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, 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

	June 30, 2007
<caption>


PART I. FINANCIAL INFORMATION

				<c>
Item 1. Financial Statements

		Statements of Financial Condition as of June 30, 2007
		(Unaudited) and December 31, 2006...........................2

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

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

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

		Notes to Financial Statements (Unaudited)................6-12

Item 2. Management's Discussion and Analysis of
		   Financial Condition and Results of Operations........13-26

Item 3. Quantitative and Qualitative Disclosures about
		   Market Risk.........................................27-41

Item 4. Controls and Procedures................................41

Item 4T.Controls and Procedures................................41


PART II. OTHER INFORMATION

Item 1A.Risk Factors............................................42

Item 2. Unregistered Sales of Equity Securities and
		   Use of Proceeds......................................42-43

Item 6. Exhibits................................................43
</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,
				         2007       	       2006
				  $	$
				(Unaudited)
ASSETS

			<c>	<c>
Equity in futures interests trading accounts:
	Unrestricted cash	60,186,179	35,032,684
	Restricted cash	       5,610,320	       6,797,768

	     Total cash	     65,796,499	     41,830,452

	Net unrealized gain on open contracts (MS&Co.)	      1,910,957	    1,298,984
	Net unrealized loss on open contracts (MSIL)	        (415,570)	        (204,195)

		Total net unrealized gain on open contracts              	       1,495,387	      1,094,789

		Total Trading Equity	67,291,886	42,925,241

Subscriptions receivable	2,988,895	3,743,732
Interest receivable (MS&Co.)	          240,690	         171,558

		Total Assets	     70,521,471	   46,840,531

LIABILITIES AND PARTNERS' CAPITAL

Liabilities

Redemptions payable	1,597,055	2,204,674
Accrued brokerage fees (MS&Co.)	329,674	212,164
Accrued management fees	 109,891	 70,721
Accrued incentive fee payable  	               ?     	          41,912

		Total Liabilities	     2,036,620	     2,529,471

Partners' Capital

Limited Partners (6,438,889.099 and
	4,294,874.399 Units, respectively)	67,725,361	43,835,717
General Partner (72,207.349 and
      46,572.535 Units, respectively)	        759,490 	         475,343
		Total Partners' Capital	    68,484,851	    44,311,060
		Total Liabilities and Partners' Capital	    70,521,471	    46,840,531
NET ASSET VALUE PER UNIT	             10.52	             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 Six Months
   Ended June 30,      	                          Ended June 30,

      2007             2006    	      2007   	    2006
           $	                $	          $	 	   $

	<c>	<c>			<c>			<c>
INVESTMENT INCOME
	Interest income (MS&Co.)	      708,083	          563,725		 	    1,270,521    	         1,065,667


EXPENSES
	Brokerage fees (MS&Co.)	914,036	714,364	1,670,769		1,420,242
	Management fees	  304,678	        238,121	556,923		        473,414
	Incentive fee	             ?     	             ?     	      372,615		          ?

	  	Total Expenses 	    1,218,714	       952,485	    2,600,307	 	    1,893,656

NET INVESTMENT LOSS 	      (510,631)	      (388,760)	  (1,329,786)		     (827,989)

TRADING RESULTS
Trading profit (loss):
	Realized	7,150,832	(1,411,599)	3,351,559		259,696
	Net change in unrealized	       560,217	      (789,956)	       400,598	    1,623,658

		Total Trading Results	    7,711,049	   (2,201,555)	    3,752,157		   1,883,354

NET INCOME (LOSS)                                       7,200,418		     (2,590,315)	    2,422,371		    1,055,365

NET INCOME (LOSS) ALLOCATION

	Limited Partners	7,122,286	            (2,562,120)	2,398,224		  1,044,050
	General Partner 	78,132	(28,195)	24,147		   11,315


NET INCOME (LOSS) PER UNIT

	Limited Partners                                            	  1.18	  (0.62)	 0.31                   	       0.21
	General Partner                                            	  1.18	  (0.62)	 0.31                   	       0.21

<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, 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	423,584.477	4,676,812	?  	4,676,812

