<PAGE>
 
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
 
                                   FORM 10-Q
 
(Mark One)
 
/X/ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
    ACT OF 1934
 
For the quarterly period ended September 30, 1996
 
                                       OR
 
/ / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
    ACT OF 1934
 
For the transition period from _______________________ to ______________________
 
Commission file number: 33-80443
 
                          WILLOWBRIDGE STRATEGIC TRUST
--------------------------------------------------------------------------------
             (Exact name of Registrant as specified in its charter)
 
Delaware                                                              13-7075398
--------------------------------------------------------------------------------
(State or other jurisdiction of                                 (I.R.S. Employer
incorporation or organization)                               Identification No.)
 
One New York Plaza, 13th Floor, New York, New York                         10292
--------------------------------------------------------------------------------
(Address of principal executive offices)                              (Zip Code)
 
Registrant's telephone number, including area code (212) 778-7866
 
                                      N/A
--------------------------------------------------------------------------------
Former name, former address and former fiscal year, if changed since last report
 
   Indicate by check CK whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes _CK_  No __
 <PAGE>
<PAGE>
 
                         Part I. FINANCIAL INFORMATION
                          ITEM 1--FINANCIAL STATEMENTS
                          WILLOWBRIDGE STRATEGIC TRUST
                          (a Delaware Business Trust)
                       STATEMENTS OF FINANCIAL CONDITION
                                  (Unaudited)
<TABLE>
<CAPTION>
                                                                      September 30,     December 31,
                                                                          1996              1995
----------------------------------------------------------------------------------------------------
<S>                                                                   <C>               <C>
ASSETS
Equity in commodity trading accounts:
Cash                                                                   $18,572,345        $  1,000
Net unrealized gain on open commodity positions                          2,787,288              --
Options, at market                                                          72,620              --
                                                                      -------------     ------------
Net equity                                                              21,432,253           1,000
Other receivable                                                             6,182              --
                                                                      -------------     ------------
Total assets                                                           $21,438,435        $  1,000
                                                                      -------------     ------------
                                                                      -------------     ------------
LIABILITIES AND TRUST CAPITAL
Liabilities
Redemptions payable                                                    $   207,585        $     --
Management fee payable                                                      53,596              --
                                                                      -------------     ------------
Total liabilities                                                          261,181              --
                                                                      -------------     ------------
Commitments
Trust capital
Limited interests (227,790.532 and 0 interests outstanding)             20,958,241              --
General interests (2,380.258 and 10 interests outstanding)                 219,013           1,000
                                                                      -------------     ------------
Total trust capital                                                     21,177,254           1,000
                                                                      -------------     ------------
Total liabilities and trust capital                                    $21,438,435        $  1,000
                                                                      -------------     ------------
                                                                      -------------     ------------
Net asset value per limited and general interest (``Interests'')       $     92.01        $ 100.00
                                                                      -------------     ------------
                                                                      -------------     ------------
----------------------------------------------------------------------------------------------------
</TABLE>
                 The accompanying notes are an integral part of these statements
 
                                       2
 <PAGE>
<PAGE>
 
                          WILLOWBRIDGE STRATEGIC TRUST
                          (a Delaware Business Trust)
                            STATEMENTS OF OPERATIONS
                                  (Unaudited)
<TABLE>
<CAPTION>
                                                            For the period from
                                                                May 1, 1996
                                                              (commencement of
                                                                operations)             Three months
                                                                  through                   ended
                                                               September 30,            September 30,
                                                                    1996                    1996
-----------------------------------------------------------------------------------------------------
<S>                                                      <C>                            <C>
REVENUES
Net realized loss on commodity transactions                     $ (2,858,006)           $  (1,452,482)
Change in net unrealized gain on commodity positions               2,691,379                2,491,416
Interest income                                                      348,321                  232,148
                                                         --------------------------     -------------
                                                                     181,694                1,271,082
                                                         --------------------------     -------------
EXPENSES
Commissions                                                          539,173                  355,717
Management fees                                                      207,817                  139,988
                                                         --------------------------     -------------
                                                                     746,990                  495,705
                                                         --------------------------     -------------
Net income (loss)                                               $   (565,296)           $     775,377
                                                         --------------------------     -------------
                                                         --------------------------     -------------
ALLOCATION OF NET INCOME (LOSS)
Limited interests                                               $   (556,309)           $     768,479
                                                         --------------------------     -------------
                                                         --------------------------     -------------
General interests                                               $     (8,987)           $       6,898
                                                         --------------------------     -------------
                                                         --------------------------     -------------
NET INCOME (LOSS) PER WEIGHTED AVERAGE
LIMITED AND GENERAL INTEREST
Net income (loss) per weighted average limited
  and general interest                                          $      (2.99)           $        3.59
                                                         --------------------------     -------------
                                                         --------------------------     -------------
Weighted average number of limited
  and general interests outstanding                              189,333.057              215,727.082
                                                         --------------------------     -------------
                                                         --------------------------     -------------
 
