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 September 30, 2007 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, or a non-accelerated filer.  See definition
of ?accelerated filer and large accelerated filer? in Rule 12b-2 of the
Exchange Act.  (Check one):

Large accelerated filer____Accelerated filer____Non-accelerated filer X

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

	September 30, 2007

<caption>

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

	       	<c>
		Statements of Financial Condition as of September 30, 2007
		(Unaudited) and December 31, 2006...........................2

		Statements of Operations for the Three and Nine Months
		Ended September 30, 2007 and 2006 (Unaudited)...............3

		Statements of Changes in Partners? Capital for the
	  Nine Months Ended September 30, 2007 and 2006 	(Unaudited)...4

		Statements of Cash Flows for the Nine Months Ended
		September 30, 2007 and 2006 (Unaudited).....................5

		Schedules of Investments as of September 30, 2007
		(Unaudited) and December 31, 2006	6

		Notes to Financial Statements (Unaudited)................7-14

Item 2. Management's Discussion and Analysis of
		   Financial Condition and Results of Operations........15-31

Item 3. Quantitative and Qualitative Disclosures about
		   Market Risk.........................................31-45

Item 4. Controls and Procedures................................45

Item 4T.Controls and Procedures................................45


PART II. OTHER INFORMATION

Item 1A.Risk Factors............................................46

Item 2. Unregistered Sales of Equity Securities and
		   Use of Proceeds......................................46-47

Item 6. Exhibits................................................47

</table>


<page> <table> PART I.  FINANCIAL INFORMATION
Item 1.  Financial Statements
	MORGAN STANLEY CHARTER WCM L.P.
	STATEMENTS OF FINANCIAL CONDITION
<caption>
				September 30,	December 31,
				         2007       	       2006
				  $	$
				(Unaudited)
ASSETS

			<c>	<c>
Equity in futures interests trading accounts:
	Unrestricted cash	63,277,474	35,032,684
	Restricted cash	      5,702,673	       6,797,768

	     Total cash	    68,980,147	     41,830,452

	Net unrealized gain on open contracts (MS&Co.)	5,216,355      	    1,298,984
	Net unrealized gain (loss) on open contracts (MSIP)	         31,428	        (204,195)

		Total net unrealized gain on open contracts              	    5,247,783 	      1,094,789

		Total Trading Equity	74,227,930	42,925,241

Subscriptions receivable	1,006,909	3,743,732
Interest receivable (MS&Co.)	        230,771	         171,558

		Total Assets	   75,465,610	   46,840,531

LIABILITIES AND PARTNERS' CAPITAL

Liabilities

Redemptions payable	1,401,675	2,204,674
Accrued brokerage fees (MS&Co.)	345,234	212,164
Accrued management fees	115,078	 70,721
Accrued incentive fee payable  	           ?    	          41,912

		Total Liabilities	   1,861,987	     2,529,471

Partners' Capital

Limited Partners (6,685,907.816 and
	4,294,874.399 Units, respectively)	72,817,202	43,835,717
General Partner (72,207.349 and
      46,572.535 Units, respectively)	        786,421	         475,343

		Total Partners' Capital	   73,603,623	    44,311,060

		Total Liabilities and Partners' Capital	   75,465,610	    46,840,531
NET ASSET VALUE PER UNIT	           10.89	             10.21
<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 Nine Months
      Ended September 30,     	          Ended September 30,

                     2007  	     	       2006    	      2007   	    2006
                                 $	                                        $	          $ 	   $

	<c>		<c>		<c>			<c>
INVESTMENT INCOME
	Interest income (MS&Co.)	    762,282	          565,600		 	  2,032,803   	         1,631,267

EXPENSES
	Brokerage fees (MS&Co.)	1,032,795	663,620	2,703,564		2,083,862
	Management fees	 344,265	        221,207	901,188		        694,621
	Incentive fee	         ?	                        ?		              372,615                  ?

