  |  | 3          |
|                          |  |  | CondensedSchedules of Investments at June 30, 2006 and December 31, 2005(unaudited)                                        |  |  | 4 - 5      |
|                          |  |  | Statements ofIncome and Expenses and Partners' Capital for the three and sixmonths ended June 30, 2006 and 2005(unaudited) |  |  | 6          |
|                          |  |  | Statements of CashFlows for the three and six months ended June 30, 2006 and 2005(unaudited)                               |  |  | 7          |
|                          |  |  | Notes to FinancialStatements (unaudited)                                                                                   |  |  | 8 -11      |
| Item2.                        |  |  | Management's Discussionand Analysis of Financial Condition and Results of Operations                                       |  |  | 12 - 13    |
| Item3.                        |  |  | Quantitative and Qualitative Disclosures about Market Risk                                                                 |  |  | 14 - 15    |
| Item 4.                       |  |  | Controlsand Procedures                                                                                                     |  |  | 16         |
| PART II - OtherInformation    |  |  | 17                                                                                                                         |
|                               |

2

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Table of Contents

PART I

Item 1.Financial Statements

Hutton Investors Futures Fund L.P.IIStatements of FinancialCondition(Unaudited)

|                                                                                                                                      |  |  |              |   |            |                 |  |  |  |   |            |  |
|--------------------------------------------------------------------------------------------------------------------------------------|--|--|--------------|---|------------|-----------------|--|--|--|---|------------|--|
|                                                                                                                                 |  |  | June30, 2006 |   |            | December31,2005 |
| Assets:                                                                                                                              |  |  |              |   |       |                 |  |  |  |   |       |  |
| Equityin commodity futures tradingaccount:                                                                                           |  |  |              |   |       |                 |  |  |  |   |       |  |
| Cash (restricted$1,926,618 and $2,282,549 in 2006 and 2005,respectively)                                                             |  |  |              | $ | 14,493,539 |                 |  |  |  | $ | 16,265,128 |  |
| Unrealizedappreciation on open forwardcontracts                                                                                      |  |  |              |   | 18,986     |                 |  |  |  |   | 1,003,185  |  |
|                                                                                                                                 |  |  |              |   | 14,512,525 |                 |  |  |  |   | 17,268,313 |  |
| Interestreceivable                                                                                                                   |  |  |              |   | 47,593     |                 |  |  |  |   | 42,864     |  |
|                                                                                                                                 |  |  |              | $ | 14,560,118 |                 |  |  |  | $ | 17,311,177 |  |
| Liabilitiesand Partners'Capital:                                                                                                     |  |  |              |   |       |                 |  |  |  |   |       |  |
| Liabilities:                                                                                                                         |  |  |              |   |       |                 |  |  |  |   |       |  |
| Netunrealized depreciation on open futurespositions                                                                                  |  |  |              | $ | 171,685    |                 |  |  |  | $ | 9,227      |  |
| Unrealizeddepreciation on open forwardcontracts                                                                                      |  |  |              |   | 202,876    |                 |  |  |  |   | 371,315    |  |
| Accruedexpenses:                                                                                                                     |  |  |              |   |       |                 |  |  |  |   |       |  |
| Brokeragecommissions                                                                                                                 |  |  |              |   | 58,350     |                 |  |  |  |   | 53,500     |  |
| Other                                                                                                                                |  |  |              |   | 49,727     |                 |  |  |  |   | 61,969     |  |
| Redemptionspayable                                                                                                                   |  |  |              |   | 166,053    |                 |  |  |  |   | 327,128    |  |
|                                                                                                                                 |  |  |              |   | 648,691    |                 |  |  |  |   | 823,139    |  |
| Partners'Capital:                                                                                                                    |  |  |              |   |       |                 |  |  |  |   |       |  |
| General Partner,44 Unit equivalents outstanding in 2006 and2005                                                                      |  |  |              |   | 332,106    |                 |  |  |  |   | 359,841    |  |
| LimitedPartners, 1,799.0950 and 1,972.0950 Redeemable Units of LimitedPartnership Interest outstanding in 2006 and 2005,respectively |  |  |              |   | 13,579,321 |                 |  |  |  |   | 16,128,197 |  |
|                                                                                                                                 |  |  |              |   | 13,911,427 |                 |  |  |  |   | 16,488,038 |  |
|                                                                                                                                 |  |  |              | $ | 14,560,118 |                 |  |  |  | $ | 17,311,177 |  |
|                                                                                                                                      |

Seeaccompanying Notes to Financial Statements.

3

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Hutton Investors Futures Fund L.P. IICondensed Schedule of InvestmentsJune 30,2006(Unaudited)

|                                                  |  |  |           |   |          |                      |  |  |  |  |        |    |
|--------------------------------------------------|--|--|-----------|---|----------|----------------------|--|--|--|--|--------|----|
|                                             |  |  | FairValue |   |          | % ofPartners'Capital |
| FuturesContractsPurchased                        |  |  |           |   |     |                      |  |  |  |  |   |    |
| Energy                                           |  |  |           | $ | 60,115   |                      |  |  |  |  | 0.43   | %  |
| Grains                                           |  |  |           |   | 9,456    |                      |  |  |  |  | 0.07   |    |
| InterestRates NonU.S.                            |  |  |           |   | (49,313  | )                    |  |  |  |  | (0.35  | )  |
| Softs                                            |  |  |           |   | 3,345    |                      |  |  |  |  | 0.02   |    |
| Totalfutures contractspurchased                  |  |  |           |   | 23,603   |                      |  |  |  |  | 0.17   |    |
| FuturesContractsSold                             |  |  |           |   |     |                      |  |  |  |  |   |    |
| Energy                                           |  |  |           |   | 97,480   |                      |  |  |  |  | 0.70   |    |
| Grains                                           |  |  |           |   | (67,512  | )                    |  |  |  |  | (0.49  | )  |
| Indices                                          |  |  |           |   | (60,092  | )                    |  |  |  |  | (0.43  | )  |
| InterestRates U.S.                               |  |  |           |   | (13,094  | )                    |  |  |  |  | (0.09  | )  |
| InterestRates NonU.S.                            |  |  |           |   | 15,928   |                      |  |  |  |  | 0.11   |    |
| Metals                                           |  |  |           |   | (102,375 | )                    |  |  |  |  | (0.74  | )  |
| Softs                                            |  |  |           |   | (65,623  | )                    |  |  |  |  | (0.47  | )  |
| Totalfutures contractssold                       |  |  |           |   | (195,288 | )                    |  |  |  |  | (1.41  | )  |
| UnrealizedAppreciation on ForwardContracts       |  |  |           |   |     |                      |  |  |  |  |   |    |
| Currencies                                       |  |  |           |   | 18,986   |                      |  |  |  |  | 0.14   |    |
| Totalunrealized appreciation on forwardcontracts |  |  |           |   | 18,986   |                      |  |  |  |  | 0.14   |    |
| UnrealizedDepreciation on ForwardContracts       |  |  |           |   |     |                      |  |  |  |  |   |    |
| Currencies                                       |  |  |           |   | (202,876 | )                    |  |  |  |  | (1.46  | )  |
| Totalunrealized depreciation on forwardcontracts |  |  |           |   | (202,876 | )                    |  |  |  |  | (1.46  | )  |
| Totalfair value                                  |  |  |           | $ | (355,575 | )                    |  |  |  |  | (2.56  | )% |
|                                                  |