Net Income	?	1,044,050	11,315	1,055,365

Redemptions                                                 (560,192.855)	   (6,206,166)            (30,217)	  (6,236,383)

Partners? Capital,
	June 30, 2006                                         4,274,878.166	  45,139,821	    487,514	 45,627,335





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



<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,

				               2007      	                     2006
				       $	                   $

CASH FLOWS FROM OPERATING ACTIVITIES

			<c>	<c>
Net income 	2,422,371	1,055,365
Noncash item included in net income:
	Net change in unrealized	(400,598)	(1,623,658)

(Increase) decrease in operating assets:
	Restricted cash	    1,187,448	2,076,830
	Interest receivable (MS&Co.)	(69,132)	(40,024)

Increase (decrease) in operating liabilities:
	Accrued brokerage fees (MS&Co.)	117,510	(5,839)
	Accrued management fees 	39,170	            (1,947)
     Accrued incentive fees	        (41,912)	             ?

Net cash provided by operating activities	     3,254,857	      1,460,727


CASH FLOWS FROM FINANCING ACTIVITIES

Cash received from offering of Units	28,492,666	3,562,382
Cash paid for redemptions of Units	    (6,594,028)	    (6,691,393)

Net cash provided by (used for) financing activities	     21,898,638	   (3,129,011)

Net increase (decrease) in unrestricted cash	25,153,495	(1,668,284)

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

Unrestricted cash at end of period	   60,186,179	    39,090,209



<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, 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 (?MSIL?) serves as the commodity broker for
trades on the London Metal Exchange.  Effective April 13, 2007,
Morgan Stanley & Co. International Limited changed its name to
Morgan Stanley & Co. International plc.  Demeter, MS&Co., and
MSIL 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 MSIL 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

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

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.  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

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

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.


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
	$	  $	  $

Jun. 30, 2007	1,495,387	-    	1,495,387	Dec. 2008	     -
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 MSIL 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
MSIL, each as a futures commission merchant for the Partnership?s

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


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
$67,291,886 and $42,925,241 at June 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
counterparty on all such contracts, to perform.  The Partnership

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

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


<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
MSIL 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

<page> daily limit for several consecutive days with little or no
trading.  These market conditions could prevent the Partnership
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
<page> subsequent periods. It is not possible to estimate the
amount, and therefore the impact, of future inflows and outflows
of Units.

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,
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
<page> of the Partnership are difficult to discuss other than in
the context of the Trading Advisor's trading activities on 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 12 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.

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

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
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
<page> 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
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.
<page> 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.

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 <page>
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
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
<page> 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
positions in soybean meal, feeder cattle, and cotton futures as
prices moved without consistent direction throughout a majority
of the year.


<page> For the Three and Six Months Ended June 30, 2006
The Partnership recorded total trading results including interest
income totaling $(1,637,830) and expenses totaling $952,485,
resulting in a net loss of $2,590,315 for the three months ended
June 30, 2006.  The Partnership?s net asset value per Unit
decreased from $11.29 at March 31, 2006, to $10.67 at June 30,
2006.