	  	Total Expenses 	   1,377,060	       884,827	    3,977,367	 	      2,778,483

NET INVESTMENT LOSS 	    (614,778)	      (319,227)	  (1,944,564)		    (1,147,216)

TRADING RESULTS
Trading profit (loss):
	Realized	(529,490)	(873,320)	2,822,069		(613,624)
	Net change in unrealized	   3,752,396	    (1,525,500)	    4,152,994	         98,158

		Total Trading Results	   3,222,906	   (2,398,820)	   6,975,063		      (515,466)

NET INCOME (LOSS)                                       2,608,128		     (2,718,047)	   5,030,499		    (1,662,682)

NET INCOME (LOSS) ALLOCATION

	Limited Partners	2,581,197	            (2,689,034)	4,979,421		  (1,644,984)
	General Partner 	26,931	(29,013)	51,078		   (17,698)


NET INCOME (LOSS) PER UNIT

	Limited Partners                                            	0.37	  (0.63)	0.68                    	    (0.42)
	General Partner                                            	0.37	  (0.63)	0.68                    	    (0.42)



			                                                            Units	Units   	  Units       	         Units
WEIGHTED AVERAGE NUMBER
	OF UNITS OUTSTANDING                   6,689,328.454	           4,236,464.767     6,017,965.958          4,254,649.085
<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 Nine Months Ended September 30, 2007 and 2006
(Unaudited)


<caption>

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

			<c>	<c>	<c>	<c>
Partners? Capital,
	December 31, 2005	4,411,486.544	45,625,125	506,416	46,131,541

Offering of Units	 524,214.546	5,700,316	? 	5,700,316

Net Loss		?	(1,644,984)	(17,698)	(1,662,682)

Redemptions                                                (838,101.724)	  (9,006,509)            (30,217)	  (9,036,726)

Partners? Capital,
	September 30, 2006                             4,097,599.366		  40,673,948	    458,501	 41,132,449





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

Offering of Units	 3,272,832.391	32,804,987	       260,000 	33,064,987

Net Income	?	4,979,421	51,078	5,030,499

Redemptions                                                (856,164.160)	  (8,802,923)       	        ?		 (8,802,923)

Partners? Capital,
	September 30, 2007                             6,758,115.165		  72,817,202	     786,421	      73,603,623




<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 Nine Months Ended September 30,

				               2007      	                              2006
				         $	                     $

			<c>	<c>
CASH FLOWS FROM OPERATING ACTIVITIES

Net income (loss) 	5,030,499	(1,662,682)
Noncash item included in net income (loss):
	Net change in unrealized	(4,152,994)	(98,158)

(Increase) decrease in operating assets:
	Restricted cash	    1,095,095	5,866,247
	Interest receivable (MS&Co.)	(59,213)	                                (44,363)

Increase (decrease) in operating liabilities:
	Accrued brokerage fees (MS&Co.)	133,070	(20,361)
	Accrued management fees 	44,357	            (6,788)
	Accrued incentive fee	 payable                                                              (41,912)		               ?

Net cash provided by operating activities	    2,048,902	       4,033,895


CASH FLOWS FROM FINANCING ACTIVITIES

Cash received from offering of Units	35,801,810	5,969,166
Cash paid for redemptions of Units	    (9,605,922)	    (8,429,166)

Net cash provided by (used for) financing activities	   26,195,888	   (2,460,000)

Net increase in unrestricted cash	   28,244,790	1,573,895

Unrestricted cash at beginning of period	    35,032,684	    40,758,493

Unrestricted cash at end of period	    63,277,474	    42,332,388



<fn>



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

</table>


<page> <table> MORGAN STANLEY CHARTER WCM L.P.
SCHEDULES OF INVESTMENTS
September 30, 2007 (Unaudited) and December 31, 2006
<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)

$
         %
 $
%
$


September 30, 2007, Partnership Net Assets:   $73,603,623





<c>
<c>
<c>
<c>
<c>
Commodity
 2,523,518
        3.43
     (56,080)
       (0.08)
2,467,438
Equity
    189,727
        0.26
     (25,273)
       (0.03)
   164,454
Foreign currency
 2,156,989
        2.93
     125,781
        0.17
2,282,770
Interest rate
    240,817
        0.33
      24,504
        0.03
   265,321