-----------------------------------------------------------------------------------------------------
</TABLE>
 
                     STATEMENT OF CHANGES IN TRUST CAPITAL
                                  (Unaudited)
<TABLE>
<CAPTION>
                                                              LIMITED        GENERAL
                                            INTERESTS        INTERESTS      INTERESTS        TOTAL
-----------------------------------------------------------------------------------------------------
<S>                                        <C>              <C>             <C>           <C>
Trust capital--December 31, 1995                     10     $        --     $  1,000      $     1,000
Contributions                               234,666.907      21,921,700      227,000       22,148,700
Net loss                                             --        (556,309)      (8,987 )       (565,296)
Redemptions                                  (4,506.117)       (407,150)          --         (407,150)
                                           ------------     -----------     ---------     -----------
Trust capital--September 30, 1996           230,170.790     $20,958,241     $219,013      $21,177,254
                                           ------------     -----------     ---------     -----------
                                           ------------     -----------     ---------     -----------
 
-----------------------------------------------------------------------------------------------------
</TABLE>
                The accompanying notes are an integral part of these statements
 
                                       3
 <PAGE>
<PAGE>
 
                          WILLOWBRIDGE STRATEGIC TRUST
                          (a Delaware Business Trust)
                         NOTES TO FINANCIAL STATEMENTS
                               SEPTEMBER 30, 1996
                                  (Unaudited)
 
A. General
 
   Willowbridge Strategic Trust (the ``Trust'') was organized under the Delaware
Business Trust Statute on October 16, 1995 and commenced trading operations on
May 1, 1996. The Trust will terminate on December 31, 2015 unless terminated
sooner as provided in the Second Amended and Restated Declaration of Trust and
Trust Agreement (the ``Trust Agreement''). The Trust was formed to engage in the
speculative trading of commodity futures, options and forward contracts. The
Trustee of the Trust is Wilmington Trust Company. The managing owner is
Prudential Securities Futures Management Inc. (the ``Managing Owner''), a
wholly-owned subsidiary of Prudential Securities Incorporated (``PSI''), which,
in turn, is a wholly-owned subsidiary of Prudential Securities Group Inc. PSI is
the principal underwriter and selling agent for the Trust's interests (the
``Interests'') as well as the commodity broker (``Commodity Broker'') of the
Trust.
 
   The Trust is offering a maximum of $100,000,000 of limited interests. On May
1, 1996, the Trust completed its initial offering with gross proceeds of
$12,686,200 from the sale of 125,352 limited interests and 1,510 general
interests. Additional Interests are being offered monthly at the then current
net asset value per Interest until no later than two years from the date of the
prospectus (February 7, 1996) but in no event after $100,000,000 in limited
interests are sold (the ``Continuous Offering Period''). A minimum initial
contribution of $5,000 ($2,000 for an IRA account) is required for each new
limited owner unless the Managing Owner, in its sole discretion, approves a
contribution of a lesser amount. Existing limited owners are permitted to make
additional contributions in increments of not less than $100 during the
Continuous Offering Period.
 
   Redemptions are permitted monthly, on at least 10 days' prior written notice,
commencing with the end of the first full month of Trust trading activity, May
31, 1996. Redemptions will be at the net asset value per Interest, however,
Interests redeemed on or prior to the end of the first and second successive
six-month periods after their purchase are subject to redemption charges of 4%
and 3%, respectively, of the net asset value at which they are redeemed. These
redemption charges will be paid to the Managing Owner. Partial redemptions are
permitted.
 
   The Managing Owner is required to maintain at least a 1% interest in the
Trust so long as it is acting as the Managing Owner. Therefore, it must
contribute to the Trust between $101,000 and $1,010,000 depending upon the total
number of limited interests sold during the Initial & Continuous Offering
Periods. In return, it is entitled to a proportionate number of general
interests with at least a 1% interest in the profits and losses of the Trust.
 