Percentages are based onPartners' Capital unless otherwise indicated.

See accompanying Notes to FinancialStatements.

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Hutton Investors Futures Fund L.P.IICondensed Schedule of InvestmentsDecember 31, 2005(Unaudited)

|                                                  |  |  |           |   |           |                      |  |  |  |  |        |    |
|--------------------------------------------------|--|--|-----------|---|-----------|----------------------|--|--|--|--|--------|----|
|                                             |  |  | FairValue |   |           | % ofPartner'sCapital |
| FuturesContractsPurchased                        |  |  |           |   |      |                      |  |  |  |  |   |    |
| Energy                                           |  |  |           | $ | (269,490  | )                    |  |  |  |  | (1.63  | )% |
| Grains                                           |  |  |           |   | 2,250     |                      |  |  |  |  | 0.01   |    |
| Indices                                          |  |  |           |   | 157,078   |                      |  |  |  |  | 0.95   |    |
| Livestock                                        |  |  |           |   | 8,590     |                      |  |  |  |  | 0.05   |    |
| Metals                                           |  |  |           |   | 158,115   |                      |  |  |  |  | 0.96   |    |
| Softs                                            |  |  |           |   | 121,569   |                      |  |  |  |  | 0.74   |    |
| Totalfutures contractspurchased                  |  |  |           |   | 178,112   |                      |  |  |  |  | 1.08   |    |
| FuturesContractsSold                             |  |  |           |   |      |                      |  |  |  |  |   |    |
| Energy                                           |  |  |           |   | (10,330   | )                    |  |  |  |  | (0.06  | )  |
| Grains                                           |  |  |           |   | (18,372   | )                    |  |  |  |  | (0.11  | )  |
| InterestRates U.S.                               |  |  |           |   | (45,192   | )                    |  |  |  |  | (0.27  | )  |
| InterestRates NonU.S.                            |  |  |           |   | (58,599   | )                    |  |  |  |  | (0.36  | )  |
| Softs                                            |  |  |           |   | (54,846   | )                    |  |  |  |  | (0.33  | )  |
| Totalfutures contractssold                       |  |  |           |   | (187,339  | )                    |  |  |  |  | (1.13  | )  |
| UnrealizedAppreciation on ForwardContracts       |  |  |           |   |      |                      |  |  |  |  |   |    |
| Currencies                                       |  |  |           |   | 356,902   |                      |  |  |  |  | 2.16   |    |
| Metals                                           |  |  |           |   | 646,283   |                      |  |  |  |  | 3.92   |    |
| Totalunrealized appreciation on forwardcontracts |  |  |           |   | 1,003,185 |                      |  |  |  |  | 6.08   |    |
| UnrealizedDepreciation on ForwardContracts       |  |  |           |   |      |                      |  |  |  |  |   |    |
| Currencies                                       |  |  |           |   | (239,073  | )                    |  |  |  |  | (1.45  | )  |
| Metals                                           |  |  |           |   | (132,242  | )                    |  |  |  |  | (0.80  | )  |
| Totalunrealized depreciation on forwardcontracts |  |  |           |   | (371,315  | )                    |  |  |  |  | (2.25  | )  |
| Totalfairvalue                                   |  |  |           | $ | 622,643   |                      |  |  |  |  | 3.78   | %  |
|                                                  |

|  |                                                                      |
|--|----------------------------------------------------------------------|
|  | Percentagesare based on Partners' Capital unless otherwiseindicated. |

See accompanying Notes to FinancialStatements.

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Hutton Investors Futures Fund L.P.IIStatements of Income and Expenses and Partners'Capital(Unaudited)