     Grand Total:
 5,111,051
        6.95
      68,932
        0.09
5,179,983

     Unrealized Currency Gain





         67,800

     Total Net Unrealized Gain per Statement of Financial Condition



5,247,783


 December 31, 2006, Partnership Net Assets: $44,311,060









Commodity
  (296,275)
       (0.67)
     410,666
       0.93
   114,391
Equity
  737,505
        1.66
 ?
          ?
   737,505
Foreign currency
     65,403
        0.15
     531,873
       1.20
   597,276
Interest rate
  (583,619)
       (1.31)
     227,255
       0.51
  (356,364)






     Grand Total:
    (76,986)
       (0.17)
  1,169,794
       2.64
1,092,808

     Unrealized Currency Gain





       1,981

     Total Net Unrealized Gain per Statement of Financial Condition



  1,094,789


<fn>





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

</table>


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

September 30, 2007

(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, 2006, 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. 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., which, effective as of May 1, 2006, no longer
accepts any subscriptions and exchanges of units of limited
partnership interest (?Unit(s)?) from any other Charter Series of
Funds for Units of Morgan Stanley Charter Campbell L.P.
<page> MORGAN STANLEY CHARTER WCM L.P.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)

The Partnership?s general partner is Demeter Management
Corporation (?Demeter?). Morgan Stanley & Co. Incorporated
(?MS&Co.?) is the Partnership?s principal commodity broker-dealer
and also acts as the counterparty on all trading of foreign
currency forward contracts.  In addition, Morgan Stanley & Co.
International plc (?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
of such current margin requirements but available to satisfy
margin requirements at a rate equal to the monthly average of the

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

4-week U.S. Treasury bill discount rate during the month.  The
Partnership pays brokerage fees to MS&Co.



3.  Financial Instruments
The Partnership trades 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 agricul-
tural products.  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.

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

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

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.


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









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



The net unrealized gains on open contracts, reported as a
component of ?Equity in futures interests trading accounts? on the
Statements of Financial Condition, and their longest contract
maturities were as follows:

	     Net Unrealized Gains
 	      on Open Contracts	    Longest Maturities

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

Sep. 30, 2007	5,247,783	-    	5,247,783	Mar. 2009		-
Dec. 31, 2006	1,094,789	-    	1,094,789	Jun. 2008	     -

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,
with variations in value settled on a daily basis.  MS&Co. and


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

MSIP, each as a futures commission merchant 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
$74,227,930 and $42,925,241 at September 30, 2007, and December
31, 2006, 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
Partnership is at risk to the ability of MS&Co., the sole




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

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.



4.  New Accounting Developments

In July 2006, the Financial Accounting Standards Board (?FASB?)
issued interpretation No. 48, ?Accounting for Uncertainty in
Income Taxes ? an interpretation of FASB Statement 109? (?FIN
48?).  FIN 48 clarifies the accounting for income taxes by
prescribing the minimum recognition threshold a tax position must
meet before being recognized in the financial statements.  FIN 48
was effective for the Partnership as of January 1, 2007.  Based
on its analysis, management believes that the adoption of FIN 48
has no impact on the Partnership?s Financial Statements.

In September 2006, the FASB issued SFAS No. 157, ?Fair Value
Measurements? (?SFAS No. 157?).  SFAS No. 157 defines fair value,
establishes a framework for measuring fair value, and expands
disclosures about fair value measurements.  SFAS No. 157 is
effective for the Partnership as of January 1, 2008.  The impact

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


to the Partnership?s Financial Statements, if any, is currently
being assessed.

