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, 2009 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: 0-50064

	MORGAN STANLEY CHARTER CAMPBELL L.P.

	(Exact name of registrant as specified in its charter)

		Delaware						      01-0710311
(State or other jurisdiction of		   		   (I.R.S. Employer
incorporation or organization)			        Identification No.)

Demeter Management LLC
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 has submitted
electronically and posted on its corporate Web site, if any, every
Interactive Data File required to be submitted and posted pursuant to
Rule 405 of Regulation S-T (?232.405 of this chapter) during the
preceding 12 months (or for such shorter period that the registrant was
required to submit and post such files).

Yes            	No___________

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

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

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


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

	INDEX TO QUARTERLY REPORT ON FORM 10-Q

	June 30, 2009
<caption>


PART I. FINANCIAL INFORMATION

Item 1. Financial Statements (Unaudited)

				<c>
		Statements of Financial Condition as of June 30, 2009
 		and December 31, 2008 ......................................2

		Statements of Operations for the Three and Six Months
		Ended June 30, 2009 and 2008 ...............................3

		Statements of Changes in Partners? Capital for the
Six Months Ended June 30, 2009 and 2008 ....................4

		Statements of Cash Flows for the Six Months Ended
		June 30, 2009 and 2008 .....................................5

		Condensed Schedules of Investments as of June 30, 2009
		and December 31, 2008 ......................................6

		Notes to Financial Statements ...........................7-24

Item 2.	Management?s Discussion and Analysis of
			Financial Condition and Results of Operations....... 25-36

Item 3.	Quantitative and Qualitative Disclosures About
			Market Risk..........................................36-49

Item 4.	Controls and Procedures..............................49-50

Item 4T.	Controls and Procedures.................................50


PART II. OTHER INFORMATION

Item 1A.	Risk Factors............................................51

Item 6.		Exhibits................................................51

</table>


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

	MORGAN STANLEY CHARTER CAMPBELL L.P.
	STATEMENTS OF FINANCIAL CONDITION
                                                                            (Unaudited)
<caption>
	June 30,	      December 31,
	          2009         	                2008
	$	    $
ASSETS

	<c>	<c>
Trading Equity:
	Unrestricted cash	106,244,427	155,972,722
	Restricted cash	     5,864,827	      4,511,014

	    Total cash	  112,109,254	    160,483,736

	Net unrealized loss on open contracts (MS&Co.)	(2,365,093)	     (1,388,389)
	Net unrealized loss on open contracts (MSIP)	         (17,765)	        (105,063)

	     Total net unrealized loss on open contracts	    (2,382,858)	      (1,493,452)

	Options purchased (premiums paid $53,474 and
        $60,871, respectively)	          55,601	                         33,971

	     Total Trading Equity	109,781,997	159,024,255

Interest receivable (MS&Co.)	                 2,951	               ?

	     Total Assets	   109,784,948	   159,024,255
LIABILITIES AND PARTNERS? CAPITAL

Liabilities

Redemptions payable	2,125,502	11,187,909
Accrued brokerage fees (MS&Co.)	558,688	784,414
Accrued management fees	246,754	346,450
Options written (premiums received $166,803 and
   $219,773, respectively)	103,465	                       194,835
 Interest payable (MS&Co.)	                 ?          	          12,183

	     Total Liabilities	       3,034,409	    12,525,791

Partners? Capital

Limited Partners (10,772,825.692 and
   13,330,566.139 Units, respectively)	105,677,269	145,023,184
General Partner (109,410.055 and
   135,608.055 Units, respectively)	       1,073,270	       1,475,280

	     Total Partners? Capital	    106,750,539	   146,498,464

	     Total Liabilities and Partners? Capital	   109,784,948	   159,024,255

NET ASSET VALUE PER UNIT	                9.81	              10.88
<fn>
	The accompanying notes are an integral part
	of these financial statements. </table>
	<page> <table> MORGAN STANLEY CHARTER CAMPBELL L.P.
	STATEMENTS OF OPERATIONS
(Unaudited)
<caption>


