FORM 10-Q
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

[X]   Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
      Exchange Act of 1934

                  For the Quarterly Period Ended: June 30, 2005
                                       or

[ ]   Transition Report Pursuant to Section 13 or 15(d) of the Securities
      Exchange Act of 1934

                         Commission File Number: 0-26932

                        THE MILLBURN WORLD RESOURCE TRUST
             (Exact name of registrant as specified in its charter)

                    Delaware                             06-6415583
         -------------------------------             -------------------
         (State or other jurisdiction of              (I.R.S. Employer
          incorporation or organization)             Identification No.)

                       c/o MILLBURN RIDGEFIELD CORPORATION
                             411 West Putnam Avenue
                          Greenwich, Connecticut 06830
                    (Address of principal executive offices)

Registrant's telephone number, including area code: (203) 625-7554

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

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

Indicate by check mark whether the registrant (1) 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>

Financial statements
For the three and six months ended June 30, 2005 and 2004 (unaudited)

Statements of Financial Condition (a)                            1
Condensed Schedules of Investments (a)                           2
Statements of Operations (b)                                     6
Statements of Changes in Trust Capital (c)                       8
Statements of Financial Highlights (b)                          10
Notes to the Financial Statements                               12

(a) At June 30, 2005 (unaudited) and December 31, 2004
(b) For the three and six months ended June 30, 2005 and 2004 (unaudited)
(c) For the six months ended June 30, 2005 and 2004 (unaudited)
<PAGE>

PART 1. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS

                          MILLBURN WORLD RESOURCE TRUST
                        Statements of Financial Condition

<TABLE>
<CAPTION>
                                                                      UNAUDITED
                                                                       June 30       December 31
                                                                         2005            2004
                                                                     ----------------------------
<S>                                                                  <C>             <C>
ASSETS

EQUITY IN TRADING ACCOUNTS:
  Investments in U.S. Treasury notes-at market value
    (amortized cost $2,045,502 and $2,433,710)                       $  2,042,020    $  2,431,481
  Net unrealized appreciation/(depreciation) on open futures and
    forward currency contracts                                            280,573         262,727
  Net unrealized depreciation on open futures and
    forward currency contracts                                            (13,478)        (22,602)
  Due from brokers                                                        464,997         299,981
  Cash denominated in foreign currencies (cost $0
    and $93,604)                                                               --          95,419
                                                                     ----------------------------
      Total equity in trading accounts                                  2,774,112       3,067,006

INVESTMENTS IN U.S. TREASURY NOTES-at market value
    (amortized cost $3,607,391 and $5,459,734)                          3,601,608       5,452,919
CASH AND CASH EQUIVALENTS                                                 288,886         661,189
ACCRUED INTEREST RECEIVABLE                                                18,996          20,344
                                                                     ----------------------------
TOTAL                                                                $  6,683,602    $  9,201,458
                                                                     ============================

LIABILITIES AND TRUST CAPITAL

LIABILITIES:
  Accrued expenses                                                   $     39,795    $     59,769
  Accrued brokerage fees                                                   46,221          60,526
  Redemptions payable                                                     113,764         635,820
                                                                     ----------------------------
      Total liabilities                                                   199,780         756,115
                                                                     ----------------------------

TRUST CAPITAL:
  Managing Owner interest                                                 178,927         183,872
  Unitholders (6,251.848 and 7,635.974 units outstanding)               6,304,895       8,261,471
                                                                     ----------------------------
      Total trust capital                                               6,483,822       8,445,343
                                                                     ----------------------------

TOTAL                                                                $  6,683,602    $  9,201,458
                                                                     ============================

NET ASSET VALUE PER UNIT OUTSTANDING                                 $   1,008.49    $   1,081.91
                                                                     ============================
</TABLE>

See notes to financial statements
<PAGE>

                          MILLBURN WORLD RESOURCE TRUST
                        Condensed Schedule of Investments
                            June 30, 2005 (UNAUDITED)

                                                                 NET UNREALIZED
                                                 % OF TRUST       APPRECIATION
FUTURES AND FORWARD CURRENCY CONTRACTS             CAPITAL       (DEPRECIATION)
--------------------------------------------------------------------------------
FUTURES CONTRACTS
  Long futures contracts:
    Energies                                         0.42%         $   27,328
    Grains                                          (0.82)            (53,374)
    Interest rates                                   2.68             173,992
    Metals                                          (0.48)            (31,308)
    Softs                                           (0.03)             (2,025)
    Stock indices                                    0.46              29,826
                                                 ----------------------------
      Total long futures contracts                   2.23             144,439
                                                 ----------------------------
  Short futures contracts:
    Energies                                         0.07               4,390
    Grains                                           0.06               4,038
    Interest rates                                  (0.01)               (375)
    Livestock                                        0.11               7,340
    Metals                                           0.11               6,862
    Softs                                           (0.13)             (8,397)
                                                 ----------------------------
      Total short futures contracts                  0.21              13,858
                                                 ----------------------------
TOTAL INVESTMENTS IN FUTURES
  CONTRACTS-Net                                      2.44             158,297
                                                 ----------------------------
FORWARD CURRENCY CONTRACTS
    Total long forward currency contracts            1.38              89,330
    Total short forward currency contracts           0.30              19,468
                                                 ----------------------------
TOTAL INVESTMENTS IN FUTURES AND
  FORWARD CURRENCY CONTRACTS-Net                     1.68             108,798
                                                 ----------------------------

