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

	FORM 10-Q


[X]	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2008 or

[ ]	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from               to

Commission File Number 0-25605

MORGAN STANLEY CHARTER WCM L.P.
	(Exact name of registrant as specified in its charter)

		Delaware						       13-4018065
(State or other jurisdiction of		   	 	   (I.R.S. Employer
incorporation or organization)			        Identification No.)


Demeter Management Corporation
522 Fifth Avenue, 13th Floor
New York, NY						 	 	    10036
(Address of principal executive offices)	  	       (Zip Code)

Registrant's telephone number, including area code    (212) 296-1999




(Former name, former address and former fiscal year, if changed since
last report)


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

Yes    X       	No

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

Large accelerated filer_______ 		Accelerated filer_______
Non-accelerated filer   X   		Smaller reporting company_______

Indicate by check mark whether the registrant is a shell company (as
defined in Rule 12b-2 of the Exchange Act).  Yes___  No X






	<page> <table> MORGAN STANLEY CHARTER WCM L.P.

	INDEX TO QUARTERLY REPORT ON FORM 10-Q

	June 30, 2008
<caption>

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

				<c>
		Statements of Financial Condition as of June 30, 2008
		(Unaudited) and December 31, 2007...........................2

		Statements of Operations for the Three and Six Months
		Ended June 30, 2008 and 2007 (Unaudited)....................3

		Statements of Changes in Partners? Capital for the
	  Six Months Ended June 30, 2008 and 2007 (Unaudited).........4

		Statements of Cash Flows for the Six Months Ended
		June 30, 2008 and 2007 (Unaudited)..........................5

		Condensed Schedules of Investments as of June 30, 2008
		(Unaudited) and December 31, 2007	6

		Notes to Financial Statements (Unaudited)................7-15

Item 2. Management's Discussion and Analysis of
		   Financial Condition and Results of Operations........16-28

Item 3. Quantitative and Qualitative Disclosures About
		   Market Risk.........................................29-42

Item 4. Controls and Procedures.............................42-43

Item 4T.Controls and Procedures................................43


PART II. OTHER INFORMATION

Item 1A.Risk Factors............................................44

Item 2. Unregistered Sales of Equity Securities and
		   Use of Proceeds......................................44-45

Item 5. Other Information.......................................45

Item 6. Exhibits................................................45

</table>


<page> <table> PART I.  FINANCIAL INFORMATION
Item 1.  Financial Statements

	MORGAN STANLEY CHARTER WCM L.P.
	STATEMENTS OF FINANCIAL CONDITION
<caption>
				June 30,	December 31,
				         2008       	       2007
				  $	$
				(Unaudited)
ASSETS

			<c>	<c>
Trading Equity:
	Unrestricted cash	116,488,064	72,376,602
	Restricted cash	      3,571,251	       6,848,850

	     Total cash	  120,059,315	     79,225,452

	Net unrealized gain on open contracts (MS&Co.)	4,650,552      	    1,340,211
	Net unrealized gain (loss) on open contracts (MSIP)	        194,686	        (242,371)

		Total net unrealized gain on open contracts              	    4,845,238 	      1,097,840

		Total Trading Equity	124,904,553	80,323,292

Subscriptions receivable	4,626,199	4,554,302
Interest receivable (MS&Co.)	         178,876	         205,192

		Total Assets	  129,709,628	   85,082,786

LIABILITIES AND PARTNERS' CAPITAL

Liabilities

Redemptions payable	678,205	745,064
Accrued incentive fee payable	          666,942	          ?
Accrued brokerage fees (MS&Co.)	 589,606	          401,840
Accrued management fees				             196,535		       133,946

		Total Liabilities	       2,131,288	     1,280,850

Partners' Capital

Limited Partners (9,805,804.299 and
	7,355,246.125 Units, respectively)	126,208,103	82,918,267
General Partner (106,461.314 and
      78,385.637 Units, respectively)	      1,370,237 	         883,669

		Total Partners' Capital	  127,578,340	    83,801,936

		Total Liabilities and Partners' Capital	  129,709,628	    85,082,786

NET ASSET VALUE PER UNIT	             12.87	             11.27
<fn>

	The accompanying notes are an integral part
	of these financial statements.  </table>
<page> <table> 	MORGAN STANLEY CHARTER WCM L.P.
	STATEMENTS OF OPERATIONS
(Unaudited)
<caption>

                                   For the Three Months	                               For the Six Months
                                    Ended June 30,      	                          Ended June 30,


                                   2008  	 2007    	      2008   	    2007
                                         $	                                  $	          $ 	   $

	<c>	<c>		<c>		<c>
INVESTMENT INCOME
	Interest income (MS&Co.)	      441,475	           708,083		   926,786	         1,270,521

EXPENSES
	Brokerage fees (MS&Co.)	1,675,609	914,036	3,061,919		1,670,769
	Incentive fees	        666,942	             ?     	     2,835,080		        372,615
	Management fees	       558,537	       304,678	     1,020,641	   	      556,923

	  	Total Expenses 	     2,901,088	    1,218,714	     6,917,640		    2,600,307

NET INVESTMENT LOSS 	   (2,459,613)	      (510,631)	   (5,990,854)		  (1,329,786)

TRADING RESULTS
Trading profit (loss):
	Realized	2,580,639	7,150,832	15,576,836		3,351,559
	Net change in unrealized	    5,541,378	       560,217	     3,747,398	       400,598

		Total Trading Results	     8,122,017	    7,711,049	   19,324,234		    3,752,157

NET INCOME                                                    5,662,404		    7,200,418	   13,333,380	  	    2,422,371

NET INCOME ALLOCATION

	Limited Partners	5,600,411	7,122,286	13,186,812 	        	2,398,224
	General Partner 	61,993	78,132	146,568	24,147


NET INCOME PER UNIT

	Limited Partners                                            	0.58	  1.18		1.60  	 0.31
	General Partner      	                                      0.58	  1.18	 1.60	 	0.31


                                                  Units     	                      Units                     Units		        Units
WEIGHTED AVERAGE NUMBER
	OF UNITS OUTSTANDING                   9,332,227.717		6,265,134.991      8,678,024.102	5,704,777.459


<fn>

The accompanying notes are an integral part
	of these financial statements.
</table>
<page> <table> MORGAN STANLEY CHARTER WCM L.P.
STATEMENTS OF CHANGES IN PARTNERS' CAPITAL
For the Six Months Ended June 30, 2008 and 2007
(Unaudited)

<caption>


				Units of
				Partnership	   Limited	     General
				       Interest       	       Partners    	          Partner     	      Total
					   $	     $	$

			<c>	<c>	<c>	<c>
Partners? Capital,
	December 31, 2006	4,341,446.934	43,835,717	475,343	44,311,060

Offering of Units	2,758,845.369	27,477,829	260,000	27,737,829

Net Income	?	2,398,224	24,147	2,422,371

Redemptions                                                 (589,195.855)	   (5,986,409)       	         ?     	  (5,986,409)

Partners? Capital,
	June 30, 2007                                         6,511,096.448	  67,725,361	    759,490	 68,484,851




Partners? Capital,
	December 31, 2007	7,433,631.762	82,918,267	883,669	83,801,936

Offering of Units	2,826,507.052	34,367,523	340,000	34,707,523

Net Income	?	13,186,812	146,568	13,333,380

Redemptions                                                 (347,873.201)	   (4,264,499)       	         ?     	  (4,264,499)

Partners? Capital,
	June 30, 2008                                         9,912,265.613	  126,208,103	  1,370,237	 127,578,340






<fn>



The accompanying notes are an integral part
of these financial statements.