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


                                   2009   	        2008    	       2009   	    2008
                                                                                    $	               $		          $	 	 $

	<c>	<c>		<c>		<c>
INVESTMENT INCOME
	Interest income (MS&Co.)	         18,603		    916,106		      68,854		   2,434,543

EXPENSES
	Brokerage fees (MS&Co.)	1,756,012	3,342,613	3,850,615	7,213,704
	Management fees	       775,572	     1,476,320	          1,700,688	     3,186,052

		   Total Expenses 	    2,531,584	    4,818,933	    5,551,303	   10,399,756

NET INVESTMENT LOSS 	    (2,512,981)	    (3,902,827)	    (5,482,449)	   (7,965,213)

TRADING RESULTS
Trading profit (loss):
	Realized	(8,142,231)	4,261,008	(6,095,415)	6,911,634
	Net change in unrealized	           598,541	    9,142,685 	       (821,979)	    11,534,128

	           Total Trading Results	   (7,543,690)	   13,403,693	     (6,917,394)	   18,445,762

NET INCOME (LOSS)	  (10,056,671)	    9,500,866		   (12,399,843)	   10,480,549

NET INCOME (LOSS) ALLOCATION

	Limited Partners	(9,954,976)	9,402,244	(12,274,591)	10,372,015
	General Partner 	(101,695)	98,622	(125,252)	108,534

NET INCOME (LOSS) PER UNIT

	Limited Partners                                               	(0.89)	0.52 		 (1.04)	0.56
	General Partner    	                                             (0.89)	0.52	 	(1.04)	 0.56


               Units                      Units   	     Units              	    Units
WEIGHTED AVERAGE NUMBER
	OF UNITS OUTSTANDING                 11,238,714.349	      19,707,710.141       11,918,030.329	21,189,596.335


<fn>




	The accompanying notes are an integral part
	of these financial statements. </table>
<page> <table> MORGAN STANLEY CHARTER CAMPBELL L.P.
STATEMENTS OF CHANGES IN PARTNERS? CAPITAL
For the Six Months Ended June 30, 2009 and 2008
(Unaudited)

<caption>



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


	<c>	<c>		<c>	<c>
Partners? Capital,
   December 31, 2007	24,174,180.736	266,111,229	2,994,652	269,105,881

Net Income                                                            ?                     10,372,015		108,534	10,480,549

Redemptions	  (5,879,586.955)	  (64,926,718)	  (724,067)	  (65,650,785)

Partners? Capital,
June 30, 2008	 18,294,593.781	  211,556,526	  2,379,119	   213,935,645



Partners? Capital,
   December 31, 2008	13,466,174.194	145,023,184	1,475,280	146,498,464

Net Loss                                                                ?                    (12,274,591)	(125,252)	(12,399,843)

Redemptions	  (2,583,938.447)	  (27,071,324)	  (276,758)	  (27,348,082)

Partners? Capital,
June 30, 2009	 10,882,235.747	  105,677,269	  1,073,270	   106,750,539








<fn>









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

<caption>

	               For the Six Months Ended June 30,

                          2009                           2008
	              $	           $


CASH FLOWS FROM OPERATING ACTIVITIES

			<c>	<c>
Net income (loss) 	(12,399,843)	10,480,549
Noncash item included in net income (loss):
     Net change in unrealized	821,979	(11,534,128)

(Increase) decrease in operating assets:
     Restricted cash	 (1,353,813)	14,763,770
     Net premiums paid for options purchased	7,397	495,197
     Interest receivable (MS&Co.)	(2,951)	497,932

Decrease in operating liabilities:
     Accrued brokerage fees (MS&Co.)	(225,726)	  (377,754)
     Accrued management fees	(99,696)	         (166,841)
     Net premiums received from options written	(52,970)	        (275,493)
	  Interest payable	          (12,183)	               ?