TOTAL                                                4.12%         $  267,095
                                                 ============================

                                                          (Continued)

See notes to financial statements
<PAGE>

                          MILLBURN WORLD RESOURCE TRUST
                        Condensed Schedule of Investments
                            June 30, 2005 (UNAUDITED)

U.S. TREASURY NOTES

                                                        % OF TRUST
FACE AMOUNT    DESCRIPTION                                CAPITAL       VALUE
--------------------------------------------------------------------------------
$   660,000    U.S. Treasury notes, 2.000%, 08/31/05       10.16%    $  658,556
  1,710,000    U.S. Treasury notes, 1.875%, 11/30/05       26.22      1,699,847
  1,460,000    U.S. Treasury notes, 1.625%, 02/28/06       22.25      1,442,663
  1,860,000    U.S. Treasury notes, 2.500%, 05/31/06       28.41      1,842,562
                                                        -----------------------
               TOTAL INVESTMENTS IN U.S. TREASURY NOTES
                (AMORTIZED COST $5,652,893)                87.04%    $5,643,628
                                                        =======================

                                                              (Concluded)

See notes to financial statements
<PAGE>

                     MILLBURN WORLD RESOURCE TRUST
                   Condensed Schedule of Investments
                           December 31, 2004

                                                                  NET UNREALIZED
                                                 % OF TRUST        APPRECIATION
FUTURES AND FORWARD CURRENCY CONTRACTS             CAPITAL        (DEPRECIATION)
--------------------------------------------------------------------------------
FUTURES CONTRACTS
  Long futures contracts:
    Energies                                       (0.38)%         $  (31,992)
    Interest rates                                  0.05                3,807
    Livestock                                       0.01                  860
    Metals                                          0.12               10,201
    Softs                                           0.24               20,405
    Stock indices                                   0.89               75,077
                                                 ----------------------------
      Total long futures contracts                  0.93               78,358
                                                 ----------------------------
  Short futures contracts:
    Energies                                        0.20               16,788
    Grains                                          0.23               19,498
    Interest rates                                  0.01                1,226
    Metals                                          0.04                3,050
    Softs                                          (0.02)              (2,015)
                                                 ----------------------------
      Total short futures contracts                 0.46               38,547
                                                 ----------------------------
TOTAL INVESTMENTS IN FUTURES CONTRACTS-Net          1.39              116,905
                                                 ----------------------------
FORWARD CURRENCY CONTRACTS
    Total long forward currency contracts           3.56              300,917
    Total short forward currency contracts         (2.10)            (177,697)
                                                 ----------------------------
TOTAL INVESTMENTS IN FORWARD CURRENCY
  CONTRACTS-Net                                     1.46              123,220
                                                 ----------------------------

TOTAL                                               2.85%          $  240,125
                                                 ============================

                                                          (Continued)
See notes to financial statements
<PAGE>

                            MILLBURN WORLD RESOURCE TRUST
                          Condensed Schedule of Investments
                                  December 31, 2004

     U.S. TREASURY NOTES

                                                        % OF TRUST
FACE AMOUNT    DESCRIPTION                                CAPITAL       VALUE
--------------------------------------------------------------------------------
$2,560,000     U.S. Treasury notes, 1.500%, 02/28/05       30.29%    $2,558,400
 2,800,000     U.S. Treasury notes, 1.250%, 05/31/05       32.99      2,786,000
 2,560,000     U.S. Treasury notes, 1.875%, 11/30/05       30.08      2,540,000
                                                        -----------------------
               TOTAL INVESTMENTS IN U.S. TREASURY NOTES
                 (AMORTIZED COST $7,893,444)               93.36%    $7,884,400
                                                        =======================

                                                               (Concluded)

See notes to financial statements
<PAGE>

                          MILLBURN WORLD RESOURCE TRUST
                      Statements of Operations (UNAUDITED)

                                                   For the three months ended
                                                     JUNE 30        JUNE 30
                                                       2005           2004
                                                   --------------------------
INVESTMENT INCOME:
  Interest income                                  $    43,981    $    31,874
                                                   --------------------------

EXPENSES:
  Brokerage fees                                       145,487        248,007
  Administrative expenses                                5,487         25,000
  Custody fees                                             267            286
                                                   --------------------------
    Total expenses                                     151,241        273,293
                                                   --------------------------
NET INVESTMENT LOSS                                   (107,260)      (241,419)
                                                   --------------------------