</table>


<page> <table> MORGAN STANLEY CHARTER WCM L.P.
	STATEMENTS OF CASH FLOWS
(Unaudited)

<caption>




				      For the Six Months Ended June 30,

				               2008      	                              2007
				         $	                     $

			<c>	<c>
CASH FLOWS FROM OPERATING ACTIVITIES

Net income  	13,333,380	2,422,371
Noncash item included in net income:
	Net change in unrealized	(3,747,398)	(400,598)

(Increase) decrease in operating assets:
	Restricted cash	  3,277,599	 1,187,448
	Interest receivable (MS&Co.)	26,316	(69,132)

Increase (decrease) in operating liabilities:
	Accrued incentive fees payable          	                                         666,942		             (41,912)
	Accrued brokerage fees (MS&Co.)	187,766	117,510
	Accrued management fees 	          62,589	               39,170

Net cash provided by operating activities	   13,807,194	     3,254,857


CASH FLOWS FROM FINANCING ACTIVITIES

Cash received from offering of Units	34,635,626	28,492,666
Cash paid for redemptions of Units	    (4,331,358)	    (6,594,028)

Net cash provided by financing activities	   30,304,268	   21,898,638

Net increase in unrestricted cash	44,111,462	   25,153,495

Unrestricted cash at beginning of period	    72,376,602	    35,032,684

Unrestricted cash at end of period	  116,488,064	    60,186,179




<fn>


The accompanying notes are an integral part
	of these financial statements.

</table>


<page> <table> MORGAN STANLEY CHARTER WCM L.P.
CONDENSED SCHEDULES OF INVESTMENTS
June 30, 2008 (Unaudited) and December 31, 2007
<caption>


Futures and Forward Contracts
Long
Unrealized
Gain/(Loss)

Percentage of
   Net Assets
      Short
  Unrealized
 Gain/(Loss)

Percentage of
  Net Assets
      Net
Unrealized
Gain/(Loss)

$
         %
 $
%
$


June 30, 2008, Partnership Net Assets:   $127,578,340





<c>
<c>
<c>
<c>
<c>
Commodity
 1,664,401
        1.30
     147,290
       0.12
1,811,691
Equity
   (74,825)
       (0.06)
 1,453,981
       1.14
1,379,156
Foreign currency
    585,422
        0.46
       41,101
       0.03
   626,523
Interest rate
    137,205
        0.11
     814,677
       0.64
   951,882






     Grand Total:
 2,312,203
        1.81
  2,457,049
       1.93
4,769,252

     Unrealized Currency Gain





     75,986

     Total Net Unrealized Gain



4,845,238


 December 31, 2007, Partnership Net Assets: $83,801,936









Commodity
 1,260,450
        1.50
    (115,496)
      (0.14)
1,144,954
Equity
    41,882
        0.05
      15,947
       0.02
     57,829
Foreign currency
   (232,623)
       (0.27)
      (19,555)
      (0.02)
  (252,178)
Interest rate
    126,895
        0.15
      (30,995)
      (0.04)
     95,900






     Grand Total:
 1,196,604
        1.43
    (150,099)
      (0.18)
1,046,505

     Unrealized Currency Gain





     51,335

     Total Net Unrealized Gain



  1,097,840


<fn>








The accompanying notes are an integral part
of these financial statements.
</table>


<page> MORGAN STANLEY CHARTER WCM L.P.
NOTES TO FINANCIAL STATEMENTS

June 30, 2008

(Unaudited)


The unaudited financial statements contained herein include, in
the opinion of management, all adjustments necessary for a fair
presentation of the results of operations and financial condition
of Morgan Stanley Charter WCM L.P. (the ?Partnership?).  The
financial statements and condensed notes herein should be read in
conjunction with the Partnership's December 31, 2007, Annual
Report on Form 10-K.



1.  Organization
Morgan Stanley Charter WCM L.P. is a Delaware limited partnership
organized in 1998 to engage primarily in the speculative trading
of futures contracts, options on futures contracts, and forward
contracts on physical commodities and other commodity interests,
including, but not limited to, foreign currencies, financial
instruments, metals, energy, and agricultural products
(collectively, "Futures Interests").  The Partnership is one of
the Morgan Stanley Charter series of funds, comprised of the
Partnership, Morgan Stanley Charter Graham L.P., Morgan Stanley
Charter Aspect L.P., and Morgan Stanley Charter Campbell L.P.
(collectively, the "Charter Series"), which, effective as of May
1, 2006, no longer accepts subscriptions and exchanges of units of
limited partnership interest ("Unit(s)") from any other Charter


<page> MORGAN STANLEY CHARTER WCM L.P.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)

Series for Units of Morgan Stanley Charter Campbell L.P.

The Partnership?s general partner is Demeter Management
Corporation (?Demeter?). The commodity brokers are Morgan Stanley
& Co. Incorporated (?MS&Co.?) and Morgan Stanley & Co.
International plc ("MSIP").  MS&Co. also acts as the counterparty
on all trading of foreign currency forward contracts. MSIP serves
as the commodity broker for trades on the London Metal Exchange.
Demeter, MS&Co., and MSIP are wholly-owned subsidiaries of Morgan
Stanley. Winton Capital Management Limited (the ?Trading
Advisor?) is the trading advisor to the Partnership.

2.  Related Party Transactions
The Partnership's cash is on deposit with MS&Co. and MSIP in
futures, forward, and options trading accounts to meet margin
requirements as needed.  MS&Co. pays the Partnership at each
month end interest income on an amount equal to the commodity
brokers? margin requirements on the Partnership?s current futures,
forward, and options contracts at a rate approximately equivalent
to the rate the commodity brokers pay other similar customers on
margin deposits.  In addition, MS&Co. pays the Partnership at each
month end interest income on the Partnership?s funds in excess


<page> MORGAN STANLEY CHARTER WCM L.P.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)

of such current margin requirements but available to satisfy
margin requirements at a rate equal to the monthly average of the
4-week U.S. Treasury bill discount rate during the month.  The
Partnership pays brokerage fees to MS&Co.

3.  Income Taxes
No provision for income taxes has been made in the accompanying
financial statements, as partners are individually responsible
for reporting income or loss based upon their respective share of
the Partnership?s revenues or expenses for income tax purposes.
The Partnership files U.S. federal and state tax returns.  The
2004 through 2007 tax years generally remain subject to
examination by U.S. federal and most state tax authorities.