Net cash provided by (used for) operating activities	   (13,317,806)	    13,883,232

CASH FLOWS FROM FINANCING ACTIVITIES

Cash paid for redemptions of Units	   (36,410,489)	  (68,010,625)

Net cash used for financing activities	   (36,410,489)	   (68,010,625)

Net decrease in unrestricted cash	   (49,728,295)	(54,127,393)

Unrestricted cash at beginning of period	                                             155,972,722	    261,151,086

Unrestricted cash at end of period	                                                 106,244,427	     207,023,693




<fn>







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


</table>


<page> <table> MORGAN STANLEY CHARTER CAMPBELL L.P.
CONDENSED SCHEDULES OF INVESTMENTS
June 30, 2009 and December 31, 2008 (Unaudited)
<caption>


  Futures and Forward Contracts
Long
Unrealized
Gain/(Loss)

  Percentage of
    Net Assets
        Short
    Unrealized
   Gain/(Loss)

 Percentage of
  Net Assets
            Net
       Unrealized
       Gain/(Loss)

 $
%
  $
        %
   $

June 30, 2009, Partnership Net Assets:  $106,750,539





<c>
<c>
<c>
<c>
<c>
   Commodity
   (190,688)
       (0.18)
      63,170
        0.06
  (127,518)
   Equity
     211,548
        0.20
    226,288
        0.21
     437,836
   Foreign currency
     (101,272)
       (0.09)
    111,689
        0.10
    10,417
   Interest rate
    196,189
        0.18
   (580,558)
       (0.54)
     (384,369)






     Grand Total:
      115,777
        0.11
    (179,411)
       (0.17)
      (63,634)

     Unrealized Currency Loss




          (2.17)

 (2,319,224)

     Total Net Unrealized Loss on Open Contracts


    (2,382,858)


  Fair Value
             $
Percentage of
   Net Assets
          %





<c>
  <c>



Options purchased on Futures Contracts
              ?
          ?



Options purchased on Forward Contracts
55,601
0.05



Options written on Futures Contracts
              ?
           ?



Options written on Forward Contracts
(103,465)
(0.10)





December 31, 2008, Partnership Net Assets:  $146,498,464





<c>
<c>
<c>
<c>
<c>
Commodity
        8,130
        0.01
   (157,027)
       (0.11)
  (148,897)
Equity
      56,182
        0.04
   (188,676)
       (0.13)
  (132,494)
Foreign currency
 1,629,758
        1.11
   (868,681)
       (0.59)
    761,077
Interest rate
    511,819
        0.35
   (131,372)
       (0.09)
    380,447






     Grand Total:
 2,205,889
        1.51
(1,345,756)
       (0.92)
   860,133

     Unrealized Currency Loss




       (1.61)

 (2,353,585)

     Total Net Unrealized Loss on Open Contracts


 Fair Value
$
Percentage of
   Net Assets
          %





<c>
<c>



Options purchased on Futures Contracts
?
?



Options purchased on Forward Contracts
 33,971
0.02



Options written on Futures Contracts
?
           ?



Options written on Forward Contracts
(194,835)
(0.13)






    (1,493,452)
The accompanying notes are an integral part
 of these financial statements. </table>




<page> MORGAN STANLEY CHARTER CAMPBELL L.P.
NOTES TO FINANCIAL STATEMENTS
June 30, 2009
(Unaudited)
The unaudited financial statements contained herein include, in
the opinion of management, all adjustments necessary for a fair
presentation of the financial condition and results of operations
of Morgan Stanley Charter Campbell L.P. (the ?Partnership?).  The
financial statements and condensed notes herein should be read in
conjunction with the Partnership?s December 31, 2008, Annual
Report on Form 10-K.

1.  Organization
Morgan Stanley Charter Campbell L.P. is a Delaware limited
partnership organized in 2002 to engage primarily in the
speculative trading of futures contracts, options on futures and
forward contracts, and forward contracts on physical commodities
and other commodity interests, including, but not limited to,
foreign currencies, financial instruments, metals, energy, and
agricultural products (collectively, "Futures Interests") (refer
to Note 4. Financial Instruments).  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 WCM L.P., and Morgan Stanley Charter Aspect L.P.
(collectively, the "Charter Series").