NET REALIZED AND UNREALIZED GAINS (LOSSES):
Net realized gains (losses) on closed positions:
  Futures and forward currency contracts              (393,843)    (1,466,723)
  Foreign exchange translation                          (2,280)         7,189
Net change in unrealized appreciation:
  Futures and forward currency contracts               524,001       (533,523)
  Foreign exchange translation                           1,949         (5,817)
Net gains (losses) from U.S. Treasury notes:
  Net realized gains (losses)                               --         (1,964)
  Net change in unrealized depreciation                  6,173        (16,070)
                                                   --------------------------
TOTAL NET REALIZED AND UNREALIZED GAINS (LOSSES)       136,000     (2,016,908)
                                                   --------------------------

NET INCOME (LOSS)                                  $    28,740    $(2,258,327)
                                                   ==========================

NET INCOME (LOSS) PER UNIT                         $      6.78    $   (195.20)
                                                   ==========================

See notes to financial statements
<PAGE>

                          MILLBURN WORLD RESOURCE TRUST
                      Statements of Operations (UNAUDITED)

                                                    For the six months ended
                                                     June 30        June 30
                                                       2005           2004
                                                   --------------------------
INVESTMENT INCOME:
  Interest income                                  $    86,040    $    74,680
                                                   --------------------------

EXPENSES:
  Brokerage fees                                       314,435        627,877
  Administrative expenses                               10,975         50,000
  Custody fees                                             608            756
                                                   --------------------------
    Total expenses                                     326,018        678,633
                                                   --------------------------
NET INVESTMENT LOSS                                   (239,978)      (603,953)
                                                   --------------------------

NET REALIZED AND UNREALIZED GAINS (LOSSES):
Net realized gains (losses) on closed positions:
  Futures and forward currency contracts              (350,221)       346,288
  Foreign exchange translation                          (2,522)         7,189
Net change in unrealized appreciation:
  Futures and forward currency contracts                26,970     (1,054,179)
  Foreign exchange translation                          (2,873)        (2,937)
Net losses from U.S. Treasury notes:
  Net realized gains (losses)                               --         (1,964)
  Net change in unrealized depreciation                   (221)       (19,516)
                                                   --------------------------
TOTAL NET REALIZED AND UNREALIZED GAINS (LOSSES)      (328,867)      (725,119)
                                                   --------------------------

NET INCOME (LOSS)                                  $  (568,845)   $(1,329,072)
                                                   ==========================

NET INCOME (LOSS) PER UNIT                         $    (73.42)   $   (138.98)
                                                   ==========================

See notes to financial statements
<PAGE>

                          MILLBURN WORLD RESOURCE TRUST
               STATEMENTS OF CHANGES IN TRUST CAPITAL (UNAUDITED)

For the six months ended June 30, 2005:

<TABLE>
<CAPTION>
                                         UNITHOLDERS                   MANAGING OWNER                     TOTAL
                                 ---------------------------     ---------------------------    ---------------------------
                                    AMOUNT           UNITS          AMOUNT          UNITS         AMOUNT          UNITS
                                 ------------------------------------------------------------------------------------------
<S>                              <C>              <C>            <C>              <C>           <C>             <C>
TRUST CAPITAL-
  January 1, 2005                $ 8,261,471       7,635.974     $   183,872              --    $ 8,445,343       7,635.974
Redemptions                       (1,392,676)     (1,384.126)             --                     (1,392,676)     (1,384.126)
Additional units allocated **             --              --              --              --             --              --
Net loss                            (563,900)                         (4,945)                      (568,845)             --
TRUST CAPITAL-
                                 ------------------------------------------------------------------------------------------
  June 30, 2005                  $ 6,304,895       6,251.848     $   178,927              --    $ 6,483,822       6,251.848
                                 ==========================================================================================

NET ASSET VALUE PER UNIT
  OUTSTANDING AT JUNE 30, 2005:  $  1,008.49
                                 -----------
</TABLE>

For the six months ended June 30, 2004:

<TABLE>
<CAPTION>
                                         UNITHOLDERS                   MANAGING OWNER                     TOTAL
                                 ---------------------------     ---------------------------    ---------------------------
                                    AMOUNT           UNITS          AMOUNT          UNITS         AMOUNT          UNITS
                                 ------------------------------------------------------------------------------------------
<S>                              <C>              <C>            <C>              <C>           <C>             <C>
TRUST CAPITAL-
  January 1, 2004               $ 17,388,934      15,451.569    $    605,521              --   $ 17,994,455      15,451.569
Redemptions                       (7,244,988)     (6,474.562)             --              --     (7,244,988)     (6,474.562)
Additional units allocated **             --          12.093              --              --             --          12.093
Net loss                          (1,277,067)                        (52,005)                    (1,329,072)             --
TRUST CAPITAL-
                                 ------------------------------------------------------------------------------------------
  June 30, 2004                 $  8,866,879       8,989.100    $    553,516              --   $  9,420,395       8,989.100
                                 ==========================================================================================
</TABLE>