4.  Financial Instruments
The Partnership trades Futures Interests.  Futures and forwards
represent contracts for delayed delivery of an instrument at a
specified date and price.  Risk arises from changes in the value
of these contracts and the potential inability of counterparties
to perform under the terms of the contracts.  There are numerous
factors which may significantly influence the market value of
these contracts, including interest rate volatility.


<page> MORGAN STANLEY CHARTER WCM L.P.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)

The market value of exchange-traded contracts is based on the
settlement price quoted by the exchange on the day with respect
to which market value is being determined.  If an exchange-traded
contract could not have been liquidated on such day due to the
operation of daily limits or other rules of the exchange, the
settlement price shall be the settlement price on the first
subsequent day on which the contract could be liquidated.  The
market value of off-exchange-traded contracts is based on the
fair market value quoted by the counterparty.

The Partnership?s contracts are accounted for on a trade-date
basis and marked to market on a daily basis.  The Partnership
accounts for its derivative investments in accordance with the
provisions of Statement of Financial Standards No. 133,
?Accounting for Derivative Instruments and Hedging Activities?
(?SFAS No. 133?).  SFAS No. 133 defines a derivative as a
financial instrument or other contract that has all three of the
following characteristics:

1)	One or more underlying notional amounts or payment
provisions;
2)	Requires no initial net investment or a smaller initial net
investment than would be required relative to changes in
market factors;
3)	Terms require or permit net settlement.
<page> MORGAN STANLEY CHARTER WCM L.P.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)



Generally, derivatives include futures, forward, swap or options
contracts, and other financial instruments with similar
characteristics such as caps, floors, and collars.

The net unrealized gains on open contracts, reported as a
component of "Trading Equity? on the Statements of Financial
Condition, and their longest contract maturities were as follows:
<table> <caption>
	   Net Unrealized Gains
 	    on Open Contracts	    Longest Maturities

	Exchange-	  Off-Exchange-		 Exchange- 	 Off-Exchange-
Date	  Traded  	    Traded   	  Total  	  Traded  	  Traded
	$	  $	  $

	         <c>	        <c>        <c>          <c>            <c>
Jun. 30, 2008	4,845,238         -		4,845,238	Dec. 2009		-
Dec. 31, 2007	1,097,840	-    	1,097,840	Jun. 2009	     -
</table>
The Partnership has credit risk associated with counterparty non-
performance.  As of the date of the financial statements, the


credit risk associated with the instruments in which the
Partnership trades is limited to the amounts reflected in the
Partnership's Statements of Financial Condition.

The Partnership also has credit risk because MS&Co. and MSIP act
as the futures commission merchants or the counterparties, with
respect to most of the Partnership?s assets. Exchange-traded
futures, exchange-traded forward, and exchange-traded futures-
styled options contracts are marked to market on a daily basis,


<page> MORGAN STANLEY CHARTER WCM L.P.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)

with variations in value settled on a daily basis.  MS&Co. and
MSIP, each acting as a commodity broker for the Partnership?s
exchange-traded futures, exchange-traded forward, and exchange-
traded futures-styled options contracts, are required, pursuant to
regulations of the Commodity Futures Trading Commission ("CFTC"),
to segregate from their own assets, and for the sole benefit of
their commodity customers, all funds held by them with respect to
exchange-traded futures, exchange-traded forward, and exchange-
traded futures-styled options contracts, including an amount equal
to the net unrealized gains (losses) on all open exchange-traded
futures, exchange-traded forward, and exchange-traded futures-
styled options contracts, which funds, in the aggregate, totaled
$124,904,553 and $80,323,292 at June 30, 2008, and December 31,
2007, respectively. With respect to the Partnership?s off-
exchange-traded forward currency contracts, there are no daily
settlements of variation in value, nor is there any requirement
that an amount equal to the net unrealized gains (losses) on such
contracts be segregated.  However, the Partnership is required to
meet margin requirements equal to the net unrealized loss on open
forward currency contracts in the Partnership accounts with the
counterparty, which is accomplished by daily maintenance of the
cash balance in a custody account held at MS&Co.  With respect to
those off-exchange-traded forward currency contracts, the

- 12 -


<page> MORGAN STANLEY CHARTER WCM L.P.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)

Partnership is at risk to the ability of MS&Co., the sole
counterparty on all such contracts, to perform.  The Partnership
has a netting agreement with MS&Co. This agreement, which seeks to
reduce both the Partnership?s and MS&Co.?s exposure on off-
exchange-traded forward currency contracts, should materially
decrease the Partnership?s credit risk in the event of MS&Co.?s
bankruptcy or insolvency.



5.  New Accounting Developments

In September 2006, the Financial Accounting Standards Board
("FASB") issued Statement of Financial Accounting Standards No.
157 ("SFAS 157"), "Fair Value Measurements".  SFAS 157 requires
use of a fair value hierarchy that prioritizes the inputs to
valuation techniques used to measure fair value into three
levels: Level 1 - quoted market prices in active markets for
identical assets and liabilities; Level 2 - inputs other than
quoted market prices that are observable for the asset or
liability, either directly or indirectly (including quoted prices
for similar investments, interest rates, credit risk); and Level
3 - unobservable inputs for the asset or liability (including the
Partnership?s own assumptions used in determining the fair value
of investments).


- 13 -
<page> MORGAN STANLEY CHARTER WCM L.P.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)


Demeter evaluated the impact of adopting SFAS 157 on the
Partnership?s financial statements.  The Partnership adopted SFAS
157 as of January 1, 2008.  Based on its analysis, the effect of
applying SFAS 157 to the investments included in the financial
statements does not have a material impact on the Partnership?s
financial statements.

The following table summarizes the valuation of the Partnership?s
investments by the above SFAS 157 fair value hierarchy as of
June 30, 2008:    <table> <caption>



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




     Total


<c>
<c>
 <c>

<c>
Unrealized gain on open contracts
  $  4,845,238

      n/a
 n/a

              $  4,845,238

</table>
In March 2008, the FASB issued SFAS No. 161, Disclosures about
Derivative Instruments and Hedging Activities ("SFAS 161").  SFAS
161 is intended to improve financial reporting about derivative
instruments and hedging activities by requiring enhanced
disclosures to enable investors to better understand how those
instruments and activities are accounted for; how and why they are
used; and their effects on a Partnership?s financial position,
financial performance, and cash flows.  SFAS 161 is effective for
financial statements issued for fiscal years beginning after

<page> MORGAN STANLEY CHARTER WCM L.P.
NOTES TO FINANCIAL STATEMENTS (CONCLUDED)

November 15, 2008, and interim periods within those fiscal years.
The Partnership is currently evaluating the impact that the
adoption of SFAS No. 161 will have on its financial statement
disclosures.

6.  Restricted and Unrestricted Cash
As reflected on the Partnership?s Statements of Financial
Condition, restricted cash equals the cash portion of assets on
deposit to meet margin requirements plus the cash required to
offset unrealized losses on foreign currency forwards and options
and offset losses on offset London Metal Exchange positions.  All
of these amounts are maintained separately.  Cash that is not
classified as restricted cash is therefore classified as
unrestricted cash.