|                                                                                                                                     |  |  |                           |   |            |                         |  |  |      |   |            |      |  |  |  |   |            |   |  |  |  |   |            |   |
|-------------------------------------------------------------------------------------------------------------------------------------|--|--|---------------------------|---|------------|-------------------------|--|--|------|---|------------|------|--|--|--|---|------------|---|--|--|--|---|------------|---|
|                                                                                                                                |  |  | ThreeMonths endedJune 30, |   |            | Six Months endedJune30, |
|                                                                                                                                |  |  | 2006                      |   |            | 2005                    |  |  | 2006 |   |            | 2005 |
| Income:                                                                                                                             |  |  |                           |   |       |                         |  |  |      |   |       |      |  |  |  |   |       |   |  |  |  |   |       |   |
| Netgains (losses) on trading of commodityinterests:                                                                                 |  |  |                           |   |       |                         |  |  |      |   |       |      |  |  |  |   |       |   |  |  |  |   |       |   |
| Realized gains (losses) on closedpositions                                                                                          |  |  |                           | $ | 1,462,328  |                         |  |  |      | $ | 351,755    |      |  |  |  | $ | (21,336    | ) |  |  |  | $ | (2,098,048 | ) |
| Changein unrealized gains (losses) on openpositions                                                                                 |  |  |                           |   | (1,840,362 | )                       |  |  |      |   | 958,609    |      |  |  |  |   | (978,218   | ) |  |  |  |   | (794,330   | ) |
|                                                                                                                                |  |  |                           |   | (378,034   | )                       |  |  |      |   | 1,310,364  |      |  |  |  |   | (999,554   | ) |  |  |  |   | (2,892,378 | ) |
| Interestincome                                                                                                                      |  |  |                           |   | 150,417    |                         |  |  |      |   | 97,407     |      |  |  |  |   | 285,564    |   |  |  |  |   | 191,800    |   |
|                                                                                                                                |  |  |                           |   | (227,617   | )                       |  |  |      |   | 1,407,771  |      |  |  |  |   | (713,990   | ) |  |  |  |   | (2,700,578 | ) |
| Expenses:                                                                                                                           |  |  |                           |   |       |                         |  |  |      |   |       |      |  |  |  |   |       |   |  |  |  |   |       |   |
| Brokeragecommissions including clearing fees of $6,628, $4,235, $12,768 and$10,109, respectively                                    |  |  |                           |   | 201,803    |                         |  |  |      |   | 250,325    |      |  |  |  |   | 489,082    |   |  |  |  |   | 526,587    |   |
| Other                                                                                                                               |  |  |                           |   | 9,479      |                         |  |  |      |   | 15,206     |      |  |  |  |   | 32,226     |   |  |  |  |   | 31,626     |   |
|                                                                                                                                |  |  |                           |   | 211,282    |                         |  |  |      |   | 265,531    |      |  |  |  |   | 521,308    |   |  |  |  |   | 558,213    |   |
| Net income(loss)                                                                                                                    |  |  |                           |   | (438,899   | )                       |  |  |      |   | 1,142,240  |      |  |  |  |   | (1,235,298 | ) |  |  |  |   | (3,258,791 | ) |
| Redemptions-LimitedPartners                                                                                                         |  |  |                           |   | (166,053   | )                       |  |  |      |   | (93,985    | )    |  |  |  |   | (1,341,313 | ) |  |  |  |   | (398,012   | ) |
| Netincrease (decrease) in Partners'Capital                                                                                          |  |  |                           |   | (604,952   | )                       |  |  |      |   | 1,048,255  |      |  |  |  |   | (2,576,611 | ) |  |  |  |   | (3,656,803 | ) |
| Partners'Capital, beginning ofperiod                                                                                                |  |  |                           |   | 14,516,379 |                         |  |  |      |   | 16,818,279 |      |  |  |  |   | 16,488,038 |   |  |  |  |   | 21,523,337 |   |
| Partners' Capital, end ofperiod                                                                                                     |  |  |                           | $ | 13,911,427 |                         |  |  |      | $ | 17,866,534 |      |  |  |  | $ | 13,911,427 |   |  |  |  | $ | 17,866,534 |   |
| Net asset value per Redeemable Unit (1,843.0950 and 2,091.0950Redeemable units outstanding at June  30, 2006 and 2005,respectively) |  |  |                           | $ | 7,547.86   |                         |  |  |      | $ | 8,544.10   |      |  |  |  | $ | 7,547.86   |   |  |  |  | $ | 8,544.10   |   |
| Netgain (loss) per Redeemable Unit of Limited Partnership Interest andGeneral Partner Unit equivalent                               |  |  |                           | $ | (235.32    | )                       |  |  |      | $ | 543.38     |      |  |  |  | $ | (630.35    | ) |  |  |  | $ | (1,513.09  | ) |
|                                                                                                                                     |

Seeaccompanying Notes to Financial Statements.

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Hutton Investors Futures Fund L.P. IIStatements of CashFlows(Unaudited)

|                                                                                                  |  |  |                            |   |            |                         |  |  |      |   |            |      |  |  |  |   |            |   |  |  |  |   |            |   |
|--------------------------------------------------------------------------------------------------|--|--|----------------------------|---|------------|-------------------------|--|--|------|---|------------|------|--|--|--|---|------------|---|--|--|--|---|------------|---|
|                                                                                             |  |  | Three Months endedJune 30, |   |            | Six Months endedJune30, |
|                                                                                             |  |  | 2006                       |   |            | 2005                    |  |  | 2006 |   |            | 2005 |
| Cashflows from operating activities:                                                             |  |  |                            |   |       |                         |  |  |      |   |       |      |  |  |  |   |       |   |  |  |  |   |       |   |
| Net income(loss)                                                                                 |  |  |                            | $ | (438,899   | )                       |  |  |      | $ | 1,142,240  |      |  |  |  | $ | (1,235,298 | ) |  |  |  | $ | (3,258,791 | ) |
| Adjustmentsto reconcile net income (loss) to net cash provided by (used in)operating activities: |  |  |                            |   |       |                         |  |  |      |   |       |      |  |  |  |   |       |   |  |  |  |   |       |   |
| Changes inoperating assets and liabilities:                                                      |  |  |                            |   |       |                         |  |  |      |   |       |      |  |  |  |   |       |   |  |  |  |   |       |   |
| (Increase)decrease in restrictedcash                                                             |  |  |                            |   | 735,079    |                         |  |  |      |   | 897,852    |      |  |  |  |   | 355,931    |   |  |  |  |   | 2,001,546  |   |
| (Increase)decrease in net unrealized appreciation on open futures positions                      |  |  |                            |   | 1,609,214  |                         |  |  |      |   | (143,154   | )    |  |  |  |   | —    |   |  |  |  |   | (468,768   | ) |
| (Increase)decrease in unrealized appreciation on open forwardcontracts                           |  |  |                            |   | 465,096    |                         |  |  |      |   | (599,142   | )    |  |  |  |   | 984,199    |   |  |  |  |   | 951,494    |   |
| (Increase)decrease in interestreceivable                                                         |  |  |                            |   | (440       | )                       |  |  |      |   | 249        |      |  |  |  |   | (4,729     | ) |  |  |  |   | (5,356     | ) |
| Increase(decrease) in net unrealized depreciation on open futurespositions                       |  |  |                            |   | 171,685    |                         |  |  |      |   | —    |      |  |  |  |   | 162,458    |   |  |  |  |   | —    |   |
| Increase(decrease) in unrealized depreciation on open forwardcontracts                           |  |  |                            |   | (405,633   | )                       |  |  |      |   | (216,313   | )    |  |  |  |   | (168,439   | ) |  |  |  |   | 311,604    |   |
| Accruedexpenses:                                                                                 |  |  |                            |   |       |                         |  |  |      |   |       |      |  |  |  |   |       |   |  |  |  |   |       |   |
| Increase (decrease) in brokeragecommissions                                                      |  |  |                            |   | (19,800    | )                       |  |  |      |   | (5,900     | )    |  |  |  |   | 4,850      |   |  |  |  |   | (20,050    | ) |
| Increase(decrease) in incentivefees                                                              |  |  |                            |   | —    |                         |  |  |      |   | —    |      |  |  |  |   | —    |   |  |  |  |   | (80,260    | ) |
| Increase(decrease) inother                                                                       |  |  |                            |   | (34,989    | )                       |  |  |      |   | 995        |      |  |  |  |   | (12,242    | ) |  |  |  |   | 17,416     |   |
| Netcash provided by (used in) operatingactivities                                                |  |  |                            |   | 2,081,313  |                         |  |  |      |   | 1,076,827  |      |  |  |  |   | 86,730     |   |  |  |  |   | (551,165   | ) |
| Cashflows from financing activities:                                                             |  |  |                            |   |       |                         |  |  |      |   |       |      |  |  |  |   |       |   |  |  |  |   |       |   |
| Payments forredemptions—LimitedPartners                                                    |  |  |                            |   | (1,175,260 | )                       |  |  |      |   | (304,027   | )    |  |  |  |   | (1,502,388 | ) |  |  |  |   | (786,772   | ) |
| Netchange incash                                                                                 |  |  |                            |   | 906,053    |                         |  |  |      |   | 772,800    |      |  |  |  |   | (1,415,658 | ) |  |  |  |   | (1,337,937 | ) |
| Unrestrictedcash, at beginning ofperiod                                                          |  |  |                            |   | 11,660,868 |                         |  |  |      |   | 12,728,282 |      |  |  |  |   | 13,982,579 |   |  |  |  |   | 14,839,019 |   |
| Unrestrictedcash, at end ofperiod                                                                |  |  |                            | $ | 12,566,921 |                         |  |  |      | $ | 13,501,082 |      |  |  |  | $ | 12,566,921 |   |  |  |  | $ | 13,501,082 |   |
|                                                                                                  |