5.  Restricted and Unrestricted Cash
As reflected on the Partnership?s Statements of Financial
Condition, restricted cash represents cash on deposit to satisfy
margin requirements for trading.  These amounts of restricted cash
are maintained in separate trading accounts.  Cash that is not on
deposit to satisfy the margin requirements for trading is
reflected 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 nine month periods ended September
30, 2007, and 2006, 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
<page> behalf of 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 14 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 profit (loss)? for open
(unrealized) contracts, and recorded as ?Realized trading profit
(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 Nine Months Ended September 30, 2007
The Partnership recorded total trading results including interest
income totaling $3,985,188 and expenses totaling $1,377,060,
resulting in net income of $2,608,128 for the three months ended
September 30, 2007.  The Partnership?s net asset value per Unit
increased from $10.52 at June 30, 2007, to $10.89 at September
30, 2007.

The most significant trading gains of approximately 2.6% were
recorded in the agricultural markets, primarily during August and
September, from long positions in wheat futures as prices rose
sharply to record highs amid persistently strong international
demand and fears of a shortage in supply.  Elsewhere in the
agricultural complex, long futures positions in the soybean
complex resulted in gains as prices increased during September on
concern that hot, dry weather in U.S. growing regions might have
damaged crops.  Additional gains of approximately 1.4% were
experienced within the global interest rate sector, primarily
during August, from long positions in U.S. and Japanese fixed-
income futures as prices moved sharply higher in a worldwide
?flight-to-quality? after the significant decline in the global
equity markets resulted in substantially higher demand for the
<page> ?safe haven? of government bonds.  Within the currency
sector, gains of approximately 0.7% were recorded primarily
during September from long positions in the euro, Canadian
dollar, and British pound versus the U.S. dollar as the value of
the U.S. dollar declined relative to its major rivals following
news that the U.S. Federal Reserve cut interest rates at its
September 18 meeting, thereby making the U.S. currency less
attractive to investors.  Furthermore, the value of the U.S.
dollar moved lower amid growing sentiment that the U.S. Federal
Reserve would cut borrowing costs a second time this year.
Finally, the value of the Canadian dollar moved higher against
the U.S. dollar in tandem with rising energy prices after this
?petrol-currency? increased sharply on investor belief that
surging oil prices and exports would expand the Canadian economy.
 Consequently, the Canadian dollar reached the highest level
since 1976.  Additional gains of approximately 0.7% were
experienced within the energy markets from long futures positions
in crude oil and its related products as prices increased in
September amid speculation that supplies of European North Sea
oil might be dwindling, news that hurricane activity in the Gulf
of Mexico threatened production facilities, and fears that
additional supplies from OPEC members would arrive too late for
peak demand in the winter.  A portion of the Partnership?s
overall gains for the quarter was offset by losses of
approximately 1.2% in the global stock index sector, primarily
<page> during July and August, from long positions in U.S.,
European, and Japanese equity index futures as prices reversed
lower on persistent concerns that a collapsing U.S. sub-prime
mortgage market and decreasing U.S. real estate prices would pull
the global economy into a recession.  Furthermore, global equity
index futures prices fell after news that China and India had
increased their bank reserve requirements, which added to worries
about global cash liquidity declining in the near-future.

The Partnership recorded total trading results including interest
income totaling $9,007,866 and expenses totaling $3,977,367,
resulting in net income of $5,030,499 for the nine months ended
September 30, 2007.  The Partnership?s net asset value per Unit
increased from $10.21 at December 31, 2006, to $10.89 at
September 30, 2007.