<page> Item 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
         CONDITION AND RESULTS OF OPERATIONS


Liquidity.  The Partnership deposits its assets with MS&Co. and
MSIP as commodity brokers in separate futures, forward, and
options trading accounts established for the Trading Advisor.
Such assets are used as margin to engage in trading and may be
used as margin solely for the Partnership?s trading. The assets
are held in either non-interest bearing bank accounts or in
securities and instruments permitted by the CFTC for investment of
customer segregated or secured funds.  Since the Partnership?s
sole purpose is to trade in futures, forwards, and options, it is
expected that the Partnership will continue to own such liquid
assets for margin purposes.

The Partnership?s investment in futures, forwards, and options
may, from time to time, be illiquid.  Most U.S. futures exchanges
limit fluctuations in prices during a single day by regulations
referred to as ?daily price fluctuations limits? or ?daily
limits?.  Trades may not be executed at prices beyond the daily
limit.  If the price for a particular futures or options contract
has increased or decreased by an amount equal to the daily limit,
positions in that futures or options contract can neither be taken
nor liquidated unless traders are willing to effect trades at or
within the limit.  Futures prices have occasionally moved the
daily limit for several consecutive days with little or no
trading.  These market conditions could prevent the Partnership
<page> from promptly liquidating its futures or options contracts
and result in restrictions on redemptions.

There is no limitation on daily price moves in trading forward
contracts on foreign currencies.  The markets for some world
currencies have low trading volume and are illiquid, which may
prevent the Partnership from trading in potentially profitable
markets or prevent the Partnership from promptly liquidating
unfavorable positions in such markets, subjecting it to
substantial losses.  Either of these market conditions could
result in restrictions on redemptions.  For the periods covered by
this report, illiquidity has not materially affected the
Partnership?s assets.

There are no known material trends, demands, commitments, events,
or uncertainties at the present time that are reasonably likely to
result in the Partnership?s liquidity increasing or decreasing in
any material way.

Capital Resources.  The Partnership does not have, nor does it
expect to have, any capital assets.  Redemptions, exchanges, and
sales of Units in the future will affect the amount of funds
available for investments in futures, forwards, and options in
subsequent periods. It is not possible to estimate the amount, and
therefore the impact, of future inflows and outflows of Units.

<page> There are no known material trends, favorable or
unfavorable, that would affect, nor any expected material changes
to, the Partnership?s capital resource arrangements at the present
time.

Off-Balance Sheet Arrangements and Contractual Obligations. The
Partnership does not have any off-balance sheet arrangements, nor
does it have contractual obligations or commercial commitments to
make future payments that would affect its liquidity or capital
resources.

Results of Operations
General.  The Partnership?s results depend on the Trading Advisor
and the ability of the Trading Advisor?s trading program to take
advantage of price movements in the futures, forward, and options
markets.  The following presents a summary of the Partnership's
operations for the three and six month periods ended June 30, 2008
and 2007, and a general discussion of its trading activities
during each period.  It is important to note, however, that the
Trading Advisor trades in various markets at different times and
that prior activity in a particular market does not mean that such
market will be actively traded by the Trading Advisor or will be
profitable in the future. Consequently, the results of operations
of the Partnership are difficult to discuss other than in the
context of the Trading Advisor's trading activities on behalf of
<page> the Partnership during the period in question. Past
performance is no guarantee of future results.

The Partnership?s results of operations set forth in the Financial
Statements on pages 2 through 15 of this report are prepared in
accordance with accounting principles generally accepted in the
United States of America, which require the use of certain
accounting policies that affect the amounts reported in these
Financial Statements, including the following:  The contracts the
Partnership trades are accounted for on a trade-date basis and
marked to market on a daily basis.  The difference between their
cost and market value is recorded on the Statements of Operations
as "Net change in unrealized trading gain (loss)" for open
(unrealized) contracts, and recorded as "Realized trading gain
(loss)" when open positions are closed out.  The sum of these
amounts constitutes the Partnership?s trading results.  The market
value of a futures contract is the settlement price on the
exchange on which that futures contract is traded on a particular
day.  The value of a foreign currency forward contract is based on
the spot rate as of the close of business. Interest income, as
well as management fees, incentive fees, and brokerage fees
expenses of the Partnership are recorded on an accrual basis.

Demeter believes that, based on the nature of the operations of
the Partnership, no assumptions relating to the application of
<page> critical accounting policies other than those presently
used could reasonably affect reported amounts.

For the Three and Six Months Ended June 30, 2008
The Partnership recorded total trading results including interest
income totaling $8,563,492 and expenses totaling $2,901,088,
resulting in net income of $5,662,404 for the three months ended
June 30, 2008.  The Partnership?s net asset value per Unit
increased from $12.29 at March 31, 2008, to $12.87 at June 30,
2008.

The most significant trading gains of approximately 4.8% were
experienced in the energy markets throughout most of the quarter
from long futures positions in crude oil and its related products
as prices moved sharply higher due to a drop in OPEC output,
supply threats in Nigeria and Iraq, growing Asian fuel
consumption, and an unexpected decline in domestic inventories.
Meanwhile, long positions in natural gas futures resulted in
gains as prices increased throughout the quarter amid declining
production in Western Canada, falling U.S. inventories, and
forecasts for an active hurricane season in the Atlantic.
Furthermore, futures prices of crude oil and its related
products, as well as natural gas, were pressured higher due to
continued weakness in the value of the U.S. dollar, which spurred
demand for physical commodities as an alternative investment.
Within the agricultural sector, gains of approximately 2.0% were
<page> recorded, primarily during April and June, from long
futures positions in the soybean complex and corn as prices
increased due to supply concerns after severe floods in the U.S.
Midwest damaged crops.  Elsewhere, long positions in cocoa
futures resulted in gains as prices rose amid speculation that
crops in the Ivory Coast, the world?s largest producer, were
developing more slowly than anticipated.  Additional gains of
approximately 1.4% were experienced in the global stock index
sector, primarily during June, from short positions in European
and U.S. equity index futures as prices moved sharply lower
throughout the month on concerns that surging commodity prices
and additional subprime-related writedowns might erode corporate
earnings and continue to slow global economic growth.  In
addition, prices of European stock index futures were pressured
lower after government reports revealed an unexpected drop in
Germany?s consumer confidence and a continued housing slump in
the United Kingdom.  Further gains of approximately 0.4% were
recorded within the currency sector, primarily during May and
June, from long positions in the Australian dollar, Mexican peso,
and Brazilian real versus the U.S. dollar as the value of the
U.S. dollar moved lower against these currencies on concerns of a
slowing U.S. economy.  Smaller gains were experienced from short
positions in the Japanese yen versus the euro as the value of the
Japanese yen decreased relative to the euro after the Bank of
Japan downgraded its assessment of the Japanese economy in June
and decided to leave interest rates at 0.5%.  A portion of the
<page> Partnership?s gains for the quarter was offset by losses
of approximately 1.6% within the global interest rate sector,
primarily during April, from long positions in U.S. and Japanese
fixed-income futures as prices declined amid speculation that the
U.S. Federal Reserve and Bank of Japan would not reduce borrowing
costs as much as previously expected this year due to
accelerating global inflation.