Seeaccompanying Notes to FinancialStatements.

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HuttonInvestors Futures Fund L.P. IINotes to FinancialStatementsJune 30, 2006(Unaudited)

1.    General

Hutton Investors Futures Fund L.P. II (the‘‘Partnership’’) is a limited partnershiporganized on March 31, 1987 under the partnership laws of the State ofDelaware to engage in the speculative trading of a diversifiedportfolio of commodity interests including futures contracts, optionsand forward contracts. The commodity interests that are traded by thePartnership are volatile and involve a high degree of market risk. ThePartnership commenced operations on July 24, 1987.

CitigroupManaged Futures LLC, acts as the general partner (the‘‘General Partner’’) of the Partnership. ThePartnership's commodity broker is Citigroup Global Markets Inc.(‘‘CGM’’). CGM is an affiliate of the GeneralPartner. The General Partner is wholly owned by Citigroup GlobalMarkets Holdings Inc. (‘‘CGMHI’’), which is thesole owner of CGM. CGMHI is a wholly owned subsidiary of Citigroup Inc.(‘‘Citigroup’’). As of June 30, 2006, alltrading decisions are made for the Partnership by John W. Henry &Company, Inc. (the ‘‘Advisor’’).

Theaccompanying financial statements are unaudited but, in the opinion ofmanagement, include all adjustments, consisting only of normalrecurring adjustments, necessary for a fair presentation of thePartnership's financial condition at June 30, 2006 and December31, 2005 and the results of its operations and cash flows for the threeand six months ended June 30, 2006 and 2005. These financial statementspresent the results of interim periods and do not include alldisclosures normally provided in annual financial statements. Youshould read these financial statements together with the financialstatements and notes included in the Partnership's annual reporton Form 10-K filed with the Securities and Exchange Commission for theyear ended December 31, 2005.

Due to the nature of commoditytrading, the results of operations for the interim periods presentedshould not be considered indicative of the results that may be expectedfor the entire year.

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HuttonInvestors Futures Fund L.P. IINotes to FinancialStatementsJune 30, 2006(Unaudited)

2.    Financial Highlights:

Changes in Net Asset Value per Redeemable Unit of LimitedPartnership Interest for the three and six months ended June 30, 2006and 2005 were as follows:

|                                                        |  |  |                           |   |          |                         |  |  |      |   |          |      |  |  |  |   |          |   |  |  |  |   |           |   |
|--------------------------------------------------------|--|--|---------------------------|---|----------|-------------------------|--|--|------|---|----------|------|--|--|--|---|----------|---|--|--|--|---|-----------|---|
|                                                   |  |  | ThreeMonths EndedJune 30, |   |          | Six Months EndedJune30, |
|                                                   |  |  | 2006                      |   |          | 2005                    |  |  | 2006 |   |          | 2005 |
| Netrealized and unrealized gains (losses)*             |  |  |                           | $ | (310.90  | )                       |  |  |      | $ | 504.28   |      |  |  |  | $ | (761.67  | ) |  |  |  | $ | (1,588.62 | ) |
| Interestincome                                         |  |  |                           |   | 80.65    |                         |  |  |      |   | 46.33    |      |  |  |  |   | 147.69   |   |  |  |  |   | 90.43     |   |
| Expenses**                                             |  |  |                           |   | (5.07    | )                       |  |  |      |   | (7.23    | )    |  |  |  |   | (16.37   | ) |  |  |  |   | (14.90    | ) |
| Increase(decrease) for theperiod                       |  |  |                           |   | (235.32  | )                       |  |  |      |   | 543.38   |      |  |  |  |   | (630.35  | ) |  |  |  |   | (1,513.09 | ) |
| NetAsset Value per Redeemable Unit, beginning ofperiod |  |  |                           |   | 7,783.18 |                         |  |  |      |   | 8,000.72 |      |  |  |  |   | 8,178.21 |   |  |  |  |   | 10,057.19 |   |
| NetAsset Value per Redeemable Unit, end ofperiod       |  |  |                           | $ | 7,547.86 |                         |  |  |      | $ | 8,544.10 |      |  |  |  | $ | 7,547.86 |   |  |  |  | $ | 8,544.10  |   |
|                                                        |

|   |                                 |
|---|---------------------------------|
| * | Includes brokerage commissions. |

|    |                                 |
|----|---------------------------------|
| ** | Excludes brokerage commissions. |