NET ASSET VALUE PER UNIT
  OUTSTANDING AT JUNE 30, 2004: $     986.40
                                ------------

**    Additional units are issued to Unitholders who are charged less than a 9%
      brokerage fee

See notes to financial statements
<PAGE>

                          MILLBURN WORLD RESOURCE TRUST
                 Statements of Financial Highlights (UNAUDITED)

<TABLE>
<CAPTION>
For the three months ended June 30                               2005           2004
---------------------------------------------------------------------------------------
<S>                                                           <C>            <C>
Net income (loss) from operations:
  Net investment loss                                         $   (16.45)    $   (22.33)
  Net realized and unrealized gains (losses) on
    trading of futures and forward currency contracts              22.31        (171.28)
  Net gains (losses) from U.S. Treasury
    obligations                                                     0.92          (1.59)
                                                              -------------------------
  Net income (loss) per unit                                        6.78        (195.20)
Net asset value per unit,
  beginning of period                                           1,001.71       1,181.60
                                                              -------------------------

Net asset value per unit,
  end of period                                               $ 1,008.49     $   986.40
                                                              =========================
</TABLE>

Total return and ratios for the three months ended June 30:

<TABLE>
<CAPTION>
                                                                    2005           2004
                                                              -------------------------
<S>                                                                <C>           <C>
Total return:                                                       0.68%        (16.52)%
Ratio of expenses to average net assets (a):                        9.42%          9.75%
Ratio of net investment loss to average net assets (a):            (6.74)%        (8.66)%
</TABLE>

(a) Annualized

See notes to financial statements
<PAGE>

                          MILLBURN WORLD RESOURCE TRUST
                 Statements of Financial Highlights (UNAUDITED)

<TABLE>
<CAPTION>
For the six months ended June 30:                              2005           2004
-------------------------------------------------------------------------------------
<S>                                                         <C>            <C>
Net income (loss) from operations:
  Net investment loss                                       $   (34.93)    $   (47.53)
  Net realized and unrealized losses on
    trading of futures and forward currency contracts           (38.46)        (89.84)
  Net losses from U.S. Treasury
    obligations                                                  (0.03)         (1.61)
                                                            -------------------------
  Net losses per unit                                           (73.42)       (138.98)
Net asset value per unit,
  beginning of period                                         1,081.91       1,125.38
                                                            -------------------------

Net asset value per unit,
  end of period                                             $ 1,008.49     $   986.40
                                                            =========================
</TABLE>

Total return and ratios for the six months ended June 30:

<TABLE>
<CAPTION>
                                                                  2005           2004
                                                            -------------------------
<S>                                                              <C>           <C>
Total return:                                                    (6.79)%       (12.35)%
Ratio of expenses to average net assets (a):                      9.39%          9.56%
Ratio of net investment loss to average net assets (a):          (6.97)%        (8.55)%
</TABLE>

(a) Annualized

See notes to financial statements
<PAGE>

NOTES TO FINANCIAL STATEMENTS

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 Millburn World
Resource Trust's (the "Trust") financial condition at June 30, 2005 (unaudited)
and December 31, 2004 and the results of its operations for the three and six
month periods ended June 30, 2005 and 2004 (unaudited). These financial
statements present the results of interim periods and do not include all
disclosures normally provided in annual financial statements. It is suggested
that these financial statements be read in conjunction with the financial
statements and notes included in the Trust's annual report on Form 10-K filed
with the Securities and Exchange Commission for the year ended December 31,
2004. The December 31, 2004 information has been derived from the audited
financial statements as of December 31, 2004.

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

Reference is made to Item 1, "Financial Statements". The information contained
therein is essential to, and should be read in connection with, the following
analysis.

OPERATIONAL OVERVIEW

Due to the nature of the Trust's business, its results of operations depend on
the Millburn Ridgefield Corporation's (the "Managing Owner") ability to
recognize and capitalize on trends and other profit opportunities in different
sectors of the global capital and commodity markets. The Managing Owner's
trading methods are confidential, so that substantially the only information
that can be furnished regarding the Trust's results of operations is contained
in the performance record of its trading. Unlike operating businesses, general
economic or seasonal conditions do not directly affect the profit potential of
the Trust, and its past performance is not necessarily indicative of future
results. The Managing Owner believes, however, that there are certain market
conditions, for example, markets with strong price trends, in which the Trust
has a better likelihood of being profitable than in others.

LIQUIDITY AND CAPITAL RESOURCES

The Trust does not intend to raise any additional capital as it has not, and
does not intend to, register additional units for sale. The Trust does not
engage in borrowing.

The Trust trades futures and forward contracts on interest rates, commodities,
currencies, metals, energy and stock indices. Due to the nature of the Trust's
business, substantially all its assets are represented by cash and United States
government obligations, while the Trust maintains its market exposure through
open futures and forward contract positions.