The Partnership recorded total trading results including interest
income totaling $20,251,020 and expenses totaling $6,917,640,
resulting in net income of $13,333,380 for the six months ended
June 30, 2008.  The Partnership?s net asset value per Unit
increased from $11.27 at December 31, 2007, to $12.87 at June 30,
2008.

The most significant trading gains of approximately 6.7% were
experienced within the energy markets from long futures positions
in crude oil and its related products as prices moved
consistently higher due to speculation that OPEC might cut
production, ongoing geopolitical concerns in the Middle East,
growing Asian fuel consumption, and strong demand for physical
commodities as an inflation hedge.  Elsewhere, long positions in
natural gas futures also experienced gains during the second
quarter as prices rose amid declining production in Western
Canada, a continued decline in U.S. inventories, and forecasts
for an active hurricane season in the Atlantic.  In addition,
<page> futures prices of crude oil, its related products, and
natural gas increased due to persistent decline in the value of
the U.S. dollar.  Within the agricultural markets, gains of
approximately 4.6% were recorded, primarily during January,
February, April, and June from long futures positions in the
soybean complex and corn as prices increased following news that
global production might drop, rising energy prices might boost
demand for alternative biofuels, and severe floods in the U.S.
Midwest had damaged crops.  Meanwhile, long futures positions in
cocoa resulted in gains as prices rose in June amid speculation
that crops in the Ivory Coast, the world?s largest producer, were
developing more slowly than anticipated.  Within the currency
sector, gains of approximately 4.0% were experienced, primarily
during January, February, March, and June, from long positions in
the euro, Swiss franc, and Australian dollar versus the U.S.
dollar as the value of the U.S. dollar moved lower against most
of its rivals amid the aforementioned weak economic data out of
the U.S., which fueled persistent concerns of a possible economic
recession in the U.S.  Additional gains of approximately 2.8%
were recorded in the global interest rate sector, primarily
during January and February, from long positions in U.S. fixed
income futures as prices moved higher in a ?flight-to-quality?
following a sharp decline in the global equity markets and the
aforementioned concerns regarding the global economy.
Furthermore, U.S. fixed-income futures prices moved higher as the
U.S. Federal Reserve cut interest rates by 200 basis points
<page> throughout the first quarter and U.S. government reports
showed a rise in unemployment and slower-than-expected fourth
quarter Gross Domestic Product growth.  Further gains were
experienced during June from short positions in European fixed-
income futures as prices declined after government reports
revealed accelerating inflation in the Euro-Zone.  Smaller gains
of approximately 1.7% were recorded within the metals markets,
primarily during January, February, and June, from long futures
positions in gold and silver as prices rose due to a sharp drop
in the value of the U.S. dollar.

For the Three and Six Months Ended June 30, 2007
The Partnership recorded total trading results including interest
income totaling $8,419,132 and expenses totaling $1,218,714,
resulting in net income of $7,200,418 for the three months ended
June 30, 2007.  The Partnership?s net asset value per Unit
increased from $9.34 at March 31, 2007, to $10.52 at June 30,
2007.

The most significant trading gains of approximately 4.4% were
recorded in the global stock index sector primarily during April
and May from long positions in European, U.S., and Pacific Rim
equity index futures as prices increased on continued strong
corporate earnings and increased merger and acquisition activity.
In addition, Pacific Rim stock prices moved higher on optimism
that strong economic growth in the Euro-Zone and the U.S. would
<page> result in higher exports from Asia.  Additional gains of
approximately 4.3% were recorded in the currency sector
throughout the quarter from short positions in the Japanese yen
versus the U.S. dollar, euro, and British pound as the value of
the Japanese yen weakened relative to most of its major rivals in
a continuation of the carry-trade after news that the Tankan
survey was weaker-than-expected and a decline in Japanese
industrial production increased speculation that Japanese
economic growth was not sufficient to warrant an increase in
interest rates by the Bank of Japan.  Elsewhere, gains were
recorded from long positions in the Australian dollar and British
pound versus the U.S. dollar primarily during April and June as
these currencies moved higher relative to the U.S. dollar after
strong economic data out of Australia and the United Kingdom
added to growing investor sentiment that the respective Central
Banks of these countries would raise interest rates in order to
combat inflation.  Additionally, the value of the U.S. dollar
declined against these currencies leading up to and after the
U.S. Federal Reserve?s decision to leave interest rates steady at
5.25%.  Within the global interest rate sector, gains of
approximately 4.1% were recorded during April from short
positions in European fixed-income futures as prices weakened
after news from the Ifo Institute that German business sentiment
climbed to the second-highest level on record and consumer
confidence in the U.K. unexpectedly moved higher.  During May,
European interest rate futures prices continued to fall after a
<page> report showed real Gross Domestic Product in the Euro-Zone
increased more-than-expected in the first quarter of 2007.
Finally, European interest rate futures prices were pressured
lower during June after news that Germany's seasonally adjusted
unemployment rate reached its lowest level since 1995 and housing
prices in the United Kingdom showed their biggest jump in 2007.
Smaller gains of approximately 0.7% were experienced in the
agricultural markets primarily during May and June from long
positions in soybean complex futures as prices rose after a
representative from the European Union announced plans to
increase biodiesel usage and U.S. government reports showed
soybean acreage was down from a year earlier.  Elsewhere, long
positions in wheat futures resulted in gains during June as
prices moved higher amid news of increased global demand.
Lastly, gains were experienced from long positions in cocoa
futures during June as prices increased on expectations that
there might be a world production deficit due to dry weather in
Western Africa.  A portion of the Partnership?s gains in the
second quarter was offset by losses of approximately 0.7%
recorded in the metals markets primarily during May and June from
long positions in nickel and aluminum futures as prices moved
lower after an announcement by the Chinese government that it
would raise export taxes for base metals and on speculation that
rising production and inventories might create a global surplus.
Elsewhere, losses were recorded from long positions in silver and
gold futures as prices fell amid speculative selling.
<page>
The Partnership recorded total trading results including interest
income totaling $5,022,678 and expenses totaling $2,600,307,
resulting in net income of $2,422,371 for the six months ended
June 30, 2007.  The Partnership?s net asset value per Unit
increased from $10.21 at December 31, 2006, to $10.52 at June 30,
2007.