|                                             |  |  |                           |  |         |                         |  |  |      |  |         |               |  |  |  |  |         |               |  |  |  |  |         |               |
|---------------------------------------------|--|--|---------------------------|--|---------|-------------------------|--|--|------|--|---------|---------------|--|--|--|--|---------|---------------|--|--|--|--|---------|---------------|
|                                        |  |  | ThreeMonths EndedJune 30, |  |         | Six Months EndedJune30, |
|                                        |  |  | 2006                      |  |         | 2005                    |  |  | 2006 |  |         | 2005          |
| Ratioto average net assets: ***             |  |  |                           |  |    |                         |  |  |      |  |    |               |  |  |  |  |    |               |  |  |  |  |    |               |
| Net investmentloss before incentivefees**** |  |  |                           |  | (1.6    | )%                      |  |  |      |  | (4.0    | )%            |  |  |  |  | (3.1    | )%            |  |  |  |  | (4.1    | )%            |
| Operatingexpenses                           |  |  |                           |  | 5.5     |   %           |  |  |      |  | 6.3     |   % |  |  |  |  | 6.8     |   % |  |  |  |  | 6.3     |   % |
| Incentivefees                               |  |  |                           |  | — |   %           |  |  |      |  | — |   % |  |  |  |  | — |   % |  |  |  |  | — |   % |
| Totalexpenses                               |  |  |                           |  | 5.5     |   %           |  |  |      |  | 6.3     |   % |  |  |  |  | 6.8     |   % |  |  |  |  | 6.3     |   % |
| Totalreturn:                                |  |  |                           |  |    |                         |  |  |      |  |    |               |  |  |  |  |    |               |  |  |  |  |    |               |
| Total return before incentivefees           |  |  |                           |  | (3.0    | )%                      |  |  |      |  | 6.8     |   % |  |  |  |  | (7.7    | )%            |  |  |  |  | (15.0   | )%            |
| Incentivefees                               |  |  |                           |  | — |   %           |  |  |      |  | — |   % |  |  |  |  | — |   % |  |  |  |  | — |   % |
| Totalreturn after incentivefees             |  |  |                           |  | (3.0    | )%                      |  |  |      |  | 6.8     |   % |  |  |  |  | (7.7    | )%            |  |  |  |  | (15.0   | )%            |
|                                             |

|     |                                        |
|-----|----------------------------------------|
| *** | Annualized (other than incentive fees) |

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

The above ratios mayvary for individual investors based on the timing of capitaltransactions during the period. Additionally, these ratios arecalculated for the Limited Partner class using the LimitedPartners' share of income, expenses and average netassets.

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HuttonInvestors Futures Fund L.P. IINotes to FinancialStatementsJune 30, 2006(Unaudited)

3.    Trading Activities:

ThePartnership was formed for the purpose of trading contracts in avariety of commodity interests, including derivative financialinstruments and derivative commodity instruments. The results of thePartnership's trading activities are shown in the Statements ofIncome and Expenses and Partners' Capital and are discussed inItem 2, Management's Discussion and Analysis of FinancialCondition and Results of Operations.

The Customer Agreementbetween the Partnership and CGM gives the Partnership the legal rightto net unrealized gains and losses on open futures positions.

All of the commodity interests owned by the Partnership are held fortrading purposes. The average fair values of these interests during thesix months ended June 30, 2006 and the year ended December  31,2005, based on a monthly calculation, were $832,318 and $1,023,246,respectively. The fair value of these commodity interests, includingoptions thereon, if applicable, at June 30, 2006 and December 31, 2005,were $(355,575) and $622,643, respectively. Fair values for exchangetraded commodity futures and options are based on quoted market pricesfor those futures and options. Fair values for all other financialinstruments for which market quotations are not readily available arebased on calculations approved by the General Partner.

4.    Financial Instrument Risks:

In the normal course ofits business, the Partnership is party to financial instruments withoff-balance sheet risk, including derivative financial instruments andderivative commodity instruments. These financial instruments mayinclude forwards, futures and options, whose values are based upon anunderlying asset, index, or reference rate, and generally representfuture commitments to exchange currencies or cash flows, to purchase orsell other financial instruments at specific terms at specified futuredates, or, in the case of derivative commodity instruments, to have areasonable possibility to be settled in cash, through physical deliveryor with another financial instrument. These instruments may be tradedon an exchange or over-the-counter (‘‘OTC’’).Exchange traded instruments are standardized and include futures andcertain option contracts. OTC contracts are negotiated betweencontracting parties and include forwards and certainoptions.

Each of these instruments is subject to various riskssimilar to those related to the underlying financial instrumentsincluding market and credit risk. In general, the risks associated withOTC contracts are greater than those associated with exchange tradedinstruments because of the greater risk of default by the counterpartyto an OTC contract.

Market risk is the potential for changes inthe value of the financial instruments traded by the Partnership due tomarket changes, including interest and foreign exchange rate movementsand fluctuations in commodity or security prices. Market risk isdirectly impacted by the volatility and liquidity in the markets inwhich the related underlying assets are traded.

Credit risk isthe possibility that a loss may occur due to the failure of acounterparty to perform according to the terms of a contract. Creditrisk with respect to exchange traded instruments is reduced to theextent that an exchange or clearing organization acts as a counterpartyto the transactions. The Partnership's risk of loss in the eventof counterparty default is typically limited to the amounts recognizedas unrealized appreciation in the statements of financial condition andnot represented by the contract or notional amounts of the instruments.The Partnership has credit risk and concentration risk because the solecounterparty or broker with respect to the Partnership's assetsis CGM.

The General Partner monitors and controls thePartnership's risk exposure on a daily basis through financial,credit and risk management monitoring systems, and accordingly believesthat it has effective procedures for evaluating and limiting the creditand market risks to which the Partnership is subject. 

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HuttonInvestors Futures Fund L.P. IINotes to FinancialStatementsJune 30, 2006(Unaudited)

These monitoring systems allow the GeneralPartner to statistically analyze actual trading results withrisk-adjusted performance indicators and correlation statistics. Inaddition, on-line monitoring systems provide account analysis offutures, forwards and options positions by sector, margin requirements,gain and loss transactions and collateral positions.

Themajority of these instruments mature within one year of June 30, 2006.However, due to the nature of the Partnership's business, theseinstruments may not be held tomaturity.

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Item2.    Management's Discussion and Analysis of FinancialCondition and Results of Operations.

Liquidity andCapital Resources

The Partnership does not engage in thesale of goods or services. Its only assets are its equity in itscommodity futures trading account, consisting of cash, net unrealizedappreciation on open futures and forward contracts and interestreceivable. Because of the low margin deposits normally required incommodity futures trading, relatively small price movements may resultin substantial losses to the Partnership. While substantial lossescould lead to a substantial decrease in liquidity, no such lossesoccurred in the Partnership's second quarter of 2006.

ThePartnership's capital consists of the capital contributions ofthe partners as increased or decreased by realized and/or unrealizedgains or losses on commodity futures trading, expenses, interestincome, redemptions of Redeemable Units and distributions of profits,if any.