The most significant trading gains of approximately 4.2% were
recorded in the currency markets, primarily during April and
June, from long positions in the euro, Australian dollar, and
Canadian dollar versus the U.S. dollar as the value of the U.S.
dollar weakened against these currencies on news that foreign
investment in U.S. securities fell more than expected in February
and U.S. industrial production declined in March.  Additional
gains were recorded during September from short U.S. dollar
positions against the aforementioned currencies as the value of
<page> the U.S. dollar declined relative to its major rivals
following news that the U.S. Federal Reserve cut interest rates
at its September 18 meeting, thereby making the U.S. currency
less attractive to investors.  Furthermore, the value of the U.S.
dollar moved lower amid growing sentiment that the U.S. Federal
Reserve would cut borrowing costs a second time this year.
Additional gains of approximately 2.5% were experienced in the
agricultural markets, primarily during May, August, and
September, from long positions in wheat futures as prices rose
sharply to record highs amid persistently strong international
demand and fears of a shortage in supply.  Elsewhere, long
futures positions in the soybean complex resulted in gains,
primarily during May and September, as prices increased due to
lower production, increased demand, and concern that hot, dry
weather in U.S. growing regions might have damaged crops.  Within
the global stock index sector, gains of approximately 1.9% were
recorded from long positions in U.S. and European equity index
futures as prices increased in January after U.S. consumer
confidence rose to the highest since 2004 and news that German
business confidence rose to a record in January. Additional gains
were experienced in April and May as prices moved higher amid
strong corporate earnings, increased merger and acquisition
activity, and strong economic data in the Euro-Zone and United
States.  Additional gains of approximately 1.1% were recorded
within the global interest rate sector during January, April,
<page> May, and June from short positions in European and U.S.
fixed- income futures as prices trended lower after strength in
the equity markets and solid economic data out of the United
States, the Euro-Zone, and the United Kingdom led investors to
conclude that the U.S. Federal Reserve, the European Central
Bank, and the Bank of England might continue raising interest
rates in order to combat inflation.  Further gains were
experienced in August from newly established long positions in
U.S. and European interest rate futures as prices increased in a
continuation of a worldwide ?flight-to-quality? after volatility
in global equity markets resulted in strong demand for the
relative safety of government debt.  Smaller gains of
approximately 0.9% were recorded within the energy markets,
primarily during September, from long futures positions in gas
oil and crude oil as prices rose after hurricane activity in the
Gulf of Mexico threatened production facilities and concerns
developed that additional supplies from OPEC members would arrive
too late for peak demand in the winter.  A portion of the
Partnership?s gains for the first nine months of the year was
offset by losses of approximately 0.4% incurred within the metals
sector, primarily during January, May, and June, from long
positions in zinc, copper, and aluminum futures as prices
declined following news that China might raise export taxes for
base metals and amid speculation that rising production and
inventories would create a global surplus.  Further losses were
<page> recorded during August from long positions in copper and
aluminum as prices moved lower on concern that losses in the
global financial markets would reduce demand for raw materials.


For the Three and Nine Months Ended September 30, 2006
The Partnership recorded total trading results including interest
income totaling $(1,833,220) and expenses totaling $884,827,
resulting in a net loss of $2,718,047 for the three months ended
September 30, 2006.  The Partnership?s net asset value per Unit
decreased from $10.67 at June 30, 2006, to $10.04 at September
30, 2006.