The most significant trading gains of approximately 3.5% were
experienced in the currency sector primarily during January,
April, May, and June from short positions in the Japanese yen
versus the U.S. dollar, euro, and British pound as the value of
the Japanese yen weakened relative to its major rivals in a
continuation of the carry-trade after news that the Tankan survey
was weaker-than-expected and a decline in Japanese industrial
production increased speculation that Japanese economic growth
was not sufficient to warrant an increase in interest rates by
the Bank of Japan.  Elsewhere, gains were recorded from long
positions in the Australian dollar, Brazilian real, British
pound, and New Zealand dollar versus the U.S. dollar primarily
during April, May, and June as these currencies moved higher
relative to the U.S. dollar after strong economic data out of
Australia, Brazil, the United Kingdom, and New Zealand added to
growing investor sentiment that the respective Central Banks of
these countries would raise interest rates in order to combat
inflation.  Additionally, the value of the U.S. dollar declined
<page> against these currencies leading up to and after the U.S.
Federal Reserve?s decision to leave interest rates steady at
5.25%.  Smaller gains of approximately 3.1% were recorded in the
global stock index sector primarily during January, April, and
May from long positions in European, U.S., and Australian equity
index futures as prices climbed higher on continued optimism
about the future of the global economy, as well as strong
corporate earnings and increased merger and acquisition activity.
 Furthermore, Australian stock index futures prices moved higher
on optimism that strong economic growth in the Euro-Zone and the
U.S. would result in higher demand for commodities.  A portion of
the Partnership?s gains in the first six months of the year was
offset by losses of approximately 0.4% recorded in metals markets
primarily during May and June from long positions in gold and
silver futures as prices fell amid speculative selling.
Additional losses of approximately 0.4% were incurred in the
global interest rate sector primarily during February and March
from short positions in U.S. and Australian fixed-income futures
as prices moved sharply higher leading up to and after the sudden
downward movement in the global equity markets that began in late
February.  Finally, losses of approximately 0.2% were recorded in
the agricultural markets primarily during March and April from
long positions in corn futures as prices declined sharply after
the U.S. Department of Agriculture?s Prospective Plantings report
showed corn acreage might be up in 2007 to its highest since
1944.  Smaller losses were experienced from both short and long
<page> positions in soybean meal, feeder cattle, and cotton
futures as prices moved without consistent direction throughout a
majority of the year.

Item 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Introduction
The Partnership is a commodity pool engaged primarily in the
speculative trading of futures, forwards, and options. The market-
sensitive instruments held by the Partnership are acquired for
speculative trading purposes only and, as a result, all or
substantially all of the Partnership?s assets are at risk of
trading loss.  Unlike an operating company, the risk of market-
sensitive instruments is inherent to the primary business activity
of the Partnership.

The futures, forwards, and options traded by the Partnership
involve varying degrees of related market risk.  Market risk is
often dependent upon changes in the level or volatility of
interest rates, exchange rates, and prices of financial
instruments and commodities, factors that result in frequent
changes in the fair value of the Partnership?s open positions,
and consequently in its earnings, whether realized or unrealized,
and cash flow.  Gains and losses on open positions of exchange-
traded futures, exchange-traded forward, and exchange-traded
futures-styled options contracts are settled daily through
variation margin.  Gains and losses on off-exchange-traded <page>
forward currency contracts are settled upon termination of the
contract.  However, the Partnership is required to meet margin
requirements equal to the net unrealized loss on open forward
currency contracts in the Partnership accounts with the
counterparty, which is accomplished by daily maintenance of the
cash balance in a custody account held at MS&Co.

The Partnership?s total market risk may increase or decrease as it
is influenced by a wide variety of factors, including, but not
limited to, the diversification among the Partnership?s open
positions, the volatility present within the markets, and the
liquidity of the markets.

The face value of the market sector instruments held by the
Partnership is typically many times the applicable margin
requirements.  Margin requirements generally range between 2% and
15% of contract face value.  Additionally, the use of leverage
causes the face value of the market sector instruments held
by the Partnership typically to be many times the total
capitalization of the Partnership.

The Partnership?s past performance is no guarantee of its future
results.  Any attempt to numerically quantify the Partnership?s
market risk is limited by the uncertainty of its speculative
trading.  The Partnership?s speculative trading and use of
leverage may cause future losses and volatility (i.e., ?risk of
<page> ruin?) that far exceed the Partnership?s experience to
date under the ?Partnership?s Value at Risk in Different Market
Sectors? section and significantly exceed the Value at Risk
(?VaR?)  tables disclosed.
Limited partners will not be liable for losses exceeding the
current net asset value of their investment.

Quantifying the Partnership?s Trading Value at Risk
The following quantitative disclosures regarding the Partnership?s
market risk exposures contain "forward-looking statements" within
the meaning of the safe harbor from civil liability provided for
such statements by the Private Securities Litigation Reform Act of
1995 (set forth in Section 27A of the Securities Act of 1933
and Section 21E of the Securities Exchange Act of 1934).  All
quantitative disclosures in this section are deemed to be forward-
looking statements for purposes of the safe harbor, except for
statements of historical fact.

The Partnership accounts for open positions on the basis of mark
to market accounting principles.  Any loss in the market value of
the Partnership?s open positions is directly reflected in the
Partnership?s earnings and cash flow.

The Partnership?s risk exposure in the market sectors traded by
the Trading Advisor is estimated below in terms of VaR. The
Partnership estimates VaR using a model based upon historical
<page> simulation (with a confidence level of 99%) which involves
constructing a distribution of hypothetical daily changes in the
value of a trading portfolio.  The VaR model takes into account
linear exposures to risks including equity and commodity prices,
interest rates, foreign exchange rates, and correlation among
these variables.  The hypothetical changes in portfolio value are
based on daily percentage changes observed in key market indices
or other market factors (?market risk factors?) to which the
portfolio is sensitive.  The one-day 99% confidence level of the
Partnership?s VaR corresponds to the negative change in portfolio
value that, based on observed market risk factors, would have
been exceeded once in 100 trading days, or one day in 100. VaR
typically does not represent the worst case outcome.  Demeter
uses approximately four years of daily market data (1,000
observations) and re-values its portfolio (using delta-gamma
approximations) for each of the historical market moves that
occurred over this time period.  This generates a probability
distribution of daily ?simulated profit and loss? outcomes.  The
VaR is the appropriate percentile of this distribution.  For
example, the 99% one-day VaR would represent the 10th worst
outcome from Demeter?s simulated profit and loss series.

The Partnership?s VaR computations are based on the risk
representation of the underlying benchmark for each instrument or
contract and do not distinguish between exchange and non-exchange
<page> dealer-based instruments.  They are also not based on
exchange and/or dealer-based maintenance margin requirements.

VaR models, including the Partnership?s, are continually evolving
as trading portfolios become more diverse and modeling techniques
and systems capabilities improve.  Please note that the VaR model
is used to numerically quantify market risk for historic
reporting purposes only and is not utilized by either Demeter or
the Trading Advisor in their daily risk management activities.
Please further note that VaR as described above may not be
comparable to similarly-titled measures used by other entities.

The Partnership?s Value at Risk in Different Market Sectors
The following table indicates the VaR associated with the
Partnership?s open positions as a percentage of total Net Assets
by primary market risk category at June 30, 2008 and 2007.  At
June 30, 2008 and 2007, the Partnership?s total capitalization was
approximately $128 million and $68 million, respectively.