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



The Partnership may buy or write put and call options through
listed exchanges and the over-the-counter market.  The buyer of an
option has the right to purchase (in the case of a call option) or
sell (in the case of a put option) a specified quantity of a
specific Futures Interest or underlying asset at a specified price
prior to or on a specified expiration date.  The writer of an
option is exposed to the risk of loss if the market price of the
Futures Interest or underlying asset declines (in the case of a
put option) or increases (in the case of a call option).  The
writer of an option can never profit by more than the premium paid
by the buyer but can lose an unlimited amount.

Premiums received/premiums paid from writing/purchasing options
are recorded as liabilities/assets on the Statements of Financial
Condition and are subsequently adjusted to fair values.  The
difference between the fair value of the option and the premiums
received/premiums paid is treated as an unrealized gain or loss.

The Partnership?s general partner is Demeter Management LLC
("Demeter"). On April 30, 2009, Demeter Management Corporation
was converted from a Delaware corporation to a Delaware limited
liability company and changed its name to Demeter Management LLC.
The commodity brokers are Morgan Stanley & Co. Incorporated

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

("MS&Co.") and Morgan Stanley & Co. International plc ("MSIP").
MS&Co. acts as the counterparty on all trading of foreign currency
forward contracts.  Morgan Stanley Capital Group Inc. ("MSCG")
acts as the counterparty on all trading of options on foreign
currency forward contracts.  MSIP serves as the commodity broker
for trades on the London Metal Exchange (?LME?).  Demeter is a
wholly-owned subsidiary of Morgan Stanley Smith Barney Holding
LLC, which in turn is majority owned by Morgan Stanley and
minority owned by Citigroup Inc. (?Citigroup?).  MS&Co., MSCG, and
MSIP are wholly-owned subsidiaries of Morgan Stanley. Campbell &
Company, Inc. (the "Trading Advisor") is the trading advisor to
the Partnership.

Demeter does not believe that the change in ownership of Demeter
had a material impact on the Partnership?s limited partners.  At
all times Demeter served as the general partner of the Partnership
and it continues to do so.  The change in ownership occurred
pursuant to the transaction in which Morgan Stanley and Citigroup
agreed to combine the Global Wealth Management Group of Morgan
Stanley and the Smith Barney division of Citigroup Global Markets
Inc. into a new joint venture.  The transaction closed on June 1,
2009.



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

On May 28, 2009, the Board of Directors of Demeter, in accordance
with the provisions of Section 5 of the limited partnership
agreement for the Partnership, resolved to modify the net worth
requirement of Demeter.  Demeter?s net worth requirement going
forward is 5% of the total partners? contributions, with a minimum
net worth of $50,000 and a maximum of $1,000,000 (cumulative for
all the limited partnerships for which Demeter acts as a general
partner, collectively the ?Funds?).  Prior to the amendment,
Demeter?s net worth requirement was generally at least 10% of
total partners? contributions (cumulative for all the limited
partnerships for which Demeter acted as general partner), with a
minimum net worth of $50,000, but with no maximum.  This change in
Demeter?s net worth requirement for the Funds does not affect the
limited partners? interests in the Funds, status as a limited
partner in the Funds, or the status of the Funds as partnerships
for tax purposes.



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.  Monthly, MS&Co. credits the Partnership
with interest income on 100% of its average daily funds held at
MS&Co. and MSIP to meet margin requirements at a rate

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

approximately equivalent to what the commodity brokers pay other
similar customers on margin deposits.  In addition, MS&Co. credits
the Partnership at each month end with interest income on 100% of
the Partnership?s assets not deposited as margin
at a rate equal to the monthly average of the 4-week U.S. Treasury
bill discount rate during the month. The Partnership pays
brokerage fees to MS&Co.



3.  Income Taxes
No provision for income taxes has been made in the accompanying
financial statements, as partners are individually responsible
for reporting income or loss based upon their respective share of
the Partnership?s revenues or expenses for income tax purposes.
The Partnership files U.S. federal and state tax returns.