The Trust's assets are generally held as cash, cash equivalents or U.S.
Government obligations which are used to margin or collateralize the Trust's
futures and forward currency positions and are withdrawn, as necessary, to pay
redemptions and expenses. Other than potential market-imposed limitations on
liquidity, due, for example, to daily price fluctuation limits, which are
inherent in the Trust's futures and forward trading, the Trust's assets are
highly liquid and are expected to remain so. During its operations through the
three and six months ending June 30, 2005, the Trust experienced no meaningful
periods of illiquidity in any of the numerous markets traded by the Managing
Owner.
<PAGE>

There have been no material changes with respect to the Trust's critical
accounting policies, off-balance sheet arrangements or disclosure of contractual
obligations as reported in the Trust's Annual Report on Form 10-K for fiscal
year 2004.

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

                                 TOTAL TRUST
MONTH ENDING:                      CAPITAL
--------------------------------------------
June 30, 2005                    $6,483,822
March 31, 2005                    6,996,465
December 31, 2004                 8,445,343

--------------------------------------------
         Periods ended June 30, 2005
--------------------------------------------

                                    THREE             SIX
                                    MONTHS           MONTHS
                                 ----------------------------
Change in Trust Capital          $(512,643)      $(1,961,521)
Percent Change                       -7.33%           -23.23%

THREE MONTHS ENDED JUNE 30, 2005

The decrease in the Trust's net assets of $512,643 during the three months ended
June 30, 2005 was attributable to redemptions of $541,383 which was partially
offset by net income of $28,740.

Brokerage fees are calculated on the net asset value on the last day of each
month and are affected by trading performance and redemptions. Brokerage fees
for the three months ended June 30, 2005 decreased $102,520 relative to the
corresponding period in 2004.

Interest income is derived from cash and U.S. Treasury instruments held at the
Trust's brokers and custodian. Interest income for the three months ended June
30, 2005 increased $12,107 relative to the corresponding period in 2004. This
increase was attributable to an increase in short-term Treasury yields, which
was partially offset by a reduction in the Trust's cash and U.S. Treasury
investments as a result of redemptions.

The Trust experienced net realized and unrealized gains of $136,000 from its
trading operations (including foreign exchange translations and Treasury
obligations). Brokerage fees of $145,487, administrative expenses of $5,487 and
custody fees of $267 were incurred. Interest income of $43,981 partially offset
the Trust's expenses, resulting in net income of $28,740. An analysis of the
trading gain (loss) by sector is as follows:
<PAGE>

Sector            % Gain (Loss)
--------          -------------

Currencies             (0.08)%
Energies               (0.85)%
Grains                 (1.00)%
Interest rates          6.85%
Livestock              (0.20)%
Metals                 (1.18)%
Softs                  (0.96)%
Stock indices          (0.27)%
                  -------------
Total                   2.31%

SIX MONTHS ENDED JUNE 30, 2005

The decrease in the Trust's net assets of $1,961,521 during the six months ended
June 30, 2005 was attributable to redemptions of $1,392,676 and a net loss of
$568,845.

Brokerage fees are calculated on the net asset value on the last day of each
month and are affected by trading performance and redemptions. Brokerage fees
for the six months ended June 30, 2005 decreased $313,442 relative to the
corresponding period in 2004.

Interest income is derived from cash and U.S. Treasury instruments held at the
Trust's brokers and custodian. Interest income for the six months ended June 30,
2005 increased $11,360 relative to the corresponding period in 2004. This
increase was attributable to an increase in short-term Treasury yields, which
was partially offset by a reduction in the Trust's cash and U.S. Treasury
investments as a result of redemptions.

The Trust experienced net realized and unrealized losses of $328,867 from its
trading operations (including foreign exchange translations and U.S. Treasury
notes). Brokerage fees of $314,435, administrative expenses of $10,975 and
custody fees of $608 were incurred. Interest income of $86,040 partially offset
the Trust's expenses, resulting in a net loss of $568,845. An analysis of the
trading gain (loss) by sector is as follows:

Sector            % Gain (Loss)
--------          -------------

Currencies             (5.63)%
Energies                0.95%
Grains                 (2.75)%
Interest rates          7.52%
Livestock              (0.41)%
Metals                 (1.06)%
Softs                  (0.98)%
Stock indices          (1.09)%
                  -------------
Total                  (3.45)%
<PAGE>

MANAGEMENT DISCUSSION - 2005

THREE MONTHS ENDED JUNE 30, 2005

The Trust's net asset value per unit registered a 0.68% gain during the three
months ended June 30, 2005. Interest rate trading was highly profitable.
Currency and stock index futures trading were essentially flat for the period,
but did produced good gains in May and June. On the other hand, trading of
non-financial markets--energy, metals, and soft and agricultural commodities
resulted in quarterly losses.