Primary Market           June 30, 2008            June 30, 2007
Risk Category	  	     Value at Risk   	     Value at Risk

Equity	(0.47)	(0.82)%
Currency	(0.34)                  (0.79)
Interest Rate                 (0.20)                  (0.61)
Commodity	                     (0.79)            	      (0.55)
Aggregate Value at Risk	       (0.93)%                 (1.48)%


<page> The VaR for a market category represents the one-day
downside risk for the aggregate exposures associated with this
market category.  The Aggregate Value at Risk listed above
represents the VaR of the Partnership?s open positions across all
the market categories, and is less than the sum of the VaRs for
all such market categories due to the diversification benefit
across asset classes.

Because the business of the Partnership is the speculative
trading of futures, forwards, and options, the composition of its
trading portfolio can change significantly over any given time
period, or even within a single trading day.  Such changes could
positively or negatively materially impact market risk as
measured by VaR.

The table below supplements the quarter-end VaR set forth above
by presenting the Partnership?s high, low, and average VaR, as a
percentage of total Net Assets for the four quarter-end reporting
periods from July 1, 2007, through June 30, 2008.

Primary Market Risk Category        High        Low      Average
Currency	(1.08)%	(0.34)%	(0.68)%

Interest Rate	(1.04)	(0.20)	(0.54)

Equity 	(0.53)	(0.10)	(0.37)

Commodity	(0.86)	(0.79)	(0.82)

Aggregate Value at Risk	(2.32)%	(0.93)%	(1.57)%
<page>
Limitations on Value at Risk as an Assessment of Market Risk
VaR models permit estimation of a portfolio?s aggregate market
risk exposure, incorporating a range of varied market risks,
reflect risk reduction due to portfolio diversification or hedging
activities, and can cover a wide range of portfolio assets.
However, VaR risk measures should be viewed in light of the
methodology?s limitations, which include, but may not be limited
to the following:
*	past changes in market risk factors will not always result in
accurate predictions of the distributions and correlations of
future market movements;
*	changes in portfolio value caused by market movements may
differ from those of the VaR model;
*	VaR results reflect past market fluctuations applied to
current trading positions while future risk depends on future
positions;
*	VaR using a one-day time horizon does not fully capture the
market risk of positions that cannot be liquidated or hedged
within one day; and
*	the historical market risk factor data used for VaR estimation
may provide only limited insight into losses that could be
incurred under certain unusual market movements.

<page> In addition, the VaR tables above, as well as the past
performance of the Partnership, give no indication of the
Partnership?s potential "risk of ruin".

The VaR tables provided present the results of the Partnership?s
VaR for each of the Partnership?s market risk exposures and on an
aggregate basis at June 30, 2008 and 2007, and for the four
quarter-end reporting periods from July 1, 2007, through June 30,
2008. VaR is not necessarily representative of the Partnership?s
historic risk, nor should it be used to predict the Partnership?s
future financial performance or its ability to manage or monitor
risk.  There can be no assurance that the Partnership?s actual
losses on a particular day will not exceed the VaR amounts
indicated above or that such losses will not occur more than once
in 100 trading days.

Non-Trading Risk
The Partnership has non-trading market risk on its foreign cash
balances.  These balances and any market risk they may represent
are immaterial.

The Partnership also maintains a substantial portion of its
available assets in cash at MS&Co.; as of June 30, 2008, such
amount was equal to approximately 91% of the Partnership?s net
asset value.  A decline in short-term interest rates would result
<page> in a decline in the Partnership?s cash management income.
This cash flow risk is not considered to be material.

Materiality, as used throughout this section, is based on an
assessment of reasonably possible market movements and any
associated potential losses, taking into account the leverage,
optionality and multiplier features of the Partnership?s market-
sensitive instruments, in relation to the Partnership?s Net
Assets.

Qualitative Disclosures Regarding Primary Trading Risk Exposures
The following qualitative disclosures regarding the Partnership?s
market risk exposures - except for (A) those disclosures that are
statements of historical fact and (B) the descriptions of how the
Partnership manages its primary market risk exposures - constitute
forward-looking statements within the meaning of Section 27A of
the Securities Act and Section 21E of the Securities Exchange Act.
The Partnership?s primary market risk exposures, as well as the
strategies used and to be used by Demeter and the Trading Advisor
for managing such exposures, are subject to numerous
uncertainties, contingencies and risks, any one of which could
cause the actual results of the Partnership?s risk controls to
differ materially from the objectives of such strategies.
Government interventions, defaults and expropriations, illiquid
markets, the emergence of dominant fundamental factors, political
upheavals, changes in historical price relationships, an influx of
<page> new market participants, increased regulation and many
other factors could result in material losses, as well as in
material changes to the risk exposures and the risk management
strategies of the Partnership.  Investors must be prepared to lose
all or substantially all of their investment in the Partnership.
The following were the primary trading risk exposures of the
Partnership at June 30, 2008, by market sector.  It may be
anticipated, however, that these market exposures will vary
materially over time.

Equity.  The third largest market exposure of the Partnership at
June 30, 2008, was to the global stock index sector, primarily to
equity price risk in the G-7 countries.  The G-7 countries
consist of France, the U.S., the United Kingdom, Germany, Japan,
Italy, and Canada.  The stock index futures traded by the
Partnership are by law limited to futures on broadly-based
indices.  At June 30, 2008, the Partnership?s primary market
exposures were to the Euro Stox 50 (Europe), S&P 500 (U.S.), DAX
(Germany), NIKKEI 225 (Japan), CAC 40 (France), FTSE 100 (United
Kingdom), SPI 200 (Australia), Canadian S&P 60 (Canada), Dow
Jones (U.S.), S&P MIB (Italy), IBEX 35 (Spain), Russell 2000
(U.S.), H-Shares (Hong Kong), S&P MIDCAP (U.S.), and NASDAQ 100
(U.S.) stock indices.  The Partnership is typically exposed to
the risk of adverse price trends or static markets in the U.S.,
European, and Pacific Rim stock indices. Static markets would not
cause major market changes, but would make it difficult for the
<page> Partnership to avoid trendless price movements, resulting
in numerous small losses.

Currency.  At June 30, 2008, the Partnership had market exposure
to the currency sector.  The Partnership?s currency exposure is
to exchange rate fluctuations, primarily fluctuations which
disrupt the historical pricing relationships between different
currencies and currency pairs.  Interest rate changes, as well as
political and general economic conditions influence these
fluctuations.  The Partnership trades a large number of
currencies, including cross-rates - i.e., positions between two
currencies other than the U.S. dollar.  At June 30, 2008, the
Partnership?s major exposures were to the euro, Japanese yen, and
British pound currency crosses, as well as to outright U.S.
dollar positions.  Outright positions consist of the U.S. dollar
vs. other currencies.  These other currencies include major and
minor currencies.  Demeter does not anticipate that the risk
associated with the Partnership?s currency trades will change
significantly in the future.