The most significant trading losses of approximately 6.5% were
incurred during May from long positions in U.S., European, and
Pacific Rim (Japanese and Taiwanese) stock index futures as
equity prices moved lower.  U.S. and European stock indices
declined due to inflation concerns and uncertainty regarding
future interest rate policy, while Japanese equity prices
suffered from a heavy sell-off as investors expressed concerns
that the Japanese economy, which is heavily dependent on exports,
could be significantly impacted by a global economic slowdown.
Additional losses were recorded from newly established short
futures positions in the Taiwanese stock index as prices reversed
higher toward the end of June, on hopes of a pause in U.S.
interest rate hikes.  Within the currency markets, losses of
approximately 3.1% were incurred from long positions in the U.S.
dollar at the beginning of the quarter as the value of the U.S.
dollar declined against many of its major rivals, notably the
Japanese yen and Swiss franc.  This reversal in the value of the
U.S. dollar was attributed to news that foreign central banks
<page> would diversify their currency reserves away from the U.S.
dollar.  The U.S. dollar also weakened on worries regarding the
U.S. trade deficit and speculation that the U.S. Federal Reserve
might be near the end of its cycle in interest rate increases.
During May and June, long positions in the Australian dollar
versus the U.S. dollar incurred losses as the U.S. dollar
reversed higher against most of its rivals after hawkish comments
from several U.S. Federal Reserve officials, including U.S.
Federal Reserve Chairman Ben Bernanke, implied another interest
rate hike was necessary to help contain rising inflation.  The
value of the U.S. dollar continued to move higher leading up to
the 17th consecutive interest rate hike by the U.S. Federal
Reserve on June 29th.  In addition, the value of the U.S. dollar
strengthened by news that positive steps were taken regarding the
nuclear standoff between Iran and the U.S. Smaller losses of
approximately 1.3% were experienced within the agricultural
markets primarily during June from long futures positions in
sugar as prices reversed lower amid estimates of higher
production and technically-based selling. Additional losses were
incurred from short positions in live cattle futures as prices
reversed higher after news that South Korea would resume U.S.
beef imports.  Elsewhere in the agricultural complex, long
positions in wheat futures recorded losses as prices moved lower
during the first half of June on favorable weather forecasts
across the U.S. wheat belts and reports from the U.S. Department
of Agriculture showing improved crop conditions.  A portion of
<page> the Partnership?s losses during the quarter was offset by
gains of approximately 3.9% within the global interest rate
futures markets from short positions in U.S. fixed-income futures
as prices trended lower amid fears of accelerating global
inflation. Further weighing down U.S. fixed-income prices was the
anticipation of the seventeenth consecutive interest rate hike on
June 29 by the U.S. Federal Reserve.  Within the metals sector,
gains of approximately 2.5% were achieved from long copper,
nickel, and zinc futures position, as base metals prices rallied
sharply during the quarter to record highs as strong global
industrial demand from the U.S., China, and India helped push
prices higher.  Smaller gains of approximately 0.2% were
generated in the energy markets from long futures positions in
crude oil and gas oil as prices increased amid geopolitical
tension in Iran, reports from the U.S. Department of Energy
showing lower than expected levels of domestic gasoline
inventories, and fears of supply disruptions in the Gulf of
Mexico.

The Partnership recorded total trading results including interest
income totaling $2,949,021 and expenses totaling $1,893,656,
resulting in net income of $1,055,365 for the six months ended
June 30, 2006. The Partnership?s net asset value per Unit
increased from $10.46 at December 31, 2005, to $10.67 at June 30,
2006.

<page> The most significant trading gains of approximately 6.6%
were recorded in the metals sector from long copper and zinc
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 moved higher on persistent demand from foreign central
banks.  Additional gains of approximately 6.1% were recorded from
short positions in U.S. and European interest rate futures as
global bond prices trended lower amid strength in regional equity
markets and investor sentiment that interest rates in the United
States and the European Union would rise.  These gains were
partially offset by losses of approximately 6.7% in the currency
markets from long U.S. dollar positions versus the Czech koruna
and Norwegian krone 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.  Within
the agricultural markets, losses of approximately 1.2% were
experienced 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
<page> first half of June on favorable weather forecasts across
the U.S. wheat and corn belts and reports from the U.S.
Department of Agriculture showing improved crop conditions.
Further losses of approximately 0.4% were incurred in the global
stock index futures markets during May from long positions in
U.S., European, and Pacific Rim (Japanese and Taiwanese) equity
index futures as equity prices moved lower.  U.S. and European
stock indices declined due to inflation concerns and uncertainty
regarding future interest rate policy.  During May, Japanese
equity prices suffered from a heavy sell-off as investors
expressed concerns that the Japanese economy, which is heavily
dependent on exports, could be significantly impacted by a global
economic slowdown.  Additional losses were recorded from newly
established short futures positions in the Taiwanese stock index
as prices reversed higher toward the end of June, rallying on
hopes of a pause in U.S. interest rate hikes.  Smaller losses of
approximately 0.1% were experienced in the energy markets during
February from long futures positions in unleaded gasoline as
prices declined after an announcement by Chinese government
authorities 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.
<page>
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
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
<page> 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
ruin?) that far exceed the Partnership?s experience to date under
the ?Partnership?s Value at Risk in Different Market Sectors?
<page> 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
simulation (with a confidence level of 99%) which involves <page>
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, 2007, and 2006.  At
June 30, 2007, and 2006, the Partnership?s total capitalization
was approximately $68 million and $46 million, respectively.