Financial Accounting Standards Board ("FASB") Interpretation No.
48, "Accounting for Uncertainty in Income Taxes, an
interpretation of FASB Statement No. 109" ("FIN 48"), clarifies
the accounting for uncertainty in income taxes recognized in a
Partnership's financial statements, and prescribes a recognition
threshold and measurement attribute for financial statement
recognition and measurement of a tax position taken or expected
to be taken.  The 2005 through 2008 tax years generally remain


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

subject to examination by U.S. federal and most state tax
authorities.

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

The fair value of exchange-traded contracts is based on the
settlement price quoted by the exchange on the day with respect to
which fair 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
fair value of off-exchange-traded contracts is based on the fair
value quoted by the counterparty.



The Partnership?s contracts are accounted for on a trade-date

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

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 Accounting Standards
(?SFAS?) 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, swaps or options
contracts, and other financial instruments with similar
characteristics such as caps, floors, and collars.

The net unrealized gains (losses) on open contracts, reported as a
component of ?Trading Equity" on the Statements of Financial
Condition, and their longest contract maturities were as follows:








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

	     Net Unrealized Gains/(Losses)
	on Open Contracts 	Longest Maturities
	  Exchange-	Off-Exchange-		  Exchange-	  Off-Exchange-
Date	 Traded  	   Traded   	  Total	  Traded 	   Traded
	 $	$	  $

	<c>	<c>	<c>	<c>	<c>
Jun. 30, 2009	(2,393,351)	10,493	(2,382,858)	Sep. 2010	Sep. 2009
Dec. 31, 2008	   (2,252,566)	759,114	(1,493,452)	Sep. 2009	Mar. 2009
</table>

The Partnership has credit risk associated with counterparty non-
performance.  As of the date of the financial statements, the
credit risk associated with the instruments in which the
Partnership trades is limited to the amounts reflected in the
Partnership?s Statements of Financial Condition.


The Partnership also has credit risk because MS&Co., MSIP, and/or
MSCG 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 MSIP, each acting as a commodity broker for the
Partnership?s exchange-traded futures, exchange-traded forward,
and exchange-traded futures-styled options contracts, are
required, pursuant to regulations of the Commodity Futures
Trading Commission ("CFTC"), to segregate from their own assets,
and for the sole benefit of their commodity customers, all funds

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


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 $109,715,903 and
$158,231,170 at June 30, 2009, and December 31, 2008,
respectively. With respect to the Partnership?s off-exchange-
traded forward currency contracts, and forward currency options
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. With respect to those off-exchange-traded
forward currency options contracts, the Partnership is at risk to
the ability of MSCG, the sole counterparty on all such contracts,

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


to perform.  The Partnership has a netting agreement with each
counterparty. These agreements, which seek to reduce both the
Partnership?s and the counterparties? exposure on off-exchange-
traded forward currency contracts, including options on such
contracts, should materially decrease the Partnership?s credit
risk in the event of MS&Co.?s or MSCG?s bankruptcy or insolvency.

The futures, forward and options on such contracts 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 and forward currency options contracts are
settled upon termination of the contract.  However, the Partner-
ship 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

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

by daily maintenance of the cash balance in a custody account
held at MS&Co.

5.  Derivative Instruments and Hedging Activities
In March 2008, the FASB issued SFAS No. 161, ?Disclosures about
Derivative Instruments and Hedging Activities, an amendment of
FASB Statement No. 133? ("SFAS No. 161").  SFAS No. 161 is
intended to improve financial reporting about derivative
instruments and hedging activities by requiring enhanced
disclosures to enable investors to better understand how those
instruments and activities are accounted for; how and why they are
used; and their effects on a Partnership?s financial position,
financial performance, and cash flows.  SFAS No. 161 was effective
as of January 1, 2009, for the Partnerships.

The Partnership?s objective is to profit from speculative trading
in Futures Interests.  Therefore, the Trading Advisor for the
Partnership will take speculative positions in Futures Interests
where it feels the best profit opportunities exist for its
trading strategy.  As such, the absolute quantity (the total of
the open long and open short positions) has been presented as a



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

part of the volume disclosure, as position direction is not an
indicative factor in such volume disclosures.  In regards to
foreign currency forward trades, each notional quantity amount
has been converted to an equivalent contract based upon an
industry convention.