For the six months ended June 30, 2006, Partnershipcapital decreased 15.6% from $16,488,038 to $13,911,427. Thisdecrease was attributable to a net loss from operations of $1,235,298and the redemption of 173 Redeemable Units resulting in an outflow of$1,341,313. Future redemptions can impact the amount of funds availablefor investment in commodity contract positions in subsequentmonths.

Critical Accounting Policies

Thepreparation of financial statements in conformity with accountingprinciples generally accepted in the United States of America requiresmanagement to make estimates and assumptions that affect the reportedamounts of assets and liabilities, disclosures of contingent assets andliabilities at the date of the financial statements and reportedamounts of revenues and expenses during the reporting period. Actualresults could differ from these estimates.

All commodityinterests (including derivative financial instruments and derivativecommodity instruments) are used for trading purposes. The commodityinterests are recorded on trade date and open contracts are recorded inthe statements of financial condition at fair value on the lastbusiness day of the period, which represents market value for thosecommodity interests for which market quotations are readily availableor other measures of fair value deemed appropriate by management of theGeneral Partner for those commodity interests and foreign currenciesfor which market quotations are not readily available. Investments incommodity interests denominated in foreign currencies are translatedinto U.S. dollars at the exchange rates prevailing on the last businessday of the period. Realized gains (losses) and changes in unrealizedvalues on open positions are recognized in the period in which thecontract is closed or the changes occur and are included in net gains(losses) on trading of commodity interests.

Foreign currencycontracts are those contracts where the Partnership agrees to receiveor deliver a fixed quantity of foreign currency for an agreed-uponprice on an agreed future date. Foreign currency contracts are valueddaily, and the Partnership's net equity therein, representingunrealized gain or loss on the contracts as measured by the differencebetween the forward foreign exchange rates at the date of entry intothe contracts and the forward rates at the reporting dates, is includedin the statement of financial condition. Realized gains (losses) andchanges in unrealized values on foreign currency contracts arerecognized in the period in which the contract is closed or the changesoccur and are included in the statements of income and expenses andpartners' capital.

Results ofOperations

During the Partnership's second quarter of2006, the Net Asset Value per Redeemable Unit decreased 3.0%from $7,783.18 to $7,547.86 as compared to an increase of 6.8%in the second quarter of 2005. The Partnership experienced a nettrading loss before brokerage commissions and related fees in thesecond quarter of 2006 of $378,034. Losses were primarily attributableto the trading of commodity futures in currencies, grains, non-U.S.interest rates, softs and indices and were partially offset by gains inenergy, metals and U.S. interest rates. The Partnership experienced anet trading gain before brokerage commissions and related fees in thesecond quarter of 2005 of $1,310,364. Gains were primarily attributableto the trading of commodity futures in currencies, non-U.S. interestrates, and livestock and were partially offset by losses in energy,grains, U.S. interest rates, metals, softs and indices.

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The second quarter of 2006 was challengingfor the Partnership's Advisor as both financial and commoditymarkets entered a highly volatile period. Gains earned in U.S. interestrate, energy and metals trading were offset by losses in agricultural,stock index and currency trading.

Energy trading was slightlyprofitable as long positions were helped by rising petroleum pricessupported by continuing geopolitical disturbance and short positionsbenefited from deteriorating fundamentals in natural gas. Trends in themetal sector extended from the first quarter and remained strong forthe first half of the second quarter. The substantial gains accumulatedfrom record gold, silver and base metal price trends were more thanenough to cover losses during the metals correction in May.

Trading in global fixed income markets was unprofitable ascentral banks continued to raise global rates to combat inflationpressure and the Advisor's positions were able to take advantageof these trends. Gains were made in U.S. bond and note futurespositions.

The lack of direction in the currency sector was aresult of speculation relating to U.S. interest rate policy coupledwith global inflation concerns. Losses in the equity sector wereattributable to a global economic slowdown as most of the major equityindices experienced a material correction in May after reachingmulti-year highs. Sharp price reversals in grains and softs, especiallysugar, translated into losses as alternating meteorological conditionsbetween drought and rainfall contributed to irregular pricedevelopments.

During the Partnership's six months endedJune 30, 2006, the Net Asset Value per Redeemable Unit decreased7.7% from $8,178.21 to $7,547.86 as compared to a decrease of15.0% during the six months ended June 30, 2005. The Partnershipexperienced a net trading loss before brokerage commissions and relatedfees during the six months ended June 30, 2006 of $999,554. Losses wereprimarily attributable to the trading of commodity futures incurrencies, energy, grains, non-U.S. interest rates, livestock andsofts and were partially offset by gains in metals, indices and U.S.interest rates. The Partnership experienced a net trading loss beforebrokerage commissions and related fees during the six months ended June30, 2005 of $2,892,378. Losses were primarily attributable to thetrading of commodity futures in currencies, energy, grains, metals andindices and were partially offset by gains in U.S. and non-U.S.interest rates, livestock and softs.

Commodity futures marketsare highly volatile. The potential for broad and rapid pricefluctuations increases the risks involved in commodity trading but alsoincreases the possibility of profit. The profitability of thePartnership depends on the existence of major price trends and theability of the Advisor to correctly identify those price trends. Pricetrends are influenced by, among other things, changing supply anddemand relationships, weather, governmental, agricultural, commercialand trade programs and policies, national and international politicaland economic events and changes in interest rates. To the extent thatmarket trends exist and the Advisor is able to identify them, thePartnership expects to increase capital through operations.

Interest income on 80% of the Partnership's dailyequity maintained in cash was earned at the monthly average 13-weekU.S. Treasury bill yield. CGM may continue to maintain thePartnership's assets in cash and/or place all of thePartnership's assets in 90-day Treasury bills and pay thePartnership 80% of the interest earned on the Treasury billspurchased. CGM will retain 20% of any interest earned onTreasury bills. Interest income for the three and six months ended June30, 2006 increased by $53,010 and $93,764, respectively, as compared tothe corresponding periods in 2005. Interest income increased during thethree and six months ended June 30, 2006 due to higher interest ratesas compared to the corresponding periods in 2005.

Brokeragecommissions are based on the number of trades executed by the Advisor.Brokerage commissions and fees for the three and six months ended June30, 2006 decreased by $48,522 and $37,505, respectively, as compared tothe corresponding period in 2005. The decrease in commissions and feesis primarily due to a lower number of round turns during the three andsix months ended June 30, 2006 as compared to the corresponding periodsin 2005.

Incentive fees are based on the new trading profitsgenerated by the Advisor as defined in the advisory agreement betweenthe Partnership, the General Partner and the Advisor. There were noincentive fees earned during the three and six months ended June 30,2006 and 2005.