The most significant trading losses of approximately 4.9% were
recorded in the global interest rate futures markets, during
July, from short positions in U.S., German, and Canadian fixed-
income futures as prices reversed higher on significant
geopolitical concerns after North Korea conducted long-range
missile tests, terrorist bombings aboard commuter trains in
Bombay, India and fears of an escalating conflict between Israel
and Lebanon.  In addition, prices were boosted by U.S. Federal
Reserve Chairman Ben Bernanke?s testimony before Congress, which
eased fears of accelerating inflation and suggested that interest
rate increases would possibly come to a pause at the August U.S.
Federal Reserve meeting, as well as news that the European
Central Bank, and the Bank of Canada kept interest rates <page>
unchanged. Further losses were recorded in August from short
positions in U.S., Japanese, Australian, and Canadian fixed-
income futures as prices increased on higher demand amid concerns
of a slowing global economy and news that Iran would continue its
nuclear research program. U.S. interest rate futures prices were
also pressured higher by government reports showing weaker than
expected U.S. economic data and soft inflation data. Meanwhile,
Canadian fixed-income futures prices rose after data suggested
that the Canadian Gross Domestic Product grew at its slowest pace
in more than a year. Elsewhere in the global interest rate
sector, Japanese fixed-income futures prices increased after
lower than expected inflation data dampened expectations for an
interest rate hike by the Bank of Japan in the near-future, while
Australian fixed-income futures were buoyed by the release of an
economic report showing consumer confidence in Australia had its
biggest monthly decline since 1989 and on fears that the
Australian economy may weaken in tandem with falling commodity
prices. In the currency markets, losses of approximately 2.0%
were incurred during July from short positions in the Mexican
peso and Turkish lira against the euro and U.S. dollar as the
value of the Mexican peso and Turkish lira moved higher on
investor optimism regarding the future of the Mexican and Turkish
economies. Additionally, the euro moved lower after the European
Central Bank decided to keep its interest rate unchanged.
Additional losses were incurred from short positions in the
<page> British pound versus the Swedish krona as the value of the
British pound strengthened on solid housing and consumer price
data out of the United Kingdom and short positions in the
Australian dollar against the Swiss franc as the value of the
Australian dollar moved higher amid expectations of another
interest rate hike by the Reserve Bank of Australia. Finally,
losses in the currency markets were incurred from short positions
in the New Zealand dollar versus the Japanese yen, euro, and U.S.
dollar as the value of the New Zealand dollar strengthened in
July and August amid speculation that the Reserve Bank of New
Zealand will continue to raise interest rates. Within the energy
sector, losses of approximately 0.6% were experienced during
August and September from long futures positions in crude oil and
its related products as prices reversed lower after remarks by
the U.S. Department of Energy Secretary Samuel Bodman suggested
there were adequate supplies to make up for the loss of output
due to British Petroleum's recent pipeline shutdown in Alaska.
Prices were pressured lower after reports of a terrorist plot to
attack U.S.-bound flights from the United Kingdom increased
concerns that demand for oil might weaken as consumers might cut
back on airline travel plans over safety concerns.  Prices
continued to move lower toward the latter half of August and into
September after news of an official cease-fire between Israel and
Hezbollah militants in Lebanon and OPEC reduced its 2006 oil
demand growth forecast. A portion of the Partnership?s overall
<page> losses for the quarter was offset by gains of
approximately 1.4% in the global stock index futures markets,
primarily during September, from long positions in European
equity index futures as prices increased amid falling oil prices.
Additionally, Spanish equity index futures prices moved
significantly higher on merger and acquisition activity in the
utility sector, while German equity index futures rose after the
European Central Bank decided to leave interest rates unchanged.
Elsewhere in the global stock index sector, gains were
experienced, primarily during July and August, from long
positions in Hong Kong equity index futures as prices increased
on an optimistic economic outlook for the region after Gross
Domestic Product in China surged to 10.9% in the first six months
of this year and strong corporate earnings. Additional gains of
approximately 0.6% were experienced in the metals markets from
long positions in nickel futures during July and August as prices
trended higher on reports of weak global stockpiles, consistently
strong global demand, and lower than forecasted production.  In
addition, prices were boosted by news of labor disputes at mining
facilities in Canada. Smaller gains of approximately 0.1% were
experienced within the agricultural markets during July and
August from short positions in soybeans and soybean meal futures
as prices fell sharply amid slow export sales, drought-breaking
rains and cooler temperatures in the U.S. Midwest.

<page> The Partnership recorded total trading results including
interest income totaling $1,115,801 and expenses totaling
$2,778,483, resulting in a net loss of $1,662,682 for the nine
months ended September 30, 2006. The Partnership?s net asset
value per Unit decreased from $10.46 at December 31, 2005, to
$10.04 at September 30, 2006.