   The Managing Owner, on behalf of the Trust, entered into an agreement (the
``Advisory Agreement'') with Willowbridge Associates Inc., an independent
commodity trading manager (the ``Trading Manager''). The Managing Owner has made
100% of the Trust's assets available for trading by the Trading Manager;
however, the Managing Owner retains the authority to override trading
instructions that violate the Trust's trading policies. The Advisory Agreement
is for an initial term of approximately one year and may be renewed thereafter
for additional successive one-year terms. The Managing Owner retains the right
to retain additional or substitute commodity trading managers at its discretion.
 
   These financial statements have been prepared without audit. In the opinion
of management, the financial statements contain all adjustments (consisting of
only normal recurring adjustments) necessary to present fairly the financial
position of the Trust as of September 30, 1996 and the results of its operations
for the period from May 1, 1996 (commencement of operations) through September
30, 1996 and the three months ended September 30, 1996. However, the operating
results for the interim periods may not be indicative of the results expected
for the full year.
 
B. Summary of Significant Accounting Policies
 
Basis of Accounting
 
   The books and records of the Trust are maintained on the accrual basis of
accounting in accordance with generally accepted accounting principles.
 
                                       4
 <PAGE>
<PAGE>
 
Income Taxes
 
   The Trust is not required to provide for, or pay, any federal or state income
taxes. Income tax attributes that arise from its operations will be passed
directly to the individual limited owners and the Managing Owner. The Trust may
be subject to other state and local taxes in jurisdictions in which it operates.
 
Profit and loss allocations and distributions
 
   The Trust allocates profits and losses for both financial and tax reporting
purposes to the limited owners and the Managing Owner monthly on a pro-rata
basis based on each owner's Interests outstanding during the month.
Distributions (other than on redemptions of Interests) are made at the sole
discretion of the Managing Owner on a pro rata basis in accordance with the
respective capital accounts of the owners. No distributions have been made since
inception.
 
C. Fees
 
Organizational, Offering, General and Administrative Costs
 
   PSI or its affiliates pay the costs of organizing the Trust and offering its
Interests as well as administrative costs incurred by the Managing Owner or its
affiliates for services it performs for the Trust. These costs include, but are
not limited to, those discussed in Note D below. Routine legal, audit, postage
and other third party costs are also paid by PSI or its affiliates.
 
Management and Incentive fees
 
   The Trust pays the Trading Manager a monthly management fee of 1/4 of 1% (3%
per annum) of the Trust's net asset value as of the last day of each month and a
quarterly incentive fee of 20% of ``New High Net Trading Profits'' (as defined
in the Advisory Agreement).
 
Commissions
 
   The Managing Owner, on behalf of the Trust, entered into an agreement (the
``Brokerage Agreement'') with PSI to act as Commodity Broker whereby the Trust
pays a fixed monthly fee for brokerage services rendered. The monthly fee is
equal to .64583 of 1% (7.75% per annum) of the Trust's net asset value as of the
first day of each month. From this fee, PSI pays all of the Trust's execution
(i.e., floor brokerage expenses, give-up charges and NFA, clearing and exchange
fees) and account maintenance costs, as well as compensation to employees who
sell Interests in the Trust.
 
D. Related Parties
 
   The Managing Owner or its affiliates perform services for the Trust which
include but are not limited to: brokerage services, accounting and financial
management, registrar, transfer and assignment functions, investor
communications, printing and other administrative services.
 
   One hundred percent of the proceeds of this offering are received in the
Trust's name and deposited in cash in segregated trading accounts at PSI and
will remain there for as long as the Trust's Brokerage Agreement with PSI
remains in effect. PSI credits the Trust monthly with 80% of the interest it
earns on the equity in these accounts and retains the remaining 20%.
 
   When the Trust engages in forward foreign currency transactions, it trades
with PSI who simultaneously engages in back-to-back transactions with an
affiliate who, pursuant to the Trust's prospectus, is obligated to charge a
competitive price.
 
E. Credit and Market Risk
 
   Since the Trust's business is to trade futures, forward and options
contracts, its capital is at risk due to changes in the value of these contracts
(market risk) or the inability of counterparties to perform under the terms of
the contracts (credit risk).
 