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Item 3.    Quantitative and QualitativeDisclosures about Market Risk

The Partnership is a speculativecommodity pool. The market sensitive instruments held by it areacquired for speculative trading purposes, and all or substantially allof the Partnership's assets are subject to the risk of tradingloss. Unlike an operating company, the risk of market sensitiveinstruments is integral, not incidental, to the Partnership'smain line of business.

Market movements result in frequentchanges in the fair value of the Partnership's open positionsand, consequently, in its earnings and cash flow. ThePartnership's market risk is influenced by a wide variety offactors, including the level and volatility of interest rates, exchangerates, equity price levels, the value of financial instruments andcontracts, the diversification effects among the Partnership'sopen positions and the liquidity of the markets in which it trades.

The Partnership rapidly acquires and liquidates both long and shortpositions in a wide range of different markets. Consequently, it is notpossible to predict how a particular future market scenario will affectperformance, and the Partnership's past performance is notnecessarily indicative of its future results.

Value at Risk is ameasure of the maximum amount which the Partnership could reasonably beexpected to lose in a given market sector. However, the inherentuncertainty of the Partnership's speculative trading and therecurrence in the markets traded by the Partnership of market movementsfar exceeding expectations could result in actual trading ornon-trading losses far beyond the indicated Value at Risk or thePartnership's experience to date (i.e., ‘‘risk ofruin’’). In light of the foregoing, as well as the risksand uncertainties intrinsic to all future projections, the inclusion ofthe quantification in this section should not be considered toconstitute any assurance or representation that the Partnership'slosses in any market sector will be limited to Value at Risk or by thePartnership's attempts to manage its market risk.

Exchangemaintenance margin requirements have been used by the Partnership asthe measure of its Value at Risk. Maintenance margin requirements areset by exchanges to equal or exceed the maximum losses reasonablyexpected to be incurred in the fair value of any given contract in95%-99% of any one-day interval. Maintenance margin hasbeen used rather than the more generally available initial margin,because initial margin includes a credit risk component, which is notrelevant to Value at Risk.

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The following table indicates the tradingValue at Risk associated with the Partnership's open positions bymarket category as of June 30, 2006, and the highest, lowest andaverage values during the three months ended June 30, 2006. All openposition trading risk exposures of the Partnership have been includedin calculating the figures set forth below. As of June 30, 2006, thePartnership's total capitalization was $13,911,427. There hasbeen no material change in the trading Value at Risk informationpreviously disclosed in the Partnership's Annual Report on Form10-K for the year ended December 31, 2005.

June 30, 2006(Unaudited)

|                         |  |  |               |   |           |                         |  |  |                                 |  |        |                  |  |  |                      |   |         |  |  |  |  |   |         |  |  |  |  |   |         |  |
|-------------------------|--|--|---------------|---|-----------|-------------------------|--|--|---------------------------------|--|--------|------------------|--|--|----------------------|---|---------|--|--|--|--|---|---------|--|--|--|--|---|---------|--|
|                    |  |  |          |   |           |                    |  |  | Three Months Ended June 30,2006 |
| MarketSector            |  |  | Value at Risk |   |           | % ofTotalCapitalization |  |  | HighValue atRisk                |  |        | LowValue at Risk |  |  | AverageValue atRisk* |
| Currencies:             |  |  |               |   |      |                         |  |  |                                 |  |   |                  |  |  |                      |   |    |  |  |  |  |   |    |  |  |  |  |   |    |  |
| –OTC              |  |  |               | $ | 242,826   |                         |  |  |                                 |  | 1.75   | %                |  |  |                      | $ | 761,435 |  |  |  |  | $ | 59,400  |  |  |  |  | $ | 560,282 |  |
| Energy                  |  |  |               |   | 538,610   |                         |  |  |                                 |  | 3.87   | %                |  |  |                      |   | 785,055 |  |  |  |  |   | 211,410 |  |  |  |  |   | 599,528 |  |
| Grains                  |  |  |               |   | 79,056    |                         |  |  |                                 |  | 0.57   | %                |  |  |                      |   | 186,840 |  |  |  |  |   | 58,066  |  |  |  |  |   | 106,227 |  |
| Indices                 |  |  |               |   | 166,812   |                         |  |  |                                 |  | 1.20   | %                |  |  |                      |   | 293,952 |  |  |  |  |   | 123,012 |  |  |  |  |   | 188,893 |  |
| Interest RatesU.S.      |  |  |               |   | 236,520   |                         |  |  |                                 |  | 1.70   | %                |  |  |                      |   | 271,620 |  |  |  |  |   | 110,430 |  |  |  |  |   | 237,578 |  |
| Interest Rates Non-U.S. |  |  |               |   | 296,208   |                         |  |  |                                 |  | 2.13   | %                |  |  |                      |   | 506,851 |  |  |  |  |   | 105,727 |  |  |  |  |   | 299,965 |  |
| Metals                  |  |  |               |   |      |                         |  |  |                                 |  |   |                  |  |  |                      |   |    |  |  |  |  |   |    |  |  |  |  |   |    |  |
| –ExchangeTraded   |  |  |               |   | 170,100   |                         |  |  |                                 |  | 1.22   | %                |  |  |                      |   | 793,800 |  |  |  |  |   | 85,050  |  |  |  |  |   | 392,850 |  |
| Softs                   |  |  |               |   | 196,560   |                         |  |  |                                 |  | 1.41   | %                |  |  |                      |   | 375,600 |  |  |  |  |   | 180,880 |  |  |  |  |   | 261,840 |  |
| Totals                  |  |  |               | $ | 1,926,692 |                         |  |  |                                 |  | 13.85  | %                |  |  |                      |   |    |  |  |  |  |   |    |  |  |  |  |   |    |  |
|                         |

|   |                                     |
|---|-------------------------------------|
| * | Averageof month-end Values at Risk. |

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Item 4.    Controls and Procedures

The General Partner of the Partnership, with the participation ofthe General Partner's Chief Executive Officer and the ChiefFinancial Officer, has evaluated the effectiveness of the design andoperation of its disclosure controls and procedures (as defined inRules 13a-15(e) and 15d-15(e) of the Exchange Act) with respect to thePartnership as of the end of the period covered by the report, and,based on this evaluation, has concluded that these disclosure controlsand procedures are effective. There was no change in thePartnership's internal control over financial reporting duringthe period covered by this report that has materially affected, or isreasonably likely to materially affect, the Partnership'sinternal control over financial reporting.