The most significant trading losses of approximately 8.5% were
recorded in the currency markets from long U.S. dollar positions
versus the Czech koruna, Norwegian krone, Swiss franc, Swedish
krona, and Singapore dollar as the U.S. dollar?s value reversed
lower against these currencies during January on speculation that
China, with a massive U.S. dollar reserve, would diversify some
of its assets into other currencies.  Additional losses in the
currency markets were experienced during March from long
positions in the Mexican peso versus the U.S. dollar as the value
of the peso weakened on political uncertainty in Mexico, as well
as during May from long positions in the Turkish lira and Mexican
peso relative to the U.S. dollar as the value of these currencies
declined sharply amid political uncertainty.  Additional losses
of approximately 1.1% were incurred in the agricultural complex
from short positions in live cattle futures during May as prices
reversed higher after news that South Korea would resume U.S.
beef imports.  Long positions in wheat and corn futures also
recorded losses as prices moved lower during the first half of
<page> June on favorable weather forecasts in the U.S. wheat and
corn belts and reports from the U.S. Department of Agriculture
showing improved crop conditions.  Smaller losses of
approximately 0.6% were incurred in the energy sector during
February from long futures positions in unleaded gasoline as
prices declined after Chinese government authorities announced
that China would place an emphasis on prospecting alternative
energy sources in the future, reports of larger than expected
supplies, and mild weather in the U.S. Northeast.  Further losses
in the energy markets were recorded during March from short
positions in unleaded gasoline futures as prices strengthened
early in the month on supply fears fueled by news of geopolitical
tensions in Nigeria and Iran. Elsewhere in the energy sector,
losses were experienced during August and September from long
futures positions in crude oil and its related products as prices
reversed lower after remarks by the U.S. Department of Energy
Secretary Samuel Bodman suggested there were adequate supplies to
make up for the loss of output due to British Petroleum's recent
pipeline shutdown in Alaska.  Prices were pressured lower after
reports of a terrorist plot to attack U.S.-bound flights from the
United Kingdom increased concerns that demand for oil might
weaken as consumers might cut back on airline travel plans over
safety concerns.  Prices continued to move lower toward the
latter half of August and into September after news of an
official cease-fire between Israel and Hezbollah militants in
<page> Lebanon and OPEC reduced its 2006 oil demand growth
forecast.  A portion of the Fund?s losses for the first nine
months of the year was offset by gains of approximately 7.2%
experienced in    the metals sector from long copper, zinc, and
nickel futures positions as base metals prices rallied sharply to
record highs amid strong global industrial demand from the U.S.,
China, and India.  Elsewhere in the metals markets, gains were
achieved from long futures positions in silver and gold as
precious metals prices reached 26-year highs in May on persistent
demand from foreign central banks. Additional gains were
experienced from long positions in nickel futures during July and
August as prices trended higher on reports of weak global
stockpiles, consistently strong global demand, and lower than
forecasted production. Within the global stock index sector,
gains of approximately 1.1% were recorded, during January and
March, from long positions in European, U.S., Hong Kong, South
African, and Australian stock index futures as global equity
prices trended higher during the first quarter on strong
corporate earnings, and solid economic data. During September,
additional gains were recorded from long positions in European
equity index futures as prices increased amid falling oil prices.
Spanish equity index futures prices moved significantly higher on
merger and acquisition activity in the utility sector, while
German equity index futures rose after the European Central Bank
decided to leave interest rates unchanged. Elsewhere in the
<page> global stock index sector, gains were experienced
throughout the third quarter from long positions in Hong Kong
equity index futures as prices increased on an optimistic
economic outlook for the region after Gross Domestic Product in
China surged to 10.9% in the first six months of   this year, and
strong corporate earnings. Smaller gains of approximately 0.9%
were experienced in the global interest rate sector from short
positions in U.S. and European interest rate futures as global
bond prices trended lower during the first half of the year amid
strength in regional equity markets and investor sentiment that
interest rates in the United States and the European Union would
rise.

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.

<page> 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
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 <page>
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
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
<page> 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
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
<page> 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
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.



<page>
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 September 30, 2007, and 2006.
At September 30, 2007, and 2006, the Partnership?s total
capitalization was approximately $74 million and $41 million,
respectively.


Primary Market        September 30, 2007       September 30, 2006
Risk Category	  	     Value at Risk   	     Value at Risk

Currency	(1.08)%                  (0.04)%
Interest Rate	               (1.04)                     -
Equity	(0.37)                     -
Commodity	                   (0.86)                     -
Aggregate Value at Risk	(2.32)%	(0.04)%


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
<page> 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 October 1, 2006, through September 30, 2007.
Primary Market Risk Category        High      Low      Average
Currency 	(1.08)%	(0.74)%	(0.86)%

Interest Rate	(1.04)	     (0.55)	(0.74)

Equity	(2.38)	(0.37)	(1.16)

Commodity	(1.08)	(0.55)	(0.79)

Aggregate Value at Risk	(3.14)%	    (1.48)%	(2.11)%

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:


<page>
*	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.