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

Equity	(0.82)%	(0.23)%
Currency	(0.79)	(0.49)
Interest Rate	                (0.61)	(1.83)
Commodity	                    (0.55)	(0.63)
Aggregate Value at Risk	(1.48)%	(1.68)%

<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, 2006, through June 30, 2007.

The Partnership?s low VaR, as a percentage of total Net Assets
for the four quarter-end reporting period from July 1, 2006,
through June 30, 2007, is zero for equity, interest rate, and
commodity market risk categories as there were no open positions
in the Partnership during the period from September 30, 2006,
<page> through November 30, 2006, due to the termination of
trading advisor Millburn Ridgefield Corporation.

Primary Market Risk Category        High      Low      Average
Equity	(2.38)%	     -   %	(1.06)%

Currency	(0.84)	(0.04)	(0.61)

Interest Rate	(0.76)	-	(0.48)

Commodity	(1.08)	-	(0.57)

Aggregate Value at Risk	(3.14)%	(0.04)%	(1.55)%

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;
<page>
*	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 June 30, 2006, and for the four quarter-end
reporting periods from July 1, 2006, through June 30, 2007. 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.



<page>
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, 2007, such
amount is equal to approximately 89% 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.

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

Equity.  The second largest market exposure of the Partnership at
June 30, 2007, 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., Britain, Germany, Japan, Italy, and
Canada.  The stock index futures traded by the Partnership are by
<page> law limited to futures on broadly-based indices.  At June
30, 2007, the Partnership?s primary market exposures were to the
S&P 500 (U.S.), Euro Stoxx 50 (Europe), NIKKEI 225 (Japan), DAX
(Germany), FTSE 100 (United Kingdom), NASDAQ 100 (U.S.), CAC 40
(France), S&P MIDCAP (U.S.), SPI 200 (Australia), TAIWAN
(Taiwan), Canadian S&P 60 (Canada), IBEX 35 (SPAIN), DOW JONES
(U.S.), Hang Seng (China), RUSSELL 2000 (U.S.), S&P/MIB (Italy),
and the AEX (the Netherlands) stock indices.  The Partnership is
typically exposed to the risk of adverse price trends or static
markets in the European, U.S., Chinese, Canadian, Japanese, and
Australian 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.

Currency.  The third largest market exposure of the Partnership
at June 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 June 30,
2007, the Partnership?s major exposures were to the euro,
Japanese yen, and British pound currency crosses, as well as to
<page> 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, 2007, the Partnership had market
exposure to the global interest rate sector.  Exposure was
primarily spread across the European, U.S., Japanese, Canadian,
Australian, and New Zealand 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 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 and New Zealand.  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.
<page>
Commodity.
Soft Commodities and Agriculturals.  The largest market
exposure of the Partnership at June 30, 2007, was to the
markets that comprise these sectors.  Most of the exposure
was to the soybeans, wheat, coffee, soybean meal, sugar,
soybean oil, cotton, cocoa, corn, feeder cattle, lean hogs,
and live cattle markets.  Supply and demand inequalities,
severe weather disruptions, and market expectations affect
price movements in these markets.

Energy.  At June 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, and 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, 2007, the Partnership had market
exposure to the metals sector.  The Partnership's metals
<page> exposure was to fluctuations in the price of base
metals, such as copper, nickel, aluminum, lead, and zinc,
and precious metals, such as gold, silver, and platinum.
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 June 30, 2007:

Foreign Currency Balances. The Partnership?s primary foreign
currency balances at June 30, 2007, were in euros, British
pounds, Japanese yen, Hong Kong dollars, Canadian dollars,
Swiss francs, Hungarian forint, Australian dollars, Czech
koruna, 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
<page> 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
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
<page> 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 quarter ended March 31, 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 6/30/07      14,864,703.893
Units unsold through 6/30/07     6,135,296.107
</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, 2007, was
$153,796,667.

<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)

August 14, 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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