Long positions in European, British, Japanese, and Canadian note and bond
futures, were broadly profitable. Continuing sluggish growth on the Continent,
signs of slowing growth in the U.K., and even some reduction in China's still
strong expansion encouraged purchasers of fixed income futures. Moreover,
inflation worldwide, both actual and expected, appears well contained due in
large part to the seemingly endless supply of cheap productive labor available
in China, India, Eastern Europe and other emerging nations.

Long worldwide equity futures positions were maintained throughout the quarter.
Initially these positions generated losses, but in May and June widespread gains
brought the sector's performance back to unchanged. For the quarter overall,
long positions in European and South African stock index futures were quite
profitable, while trading of U.S. and Asian equity futures generated offsetting
losses.

Currency trading also produced mixed results. Non-dollar trading was
fractionally profitable, while dollar trading was similarly negative. Short euro
positions relative to the currencies of Canada, Sweden and Poland were
profitable. Unfavorable short-term interest rate differentials and increasing
concerns about Continental Europe's tepid growth prospects undermined the euro.
In addition, a long euro/short Swedish krona trade produced a gain as the
Swedish Riksbank cut its official interest rate below the European Central Bank
rate. Short Japanese yen positions against the Australian and Canadian
currencies were also quite profitable. Here too it appears that interest rate
differentials and relative growth contributed to the yen's weakness. Meanwhile,
trading of dollar positions was unprofitable. Short dollar positions relative to
the Korean, Australian and New Zealand units, and long dollar positions versus
the South African rand, euro, pound sterling and Japanese yen were not
profitable. On the other hand, short dollar positions against the Brazilian real
and Canadian dollar did produce gains.

Energy prices retreated in April and May, and losses on long positions in crude
and products were widespread, although prices recovered late in the quarter and
trimmed the losses noticeably.

Metals prices were volatile, and worries about slowing growth seemed to weigh on
the markets. Long positions in zinc, nickel, lead, copper, silver and gold
produced losses that outweighed slight gains from long platinum and short tin
trades. A short aluminum trade also lost money.
<PAGE>

In agricultural trading, prices were volatile. Long positions throughout the soy
complex resulted in losses when improved weather news generated price declines.
Short corn and wheat trades also resulted in losses. Finally, short sugar, cocoa
and cotton positions were slightly unprofitable, as was a long coffee trade.

THREE MONTHS ENDED MARCH 31, 2005

The Trust's net asset value (NAV) per unit declined 7.41% for the three months
ended March 31, 2005. The period was characterized by significant price
volatility in most markets, including trend reversals in a number of currency
and equity futures.

After declining for several months, the dollar staged a significant rally and
losses were sustained on short dollar positions against the yen, South African
rand, Singapore dollar, euro and a number of other European currencies. Tepid
growth in the 12-nation euro zone, dovish comments from the European Central
Bank, and further rate increases from the Federal Reserve seemed to outweigh, at
least temporarily, the dollar depressing effect of concerns about central banks'
sales of dollars to diversify reserve holdings.

Equity markets were also volatile during the quarter due to concerns about
higher interest rates in the U.S., sluggish economic activity in "Old Europe"
and the possibility of slower growth in Asia. Losses on long positions in U.S.
and Hong Kong index futures outweighed small gains from long positions in
European and Japanese indices.

A multi-year downtrend in grain prices reversed abruptly, and short positions in
corn, wheat, soybeans and soybean meal sustained large losses. Trading of other
agricultural commodities was also somewhat unprofitable.

In the interest rate sector, higher short-term rates in the U.S. produced a
sizable gain on a short Eurodollar futures trade. Meanwhile, global long-term
interest rates declined but with a good deal of volatility. Hence, positions in
notes and bonds had little net impact on NAV.

Energy prices were quite volatile but maintained an upward momentum during the
quarter. Consequently, long crude, heating oil, kerosene, and London gasoil
positions were profitable. Natural gas trading, on the other hand, produced a
small loss.
<PAGE>

                                 TOTAL TRUST
MONTH ENDING:                      CAPITAL
--------------------------------------------

June 30, 2004                    $ 9,420,395
March 31, 2004                    14,742,830
December 31, 2003                 17,994,455

--------------------------------------------
        Periods ended June 30, 2004
--------------------------------------------

                                     THREE             SIX
                                     MONTHS           MONTHS
                                 -------------------------------
Change in Trust Capital          $ (5,322,435)     $ (8,574,060)
Percent Change                        -36.10%          -47.65%

THREE MONTHS ENDED JUNE 30, 2004

The Trust's net assets decreased $5,322,435 during the three months ended June
30, 2004. This decrease was attributable to redemptions of $3,064,108 and net
loss of $2,258,327.

Brokerage fees are calculated on the net asset value on the last day of each
month and are affected by trading performance and redemptions. Brokerage fees
for the three months ended June 30, 2004 decreased $210,314 relative to the
corresponding period in 2003.

Interest income is derived from cash and U.S. Treasury instruments held at the
Trust's brokers and custodian. Interest income for the three months ended June
30, 2004 decreased $32,658 relative to the corresponding period in 2003. This
decrease was attributable to a reduction in the Trust's cash and U.S. Treasury
investments as a result of net redemptions) as well as a decrease in short-term
Treasury yields.