   Futures, forward and options contracts involve varying degrees of off-balance
sheet risk; and changes in the level of volatility of interest rates, foreign
currency exchange rates or the market values of the contracts (or commodities
underlying the contracts) frequently result in changes in the Trust's unrealized
gain (loss) on open commodity positions reflected in the statements of financial
condition. The Trust's exposure to market risk is influenced by a number of
factors including the relationships among the contracts held by the Trust as
well as the liquidity of the markets in which the contracts are traded.
 
                                       5
 <PAGE>
<PAGE>
 
   Futures and options contracts are traded on organized exchanges and are thus
distinguished from forward contracts which are entered into privately by the
parties. The credit risks associated with futures and options contracts are
typically perceived to be less than those associated with forward contracts
because exchanges typically provide clearinghouse arrangements in which the
collective credit (subject to certain limitations) of the members of the
exchanges is pledged to support the financial integrity of the exchange. On the
other hand, the Trust must rely solely on the credit of its broker (PSI) with
respect to forward transactions.
 
   The Managing Owner attempts to minimize both credit and market risks by
requiring the Trust's Trading Manager to abide by various trading limitations
and policies. The Managing Owner monitors compliance with these trading
limitations and policies which include, but are not limited to, executing and
clearing all trades with creditworthy counterparties (currently, PSI is the sole
counterparty or broker); limiting the amount of margin or premium required for
any one commodity or all commodities combined; and generally limiting
transactions to contracts which are traded in sufficient volume to permit the
taking and liquidating of positions. The Managing Owner may impose additional
restrictions (through modifications of such trading limitations and policies)
upon the trading activities of the Trading Manager as it, in good faith, deems
to be in the best interests of the Trust.
 
   PSI, when acting as the Trust's futures commission merchant in accepting
orders for the purchase or sale of domestic futures and options contracts, is
required by Commodity Futures Trading Commission (``CFTC'') regulations to
separately account for and segregate as belonging to the Trust all assets of the
Trust relating to domestic futures and options trading and not to commingle such
assets with other assets of PSI. At September 30, 1996, such segregated assets
totalled $9,704,014. Part 30.7 of the CFTC regulations also requires PSI to
secure assets of the Trust related to foreign futures and options trading which
totalled $11,728,239 at September 30, 1996. There are no segregation
requirements for assets related to forward trading.
 
   As of September 30, 1996, all open futures and options contracts mature
within nine months.
 
   As of September 30, 1996, gross contract amounts of open futures and options
contracts are:
 
<TABLE>
<CAPTION>
                                                                  September 30,
                                                                      1996
                                                                  -------------
                    <S>                                           <C>
                    Financial Futures Contracts:
                      Commitments to purchase                     $ 254,344,123
                      Commitments to sell                         $   1,499,969
                    Currency Futures Contracts:
                      Commitments to purchase                     $   5,911,480
                      Commitments to sell                         $  49,571,688
                    Other Futures and Options Contracts:
                      Commitments to purchase                     $  32,753,435
                      Commitments to sell                         $   1,989,970
</TABLE>
 
   The gross contract amounts represent the Trust's potential involvement in a
particular class of financial instrument (if it were to take or make delivery on
an underlying futures or options contract). The gross contract amounts
significantly exceed the future cash requirements as the Trust intends to close
out open positions prior to settlement and thus is generally subject only to the
risk of loss arising from the change in the value of the contracts. As such, the
Trust considers the ``fair value'' of its futures, forward and options contracts
to be the net unrealized gain or loss on the contracts (plus premiums on
options). Thus, the amount at risk associated with counterparty nonperformance
of all contracts is the net unrealized gain included in the statements of
financial condition. The market risk associated with the Trust's commitments to
purchase commodities is limited to the gross contract amounts involved, while
the market risk associated with its commitments to sell is unlimited since the
Trust's potential involvement is to make delivery of an underlying commodity at
the contract price; therefore, it must repurchase the contract at prevailing
market prices.
 
                                       6
 <PAGE>
<PAGE>
 
   At September 30, 1996, the fair values of futures and options contracts were:
 
<TABLE>
<CAPTION>
                                                    Assets        Liabilities
                                                  -----------     -----------
                       <S>                        <C>             <C>
                       Futures Contracts:
                         Domestic exchanges
                            Financial             $   202,406     $    80,925
                            Currencies                922,590           6,440
                            Other                     743,100       1,262,408
                         Foreign exchanges
                            Financial               2,302,278           7,448
                            Other                          --          25,865
                       Options Contracts:
                         Domestic exchanges
                            Other                      72,620              --
                                                  -----------     -----------
                                                  $ 4,242,994     $ 1,383,086
                                                  -----------     -----------
                                                  -----------     -----------
</TABLE>
 
    The following table presents the average fair value of futures and options
contracts for the five and three months ended September 30, 1996.
 