The following table summarizes the valuation of the Partnership?s
investments by the above SFAS No. 161 disclosure as of June 30,
2009 and reflects the contracts outstanding at such time.
<table> <caption>
The Effect of Trading Activities on the Statements of Financial Condition as of June 30, 2009:



Futures and Forward Contracts

      Long
          Unrealized
         Gain

       Long
        Unrealized
       Loss

             Short
            Unrealized
             Gain

  Short
          Unrealized
          Loss

       Net
 Unrealized
 Gain/(Loss)

 Total number
of outstanding
  contracts

$
    $
        $
      $
       $

June 30, 2009








              <c>
<c>
 <c>
 <c>
<c>
<c>
 Commodity
45,388
      (236,076)
      63,170
           ?
         (127,518)
            211
   Equity
          216,814
           (5,266)
     226,288
           ?
           437,836
            433
   Foreign currency
          603,879
       (705,151)
       112,341
            (652)
             10,417
         2,853
   Interest rate
          213,759
              (17,570)
              97,877
   (678,435)
(384,369)
         1,491
        Total
1,079,840
     (964,063)
      499,676
   (679,087)
          (63,634)








       Unrealized currency loss




      (2,319,224)

        Total net unrealized loss
               on open contracts





 (2,382,858)








 Options purchased, fair value
           42,738
           12,863
            ?
              ?


  Options written, fair value
            ?
              ?
       (70,822)
            (32,643)


</table>


The following tables summarize the net trading results of the
Partnership during the three and six month periods as required by
SFAS No. 161.


<page> MORGAN STANLEY CHARTER CAMPBELL L.P.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
<table> <caption>
The Effect of Trading Activities on the Statements of Operations for the Three and Six Months Ended June 30, 2009, included in
Total Trading Results:


For the Three Months
For the Six Months

Ended June 30, 2009
Ended June 30, 2009
Type of Instrument
  $
$


                 <c>
                 <c>
Commodity
                 (72,125)
               (801,610)
   Equity
             (2,661,165)
             (3,529,475)
   Foreign currency
             (1,551,622)
                (901,124)
   Interest rate
             (3,229,794)
             (1,719,546)
   Unrealized currency gain/(loss)
                  (28,984)
                    34,361
        Total
             (7,543,690)
             (6,917,394)

</table>
<table> <caption>
Line Items on the Statements of Operations for the Three and Six Months Ended June 30, 2009:

For the Three Months
For the Six Months

Ended June 30, 2009
Ended June 30, 2009
Trading Results
  $
$


                <c>
                <c>
  Realized
           (8,142,231)
           (6,095,415)
   Net change in unrealized
        598,541
       (821,979)
      Total trading results
    (7,543,690)
    (6,917,394)
</table>
6.  Fair Value Measurements
As defined by SFAS No. 157, ?Fair Value Measurements?, fair value
is the amount that would be recovered when an asset is sold or an
amount paid to transfer a liability, in an ordinary transaction
between market participants at the measurement date (exit price).
Market price observability is impacted by a number of factors,
including the types of investments, the characteristics specific
to the investment, and the state of the market (including the
existence and the transparency of transactions between market
participants).  Investments with readily available actively
quoted prices in an ordinary market will generally have a higher
degree of market price observability and a lesser degree of
judgment used in measuring fair value.


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

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

In certain cases, the inputs used to measure fair value may fall
into different levels of the fair value hierarchy.  In such cases,
an investment?s level within the fair value hierarchy is based on
the lowest level of input that is significant to the fair value
measurement.  The Partnership?s assessment of the significance of
a particular input to the fair value measurement in its entirety
requires judgment, and considers factors specific to the
investment.