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PART II. OTHERINFORMATION

Item 1.    Legal Proceedings

 Thefollowing information supplements and amends our discussion set forthunder Part  I, Item 3 ‘‘LegalProceedings’’ in our Annual Report on Form  10-K forthe fiscal year ended December  31, 2005, as updated by ourQuarterly Report on Form  10-Q for the quarter ended March31, 2006.

Enron Corp.

 On May  24, 2006,the District Court gave final approval to Citigroup's settlementof the securities class action (NEWBY, ET AL. V. ENRON CORP., ETAL.).

Research

 On May  12, 2006, theDistrict Court preliminarily approved the class action settlements inIN RE SALOMON ANALYST LEVEL 3 LITIGATION, IN RE SALOMON ANALYST XOLITIGATION, and IN RE SALOMON ANALYST WILLIAMS LITIGATION.

 On May  18, 2006, the District Court gave finalapproval to the settlement in NORMAN v. SALOMON SMITH BARNEY.

 On June  20, 2006, the District Court certified theplaintiff class in IN RE SALOMON ANALYST METROMEDIA LITIGATION.

 On June  26, 2006, the United States Supreme Courtgranted plaintiffs' petition for a writ of certiorari, vacatedthe opinion of the United States Court of Appeals for the SeventhCircuit in DISHER v. CITIGROUP GLOBAL MARKETS  INC., and thenremanded the case to the Seventh Circuit for further proceedings inlight of the Supreme Court's decision in Kircher v.Putnam Funds Trust.

Adelphia CommunicationsCorporation

 Without admitting any liability, CGMI andnumerous other financial institution defendants have agreed to settleIN RE ADELPHIA COMMUNICATIONS CORPORATION SECURITIES AND DERIVATIVELITIGATION for a total of $250  million, subject to final courtapproval. On June  15, 2006, the court granted its preliminaryapproval of the settlement and set November  10, 2006 for a finalhearing. CGMI's share of the settlement is covered by existingreserves.

Item 1A. Risk Factors

 There areno material changes from the risk factors set forth under PartI, Item 1A. ‘‘Risk Factors’’ in our AnnualReport on Form  10-K for the fiscal year ended December31, 2005.

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Item 2.    Unregistered Sales of EquitySecurities and Use of Proceeds

The following chart sets forththe purchases of Redeemable Units by thePartnership.

|                              |  |  |                                                 |  |         |                                             |  |  |                                                                                               |   |          |                                                                                                                          |  |  |  |  |     |  |  |  |  |  |     |  |
|------------------------------|--|--|-------------------------------------------------|--|---------|---------------------------------------------|--|--|-----------------------------------------------------------------------------------------------|---|----------|--------------------------------------------------------------------------------------------------------------------------|--|--|--|--|-----|--|--|--|--|--|-----|--|
| Period                       |  |  | (a)Total Number of Shares (or Units) Purchased* |  |         | (b)Average Price Paid per Share (or Unit)** |  |  | (c) TotalNumber of Shares (or Units) Purchased as Part of PubliclyAnnounced Plans or Programs |   |          | (d) Maximum Number (orApproximate Dollar Value) of Shares (or Units) that May YetBe Purchased Under the Plans orPrograms |
| April 1, 2006 -April 30,2006 |  |  |                                                 |  | — |                                             |  |  |                                                                                               |   | N/A      |                                                                                                                          |  |  |  |  | N/A |  |  |  |  |  | N/A |  |
| May1, 2006 -May 31,2006      |  |  |                                                 |  | — |                                             |  |  |                                                                                               |   | N/A      |                                                                                                                          |  |  |  |  | N/A |  |  |  |  |  | N/A |  |
| June1, 2006 -June 30,2006    |  |  |                                                 |  | 22      |                                             |  |  |                                                                                               | $ | 7,547.86 |                                                                                                                          |  |  |  |  | N/A |  |  |  |  |  | N/A |  |
|                         |  |  |                                                 |  | 22      |                                             |  |  |                                                                                               | $ | 7,547.86 |                                                                                                                          |  |  |  |  | N/A |  |  |  |  |  | N/A |  |
|                              |

|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |
|--|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|  | *Generally, Limited Partners are permitted to redeem their RedeemableUnits as of the end of each month on 10 days' notice to theGeneral Partner. Under certain circumstances, the General Partner cancompel redemption but to date the General Partner has not exercisedthis right. Purchases of Redeemable Units by the Partnership reflectedin the chart above were made in the ordinary course of thePartnership's business in connection with effecting redemptionsfor Limited Partners. |

|  |                                                                                                                                           |
|--|-------------------------------------------------------------------------------------------------------------------------------------------|
|  | ** Redemptions of RedeemableUnits are effected as of the last day of each month at the Net AssetValue per Redeemable Unit as of that day. |

Item3.    Defaults Upon Senior Securities – None

Item4.    Submission of Matters to a Vote of Security Holders –None

Item 5.    Other Information –None

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Item 6.    Exhibits

Theexhibits required to be filed by Item 601 of Regulation S-K areincorporated herein by reference to the exhibit index of thePartnership's Annual Report on Form 10-K for the year endedDecember 31, 2005.

Exhibit – 31.1 – Rule13a-14(a)/15d-14(a) Certification (Certification of President andDirector)

Exhibit – 31.2 – Rule13a-14(a)/15d-14(a) Certification (Certification of ChiefFinancial Officer and Director)

Exhibit – 32.1– Section 1350 Certification (Certification of President andDirector)

Exhibit – 32.2 – Section 1350Certification (Certification of Chief Financial Officer andDirector)

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SIGNATURES

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

|                                     |  |  |                                                             |  |  |        |
|-------------------------------------|--|--|-------------------------------------------------------------|--|--|--------|
| HUTTONINVESTORS FUTURES FUND L.P.II |
| By:                                 |  |  | CitigroupManaged FuturesLLC                                 |  |  |   |
|                                |  |  | (GeneralPartner)                                            |  |  |   |
| By:                                 |  |  | /s/David J.Vogel                                            |  |  |   |
|                                |  |  | David J.Vogel President andDirector                         |  |  |   |
| Date:                               |  |  | August14,2006                                               |  |  |   |
| By:                                 |  |  | /s/Daniel R. McAuliffe,Jr.                                  |  |  |   |
|                                |  |  | Daniel R.McAuliffe, Jr. Chief Financial Officer andDirector |  |  |   |
| Date:                               |  |  | August14, 2006                                              |  |  |   |
|                                     |

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