During the three months ended June 30, 2004, the Trust experienced net realized
and unrealized losses of $2,016,908 from its trading operations (including
foreign exchange translations and U.S. Treasury notes). Brokerage fees of
$248,007, administrative expenses of $25,000 and custody fees of $286 were
incurred. Interest income of $31,874 partially offset the Trust's expenses,
resulting in a net loss of $2,258,327. An analysis of the trading gain (loss) by
sector is as follows:

Sector            % Gain (Loss)
--------          -------------

Currencies              (3.53)%
Energies                 1.68%
Grains                  (1.56)%
Interest rates          (5.58)%
Metals                  (2.60)%
Softs                    0.24%
Stock indices           (3.19)%
                  -------------
Total                  (14.54)%
<PAGE>

SIX MONTHS ENDED JUNE 30, 2004

The Trust's net assets decreased $8,574,060 during the six months ended June 30,
2004. This decrease was attributable to redemptions of $7,244,988 and net loss
from operations of $1,329,072.

Brokerage fees are calculated on the net asset value on the last day of each
month and are affected by trading performance and redemptions. Brokerage fees
for the six months ended June 30, 2004 decreased $309,697 relative to the
corresponding period in 2003.

Interest income is derived from cash and U.S. Treasury instruments held at the
Trust's brokers and custodian. Interest income for the six months ended June 30,
2004 decreased $78,004 relative to the corresponding period in 2003. This
decrease was attributable to a reduction in the Trust's net assets (via
redemptions and trading losses) as well as a decrease in short-term Treasury
yields.

During the six months ended June 30, 2004, the Trust experienced net realized
and unrealized losses of $725,119 from its trading operations (including foreign
exchange translations and U.S. Treasury notes). Brokerage fees of $627,877,
administrative expenses of $50,000 and custody fees of $756 were incurred.
Interest income of $74,680 partially offset the Trust's expenses, resulting in
a net loss of $1,329,072. An analysis of the trading gain (loss) by sector is as
follows:

Sector            % Gain (Loss)
--------          -------------

Currencies             (10.02)%
Energies                 3.40%
Grains                   0.23%
Interest rates           0.99%
Metals                  (0.76)%
Softs                   (0.01)%
Stock indices           (2.11)%
                  -------------
Total                   (8.28)%

MANAGEMENT DISCUSSION - 2004

THREE MONTHS ENDED JUNE 30, 2004

The Trust's net asset value per unit dropped 16.52% during the quarter. Trend
reversals followed by non-directional and volatile range-trading characterized a
broad spread of markets during the period. As a result sizable losses were
sustained in five of the six sectors in the portfolio: interest rates,
currencies, stock indices, metals and agricultural commodities. Energy was
moderately profitable for the quarter, but even there an uptrend seemed to peter
out near the end of the quarter.

Surprisingly strong U.S. employment reports beginning in April, and official
moves in China to slow its booming economy caused abrupt price trend reversals
in most of the markets comprising the Trust's portfolio. For example, as the
quarter began, the Trust held long positions across a broad range of US and
European interest rate futures. These positions had been quite profitable in
prior weeks and reflected declining interest rate trends that were in large
measure a response to the so-called "jobless recovery" in the U.S. However, in
the wake of strong employment data, interest rates rose sharply worldwide and
bond market sentiment seemed to turn negative on a dime. As a result, the Trust
sustained sizable losses on its long bond futures positions. Thereafter,
interest rates vacillated and failed to sustain a trend.
<PAGE>

At the start of the period, the Trust also held long positions in a number of
Asian currencies including, the yen, Korean won and Singapore dollar. Long
commodity currency positions (Australian dollar, New Zealand dollar, and South
African rand) were also held in the Trust. Market participants, intuiting that
any slowdown in Chinese growth would be negative for Asia and for industrial
commodities, sold the Asian and commodity currencies, producing declines. Once
again, subsequent trading in the quarter was largely non-directional. Gold and
copper prices, which were trending upward early in the year, fell markedly due
to the altered growth prospects in China and a strengthening US currency,
resulting in losses from long positions.

Stock markets were also unsettled by the changing prospects for growth, interest
rates and monetary policies throughout the world. Hence, trading in German,
U.S., and Hong Kong index futures resulted in losses.

An upward trend in energy prices led to gains from long positions in unleaded
gasoline, London gas oil, crude oil, and heating oil. Natural gas, on the other
hand, was quite volatile and produced a loss for the quarter.

Finally, with volatility in corn prices, losses were registered on both long and
short positions.

THREE MONTHS ENDED MARCH 31, 2004

The Trust's NAV per unit advanced 5.00% during the quarter. A large profit
derived from trading interest rate futures combined with small gains from stock
index, energy, metals and agricultural commodity futures trading more than
outweighed a sizable loss that was produced trading in foreign exchange markets.