<TABLE>
<CAPTION>
                                                    For the period from
                                                        May 1, 1996
                                                     (commencement of             For the three months
                                                    operations) through                   ended
                                                    September 30, 1996             September 30, 1996
                                                ---------------------------    ---------------------------
                                                  Assets        Liabilities      Assets        Liabilities
                                                ----------      -----------    ----------      -----------
<S>                                             <C>             <C>            <C>             <C>
Futures Contracts:
  Domestic exchanges
     Financial                                  $   84,191       $   37,349    $   82,677       $   42,233
     Currencies                                    294,827          139,072       332,852          159,090
     Other                                         423,194          554,746       484,481          547,183
  Foreign exchanges
     Financial                                     719,619           19,563       899,524           18,856
     Other                                              --           17,359            --           16,618
Options Contracts:
  Domestic exchanges
     Financial                                      24,969               --        31,211               --
     Currencies                                     96,100               --       120,125               --
     Other                                          27,836               --        34,796               --
  Foreign exchanges
     Financial                                       9,039               --        11,299               --
                                                ----------      -----------    ----------      -----------
                                                $1,679,775       $  768,089    $1,996,965       $  783,980
                                                ----------      -----------    ----------      -----------
                                                ----------      -----------    ----------      -----------
</TABLE>
 
                                       7
 <PAGE>
<PAGE>
 
    The following table presents the net realized gains (losses) and the net
unrealized gains (losses) of futures and options contracts for the period from
May 1, 1996 through September 30, 1996 as well as the net realized gains
(losses) and the change in net unrealized gains/losses for the three months
ended September 30, 1996.
 
<TABLE>
<CAPTION>
                                   For the period from
                                       May 1, 1996
                                     (commencement of                          For the three months
                                   operations) through                                  ended
                                    September 30, 1996                          September 30, 1996
                        ------------------------------------------  -------------------------------------------
                            Net
                         Realized                                    Net Realized     Change in
                           Gains      Net Unrealized                    Gains       Net Unrealized
                         (Losses)     Gains (Losses)      Total        (Losses)      Gains/Losses       Total
                        -----------   --------------   -----------   ------------   --------------   -----------
<S>                     <C>           <C>              <C>           <C>            <C>              <C>
Futures Contracts:
  Domestic ex-
  changes
     Financial          $  (403,681)    $  121,481     $  (282,200)  $    (90,056)    $   61,200     $   (28,856)
     Currencies          (1,103,423)       916,150        (187,273)    (1,153,085)       946,918        (206,167)
     Other               (1,496,089)      (519,308)     (2,015,397)      (467,638)      (687,839)     (1,155,477)
  Foreign exchanges
     Financial              634,886      2,294,830       2,929,716        688,871      2,272,608       2,961,479
     Other                  (20,933)       (25,865)        (46,798)       (20,933)        (5,562)        (26,495)
Options Contracts:
  Domestic ex-
  changes
     Financial             (146,094)            --        (146,094)      (146,094)            --        (146,094)
     Currencies            (195,150)            --        (195,150)      (147,900)            --        (147,900)
     Other                  (43,825)       (95,909)       (139,734)       (31,950)       (95,909)       (127,859)
  Foreign exchanges
     Financial              (83,697)            --         (83,697)       (83,697)            --         (83,697)
                        -----------   --------------   -----------   ------------   --------------   -----------
                        $(2,858,006)    $2,691,379     $  (166,627)  $ (1,452,482)    $2,491,416     $ 1,038,934
                        -----------   --------------   -----------   ------------   --------------   -----------
                        -----------   --------------   -----------   ------------   --------------   -----------
</TABLE>
 
                                       8
 <PAGE>
<PAGE>
 
                          WILLOWBRIDGE STRATEGIC TRUST
                          (a Delaware Business Trust)
      ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                           AND RESULTS OF OPERATIONS
 
Liquidity and Capital Resources
 
   The Trust commenced operations on May 1, 1996 with gross proceeds of
$12,686,200 allocated to commodities trading. Additional Interests are offered
monthly at the then current net asset value per Interest until no later than two
years from the date of the prospectus (February 7, 1996) but in no event after
$100,000,000 in limited interests are sold.
 