Interest Rate.  At June 30, 2008, the Partnership had market
exposure to the global interest rate sector.  Exposure was
primarily spread across the U.S., European, Australian, Japanese,
and Canadian interest rate sectors.  Interest rate movements
directly affect the price of the sovereign bond futures positions
held by the Partnership and indirectly affect the value of its
<page> stock index and currency positions.  Interest rate
movements in one country, as well as relative interest rate
movements between countries, materially impact the Partnership?s
profitability. The Partnership?s interest rate exposure is
generally to interest rate fluctuations in the U.S. and the other
G-7 countries.  However, the Partnership also takes futures
positions in the government debt of smaller nations - e.g.,
Australia.  Demeter anticipates that the G-7 countries? and
Australian interest rates will remain the primary interest rate
exposure of the Partnership for the foreseeable future.  The
speculative futures positions held by the Partnership may range
from short to long-term instruments.  Consequently, changes in
short, medium, or long-term interest rates may have an effect on
the Partnership.

Commodity.
Soft Commodities and Agriculturals.  The largest market
exposure of the Partnership at June 30, 2008, was to the
markets that comprise these sectors.  Most of the exposure
was to the corn, soybeans, soybean meal, cocoa, soybean oil,
wheat, live cattle, lean hogs, coffee, feeder cattle, sugar,
and cotton markets.  Supply and demand inequalities, severe
weather disruptions, and market expectations affect price
movements in these markets.

<page> Energy.  The second largest market exposure of the
Partnership at June 30, 2008, was to the energy sector.  The
Partnership?s energy exposure was shared primarily by
futures contracts in crude oil and its related products, as
well as natural gas.  Price movements in these markets
result from geopolitical developments, particularly in the
Middle East, as well as weather patterns, and other economic
fundamentals.  Significant profits and losses, which have
been experienced in the past, are expected to continue to be
experienced in the future.  Natural gas has exhibited
volatility in prices resulting from weather patterns and
supply and demand factors and will likely continue in this
choppy pattern.

Metals.  At June 30, 2008, the Partnership had market
exposure to the metals sector.  The Partnership's metals
exposure was to fluctuations in the price of precious
metals, such as gold, silver, and platinum, as well as base
metals, such as copper, aluminum, nickel, and zinc.
Economic forces, supply and demand inequalities,
geopolitical factors, and market expectations influence
price movements in these markets.  The Trading Advisor
utilizes the trading system(s) to take positions when market
opportunities develop, and Demeter anticipates that the
Trading Advisor will continue to do so.

<page> Qualitative Disclosures Regarding Non-Trading Risk Exposure
The following was the only non-trading risk exposure of the
Partnership at June 30, 2008:

Foreign Currency Balances. The Partnership?s primary foreign
currency balances at June 30, 2008, were in euros, Japanese
yen, British pounds, Australian dollars, Czech koruny,
Hungarian forint, Hong Kong dollars, Swiss francs, Canadian
dollars, and New Zealand dollars.  The Partnership controls
the non-trading risk of foreign currency balances by
regularly converting them back into U.S. dollars upon
liquidation of their respective positions.

Qualitative Disclosures Regarding Means of Managing Risk Exposure
The Partnership and the Trading Advisor, separately, attempt to
manage the risk of the Partnership?s open positions in essentially
the same manner in all market categories traded.  Demeter attempts
to manage market exposure by diversifying the Partnership?s assets
among different market sectors and trading approaches, and by
monitoring the performance of the Trading Advisor daily.  In
addition, the Trading Advisor establishes diversification
guidelines, often set in terms of the maximum margin to be
committed to positions in any one market sector or market-
sensitive instrument.

<page> Demeter monitors and controls the risk of the Partnership?s
non-trading instrument, cash.  Cash is the only Partnership
investment directed by Demeter, rather than the Trading Advisor.

Item 4.	CONTROLS AND PROCEDURES
   As of the end of the period covered by this quarterly report,
the President and Chief Financial Officer of Demeter, the general
partner of the Partnership, have evaluated the effectiveness of
the Partnership?s disclosure controls and procedures (as defined
in Rules 13a-15(e) and 15d-15(e) of the Exchange Act), and have
judged such controls and procedures to be effective.

Changes in Internal Control over Financial Reporting
There have been no material changes during the period covered by
this quarterly report in the Partnership?s internal control over
financial reporting (as defined in Rules 13a-15(f) and 15d-15(f)
of the Exchange Act) or in other factors that could significantly
affect these controls subsequent to the date of their evaluation.

Item 4T.	CONTROLS AND PROCEDURES
Not applicable.

<page> PART II.  OTHER INFORMATION
Item 1A. RISK FACTORS
There have been no material changes from the risk factors
previously referenced in the Partnership?s Report on Form 10-K for
the fiscal year ended December 31, 2007, and the Partnership?s
Report on Form 10-Q for the quarter ended March 31, 2008.
<table> <caption>
Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF
	   PROCEEDS
					 SEC
Registration Statement on Form S-1  Units Registered   Effective Date        File Number

                                        <c>                  <c>                      <c>
Initial Registration	3,000,000.000		November 6, 1998	333-60103
Additional Registration	6,000,000.000		March 27, 2000	333-91569
Additional Registration	10,000,000.000		February 26, 2003	  333-103170
Additional Registration	  2,000,000.000		April 28, 2004	333-113893
Total Units Registered          21,000,000.000

Units sold through 6/30/08      19,083,417.792
Units unsold through 6/30/08     1,916,582.208

</table>
The managing underwriter for the Partnership is MS&Co.

Units are continuously sold at monthly closings at a purchase
price equal to 100% of the net asset value per Unit as of the
close of business on the last day of each month.

The aggregate price of the Units sold through June 30, 2008, was
$203,671,162.


<page> Since no expenses are chargeable against proceeds, 100% of
the proceeds of the offering have been applied to the working
capital of the Partnership for use in accordance with the ?Use of
Proceeds? section of the prospectus included as part of the above
referenced Registration Statements.

Item 5.  OTHER INFORMATION
Mr. Michael Durbin became listed as a principal of Demeter by the
National Futures Association on June 5, 2008.

Mr. Jose Morales became listed as a principal of Demeter by the
National Futures Association on June 23, 2008.

Item 6.  EXHIBITS

31.01	Certification of President of Demeter Management
Corporation, the general partner of the Partnership,
pursuant to Section 302 of the Sarbanes-Oxley Act of
2002.
31.02	Certification of Chief Financial Officer of Demeter
Management Corporation, the general partner of the
Partnership, pursuant to Section 302 of the Sarbanes-
Oxley Act of 2002.
32.01	Certification of President of Demeter Management
Corporation, the general partner of the Partnership,
pursuant to 18 U.S.C. Section 1350, as adopted pursuant
to Section 906 of the Sarbanes-Oxley Act of 2002.
32.02	Certification of Chief Financial Officer of Demeter
Management Corporation, the general partner of the
Partnership, pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act
of 2002.


<page>







SIGNATURE



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.




                     Morgan Stanley Charter WCM L.P.
                     (Registrant)

                     By: Demeter Management Corporation
                         (General Partner)

August 13, 2008      By:/s/Christian Angstadt
                           Christian Angstadt
                           Chief Financial Officer





The General Partner which signed the above is the only party
authorized to act for the Registrant.  The Registrant has no
principal executive officer, principal financial officer,
controller, or principal accounting officer and has no Board of
Directors.




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