Long positions in U.S., European and Japanese interest rate futures were
profitable. Questions about the strength and sustainability of U.S. growth,
given the lack of employment expansion, speculation about a possible European
Central Bank rate cut to spur lagging economic activity and persistent purchases
of U.S. treasuries by Asian Central Banks following massive foreign exchange
intervention pushed rates lower across the maturity spectrum.

A long copper position, benefiting from the China inspired global demand for
base metals, was very profitable, while a long gold position lost marginally.
Increased worldwide demand for grains led to rising corn prices and a gain on a
long corn position.

In the energy sector, a long position in unleaded gasoline and a long position
in crude oil were fractionally profitable, while long heating oil, London gas
oil and natural gas positions generated small losses.

Low interest rates and an improving economic environment provided some lift to
Japanese stock markets, and long positions in the NIKKEI and TOPIX index futures
were profitable. On the other hand, political uncertainties in Hong Kong and
growth concerns in Germany produced marginal losses on stock futures trades for
those two countries.
<PAGE>

On the other hand, trading of foreign exchange rates, which were volatile but
non-directional for much of the period, generated sizable losses. Hence, aside
from modest gains from long positions in commodity currencies (Australian and
New Zealand dollars), a long sterling position relative to the euro, and a long
euro trade against the Norwegian krone, losses on the Trust's currency positions
were widespread.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not applicable.  The Trust is a small business issuer.

ITEM 4. CONTROLS AND PROCEDURES

Millburn Ridgefield Corporation, the Managing Owner of the Trust, with the
participation of the Managing Owner's Co-Chief Executive Officers and Chief
Financial Officer, has evaluated the effectiveness of the design and operation
of its disclosure controls and procedures with respect to the Trust as of the
end of this period covered by this quarterly report, and, based on their
evaluation, have concluded that these disclosure controls and procedures are
effective. There were no significant changes in the Managing Owner's internal
controls with respect to the Trust or in other factors applicable to the Trust
that could materially affect these controls subsequent to the date of their
evaluation.

PART II. OTHER INFORMATION

ITEM I. Legal Proceedings - None

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

(e) Pursuant to the Trust's Declaration of Trust and Trust Agreement,
Unitholders may redeem their Units at the end of each calendar month at the then
current month-end Net Asset Value per Unit. The redemption of Units has no
impact on the value of Units that remain outstanding, and Units are not reissued
once redeemed.

The following table summarizes the redemptions by Unitholders
during the three months ended June 30, 2005:

Date of                   Units              NAV per
Redemption              Redeemed               Unit
------------------------------------------------------

April 30, 2005           279.315          $   952.16
May 31, 2005             166.898              968.66
June 30, 2005            112.806            1,008.49
                       ---------
Total                    559.019
                       =========

ITEM 3. Defaults Upon Senior Securities - None
ITEM 4. Submission of Matters to a Vote of Security Holders - None
ITEM 5. Other Information - None
<PAGE>

ITEM 6. (a) Exhibits -

The following exhibits are incorporated by reference from Amendment No. 1 to the
Registration Statement (File No. 33-90756) filed on September 27, 1995 on Form
S-1 under the Securities Act of 1933.

3.02      Certificate of Trust of the Trust.
10.01     Form of Subscription Agreement and Power of Attorney.

The following exhibits are incorporated by reference from Post-Effective
Amendment No. 1 to the Registration Statement (File No. 33-90756) filed on March
1, 1996 on Form S-1 under the Securities Act of 1933.

DESIGNATION DESCRIPTION

10.02     Selling Agreement among the Trust, the Managing Owner and the
          Principal Selling Agents (includes a form of Additional Selling Agent
          and Correspondent Selling Agent Agreement).
10.03(a)  Customer Agreement among the Trust, the Managing Owner and a Principal
          Selling Agent in its capacity as a futures commission merchant.
          10.03(b) Customer Agreement among the Trust, the Managing Owner and a
          Principal Selling Agent in its capacity as a futures commission
          merchant.
10.04     Escrow Agreement between the Trust and Chemical Bank, N.A.

The following exhibits are included herewith:

31.01     Rule 13(a)-14(a)/15(d)-14(a) Certification of Co-Chief Executive
          Officer
31.02     Rule 13(a)-14(a)/15(d)-14(a) Certification of Co-Chief Executive
          Officer
31.03     Rule 13(a)-14(a)/15(d)-14(a) Certification of Chief Financial Officer
32.01     Section 1350 Certification of Co-Chief Executive Officer
32.02     Section 1350 Certification of Co-Chief Executive Officer
32.03     Section 1350 Certification of Chief Financial Officer

                                   SIGNATURES

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

By: Millburn Ridgefield Corporation,
Managing Owner
Date: August 15, 2005

                                /s/ Tod A. Tanis
                                ------------------------------
                                Tod A. Tanis
                                Vice-President
                                (principal accounting officer)