   At September 30, 1996, 100% of the Trust's net assets were allocated to
commodity trading. A significant portion of the net assets are held in cash
which is used as margin for the Trust's trading in commodities. Inasmuch as the
sole business of the Trust is to trade in commodities, the Trust continues to
own such liquid assets to be used as margin. PSI credits the Trust monthly with
80% of the interest it earns on the equity in these accounts and retains the
remaining 20%.
 
   The commodities contracts are subject to periods of illiquidity because of
market conditions, regulatory considerations and other reasons. For example,
commodity exchanges limit fluctuations in commodity futures contract prices
during a single day by regulations referred to as ``daily limits.'' During a
single day, no trades may be executed at prices beyond the daily limit. Once the
price of a futures contract for a particular commodity has increased or
decreased by an amount equal to the daily limit, positions in the commodity can
neither be taken nor liquidated unless traders are willing to effect trades at
or within the limit. Commodity futures prices have occasionally moved the daily
limit for several consecutive days with little or no trading. Such market
conditions could prevent the Trust from promptly liquidating its commodity
futures positions.
 
   Since the Trust's business is to trade futures, forward and options
contracts, its capital is at risk due to changes in the value of these contracts
(market risk) or the inability of counterparties to perform under the terms of
the contracts (credit risk). The Managing Owner attempts to minimize these risks
by requiring the Trust's Trading Manager to abide by various trading limitations
and policies. See Note E to the financial statements for a further discussion of
the credit and market risks associated with the Trust's futures, forward and
options contracts.
 
   The Trust does not have, nor does it expect to have, any capital assets.
 
   Redemptions of limited interests for the period from May 1, 1996
(commencement of operations) through September 30, 1996 were $407,150.
Additional contributions raised through the continuous offering for the period
from May 1, 1996 (commencement of operations) to September 30, 1996 resulted in
additional gross proceeds to the Trust of $9,463,500. Future redemptions and
contributions will impact the amount of funds available for investment in
commodity contracts in subsequent periods.
 
Results of Operations
 
   The Trust commenced trading operations on May 1, 1996, and as such, no
comparative information is available for 1995.
 
   The net asset value per Interest as of September 30, 1996 was $92.01, a
decrease of 7.99% from the May 1, 1996 initial net asset value per Interest of
$100.00.
 
   The Trust's net asset value per Interest declined in the month of July.
Profits in the financials sector were offset by losses in the grains,
currencies, energies, metals, softs and meats sectors. In the financials sector,
gains were made in long Australian, German and French bond positions. Australian
bond prices continued an upward movement on an expected interest rate cut and an
increased unemployment report. However, in the U.S. financial markets, strong
U.S. employment figures early in the month increased the likelihood of a hike in
interest rates which adversely affected long U.S. bonds and notes positions.
Long positions in corn, soybean by-products and wheat were unprofitable. Despite
a rise in international demand for grains and historically low reserves, grain
prices fell as higher rainfall benefited growing conditions in the Midwest. In
mid-July, the major world currencies reversed an upward trend and the U.S.
dollar declined following a drop in the U.S. stock market. German mark, Japanese
yen and Swiss franc positions were unprofitable. In the energy markets, profits
in heating oil and light crude oil were offset by losses in natural gas futures.
Natural
                                       9
 <PAGE>
<PAGE>
gas prices had been on the upswing due to higher demand and drained reserves,
yet prices fell in July as reserves were replenished and prospects for
additional supplies increased. In the tropical products sector, losses in long
coffee and cocoa positions were incurred. Prices declined as a frost in Brazil
appeared less likely and the abnormally mild winter increased expectations of
crop size.
 