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 September 30, 2006, and for the four quarter-
end reporting periods from October 1, 2006, through September 30,
2007. VaR is not necessarily representative of the Partnership?s
historic risk, nor should it be used to predict the Partnership?s
<page> 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 September 30, 2007, such
amount is equal to approximately 93% of the Partnership?s net
asset value.  A decline in short-term interest rates would result
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.

<page>
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
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 September 30, 2007, by market sector.  It may be
<page> anticipated, however, that these market exposures will
vary materially over time.

Currency.  The largest market exposure of the Partnership at
September 30, 2007, was 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
September 30, 2007, 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.  The second largest market exposure of the
Partnership at September 30, 2007, was to the global interest
rate sector.  Exposure was primarily spread across the U.S.,
European, Japanese, Australian, and Canadian interest rate
sectors.  Interest rate movements directly affect the price of
the sovereign bond futures positions held by the Partnership and
<page> indirectly affect the value of its 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.  The
G-7 countries consist of France, the U.S., Britain, Germany,
Japan, Italy, and Canada.  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.

Equity.  At September 30, 2007, the Partnership had market
exposure to the global stock index sector, primarily to equity
price risk in the G-7 countries.  The stock index futures traded
by the Partnership are by law limited to futures on broadly-based
indices.  At September 30, 2007, the Partnership?s primary market
exposures were to the Euro Stoxx 50 (Europe), S&P 500 (U.S.), DAX
(Germany), NASDAQ 100 (U.S.), SPI 200 (Australia), Hang Seng
(China), Canadian S&P 60 (Canada), FTSE 100 (United Kingdom), DOW
JONES (U.S.), NIKKEI 225 (Japan), CAC 40 (France), TAIWAN
<page> (Taiwan), and the AEX (the Netherlands) stock indices.
The Partnership is typically exposed to the risk of adverse price
trends or static markets in the U.S., European, Chinese, and
Japanese stock indices. Static markets would not cause major
market changes, but would make it difficult for the Partnership
to avoid trendless price movements, resulting in numerous small
losses.

Commodity.
Soft Commodities and Agriculturals.  The third largest
market exposure of the Partnership at September 30, 2007,
was to the markets that comprise these sectors.  Most of the
exposure was to the soybeans, wheat, soybean meal, sugar,
soybean oil, live cattle, coffee, cotton, lean hogs, cocoa,
and feeder cattle markets.  Supply and demand inequalities,
severe weather disruptions, and market expectations affect
price movements in these markets.

Energy.  At September 30, 2007, the Partnership had market
exposure 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
<page> 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 September 30, 2007, 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 and platinum, and base metals, such as
copper, aluminum, lead, 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 Partnership will continue to do so.

Qualitative Disclosures Regarding Non-Trading Risk Exposure
The following was the only non-trading risk exposure of the
Partnership at September 30, 2007:

Foreign Currency Balances. The Partnership?s primary foreign
currency balances at September 30, 2007, were in euros,
Japanese yen, Hong Kong dollars, Australian dollars, Czech
koruna, Canadian dollars, Hungarian forint, Swiss francs,
British pounds, and New Zealand dollars.  The Partnership
<page> 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.

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
   (a)	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
<page> 13a-15(e) and 15d-15(e) of the Exchange Act), and
have judged such controls and procedures to be effective.

(b)	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, 2006, and the Partnership?s
Report on Form 10Q for the quarters ended March 31, 2007, and June
30, 2007.
<table>
Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF
	   PROCEEDS
<caption>					 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 9/30/07      15,378,690.915
Units unsold through 9/30/07     5,621,309.085
</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 September 30, 2007,
was $159,123,825.

<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 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)

November 13, 2007    By:/s/Lee Horwitz
                           Lee Horwitz
                           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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