   The Trust's performance was positive in the month of August. Profits in the
grains, energies and financials sectors were offset by losses in the currencies,
meats, metals and softs sectors. In the grains sector, positions in soybean
by-products were profitable. Early in the month, soy complex prices staged a
technical recovery and advanced further during August as the USDA estimated a 9%
decline in the soybean harvest compared to the prior year. In the energies
sector, positions in heating oil, light crude oil and unleaded gas were
profitable as supplies remained tight and demand strong during the month. In the
financials sector, long Japanese and Australian bond positions were profitable.
Japanese bond prices rose during the month on indications of slow economic
recovery in Japan and a lessening of investor concern about near-term tightening
in monetary policy. Prices moved up sharply when the Bank of Japan published the
Tankan, its quarterly survey of short-term economic prospects. This index of
business confidence showed its first decline in a year. In the currencies
sector, positions in the German mark, Swiss franc and Japanese yen were
unprofitable as prices reversed in the foreign exchange markets. In the metals
sector, the Trust incurred losses in gold and silver positions. In the meats
sector, losses were also incurred in new hogs and porkbellies positions.
 
   The Trust's performance was positive in the month of September. Profits in
the financials, energies, stock indices, currencies and meats sectors offset
losses in the grains, softs and metals sectors. In the financials sector,
positions in German, French, Japanese and Australian bond positions were
profitable. Bond prices rose in Europe, particularly in Germany and France, as
economic conditions remained slow and monetary policies were accomodative to
lower interest rates. In the energies sector, tight supplies in relation to
market demand caused crude oil futures to gain value, proving profitable for the
Trust's heating oil, light crude oil and unleaded gas positions. In the stock
indices sector, positions in the S&P 500 index were profitable. In the
currencies sector, German mark, Japanese yen and Swiss franc positions profited
from the rising value of the dollar, in particular the Japanese yen and the
Swiss franc. In the meats sector, gains were made in cattle and live hog
positions. In the softs sector, losses were incurred in cotton, coffee, sugar
and cocoa positions, as the coffee market reversed direction during the month.
 
   Interest income is earned on the equity balances held at PSI and, therefore,
varies monthly according to interest rates, trading performance, contributions
and redemptions. Interest income was approximately $348,000 and $232,000 for the
period from May 1, 1996 through September 30, 1996 and the three months ended
September 30, 1996.
 
   Commissions are calculated on the Trust's net asset value at the beginning of
each month and, therefore, vary according to trading performance, contributions
and redemptions. Commissions for the period from May 1, 1996 through September
30, 1996 and the three months ended September 30, 1996 were approximately
$539,000 and $356,000.
 
   All trading decisions for the Trust are made by Willowbridge Associates Inc.,
the Trading Manager. Management fees are calculated on the Trust's net asset
value at the end of each month and, therefore, are affected by trading
performance, contributions and redemptions. Management fees for the period from
May 1, 1996 through September 30, 1996 and the three months ended September 30,
1996 were approximately $208,000 and $140,000.
 
   Incentive fees are based on the New High Net Trading Profits generated by the
Trading Manager, as defined in the Advisory Agreement between the Trust, the
Managing Owner and the Trading Manager. No incentive fees were earned during the
period from May 1, 1996 through September 30, 1996.
 
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                           PART II. OTHER INFORMATION
 
Item 1. Legal Proceedings--There are no material legal proceedings pending by or
        against the Registrant or the Managing Owner
 
Item 2. Changes in Securities--None
 
Item 3. Defaults Upon Senior Securities--None
 
Item 4. Submission of Matters to a Vote of Security Holders--None
 
Item 5. Other Information--None
 
Item 6. (a) Exhibits--
 
         3.1
         and
         4.1--Second Amended and Restated Declaration of Trust and Trust
               Agreement of the Registrant dated as of December 14, 1995
               (incorporated by reference to Exhibit 3.1 to 4.1 to the
               Registrant's Registration Statement on Form S-1, File No.
               33-80443, dated as of December 14, 1995)
 
         4.2--Subscription Agreement (incorporated by reference to
              Exhibit 4.2 to the Registrant's Registration Statement on
              Form S-1, File No. 33-80443, dated as of December 14, 1995)
 
         4.3--Request for Redemption (incorporated by reference to
              Exhibit 4.3 to the Registrant's Registration
              Statement on Form S-1, File No. 33-80443, dated as of
              December 14, 1995)
 
        27.1--Financial Data Schedule (filed herewith)
 
        (b) Reports on Form 8-K--None
 
                                       11

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                                   SIGNATURES
 
   Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
 
WILLOWBRIDGE STRATEGIC TRUST
 
By: Prudential Securities Futures Management Inc.


A Delaware corporation, Managing Owner

By: /s/ Steven Carlino                            Date: November 14, 1996
---------------------------------------------
Steven Carlino
Vice President
Chief Accounting Officer for the Registrant

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