The following tables summarize the valuation of the Partnership?s
investments by the above SFAS No. 157 fair value hierarchy as of
June 30, 2009 and December 31, 2008:



<page> <table> MORGAN STANLEY CHARTER CAMPBELL L.P.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
<caption>     June 30, 2009



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




     Total


 <c>
<c>
 <c>

<c>
Net unrealized gain (loss) on open
contracts

 $(2,393,351)

                       $10,493

   n/a


      $(2,382,858)
Options purchased
       ?
                  $55,601
   n/a

                         $     55,601






Liabilities





Options written
      ?
   $103,465
   n/a

                 $   103,465

</table>
<table> <caption> December 31, 2008



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




     Total


 <c>
<c>
 <c>

<c>
Net unrealized gain (loss) on open
     contracts
 $(2,252,566)
            $  759,114
 n/a

$(1,493,452)
Options purchased
          ?
                 $    33,971
 n/a

                    $     33,971






Liabilities





Options written
          ?
 $  194,835
   n/a

$    194,835

</table>
7.  Recent Accounting Pronouncements
(a) Determining Fair Value When the Volume and Level of Activity
    for the Asset or Liability Have Significantly Decreased and
    Identifying Transactions That Are Not Orderly
In April 2009, the FASB issued FASB Staff Position (?FSP?) SFAS
No. 157-4, Determining Fair Value When the Volume and Level of
Activity for the Asset or Liability Have Significantly Decreased
and Identifying Transactions That Are Not Orderly (?FSP SFAS No.
157-4?).  FSP SFAS No. 157-4 provides additional guidance for
determining fair value and requires new disclosures regarding the
categories of fair value instruments, as well as the inputs and
valuation techniques utilized to determine fair value and any

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

changes to the inputs and valuation techniques during the period.
FSP SFAS No. 157-4 is effective for the quarter ended June 30,
2009.  The adoption of FSP SFAS No. 157-4 did not have a material
impact on the Partnership?s financial statements.

(b) Interim Disclosures about Fair Value of Financial Instruments
In April 2009, the FASB issued FSP SFAS No. 107-1 and Accounting
Principals Board (?APB?) No. 28-1, Interim Disclosures About Fair
Value of Financial Instruments (?FSP SFAS No. 107-1? and ?APB No.
28-1?).  The staff position requires fair value disclosures of
financial instruments on a quarterly basis, as well as new
disclosures regarding the methodology and significant assumptions
underlying the fair value measures and any changes to the
methodology and assumptions during the reporting period.  FSP
SFAS No. 107-1 and APB No. 28-1 are effective for the quarter
ended June 30, 2009. The adoption of FSP SFAS No. 107-1 and APB
No. 28-1 did not have a material impact on the Partnership?s
financial statements.

(c)  Subsequent Events

In May 2009, the FASB issued SFAS No. 165, Subsequent Events
(?SFAS No. 165?).  SFAS No. 165 establishes general standards of


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

accounting for and disclosure of events that occur after the
balance sheet date but before financial statements are issued or
are available to be issued.  It requires the disclosure of the
date through which an entity has evaluated subsequent events and
the basis for that date; that is, whether that date represents
the date the financial statements were issued or were available to
be issued.  SFAS No. 165 is effective for the quarter ended June
30, 2009.  Management has performed its evaluation of subsequent
events through August 12, 2009, the date these financial
statements were issued.

(d)  Accounting Standards Codification

On June 29, 2009, the FASB issued Statement No. 168, ?FASB
Accounting Standards Codification? and the Hierarchy of Generally
Accepted Accounting Principles ? a replacement of FASB Statement
No. 162.  The FASB has stated that ?the FASB Accounting Standards
Codification? (?Codification?) will become the source of
authoritative U.S. Generally Accepted Accounting Principles
(?GAAP?)  recognized by the FASB to be applied by nongovernmental
entities.  Once effective, the Codification?s content will carry
the same level of authority, effectively superseding Statement No.
162.  In other words, the GAAP hierarchy will be modified to


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

include only two levels of GAAP: authoritative and
nonauthoritative. Statement No. 168 is effective for financial
statements issued for interim and annual periods ending after
September 15, 2009.

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











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

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

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

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

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

Capital Resources.  The Partnership does not have, nor does it
expect to have, any capital assets.  Redemptions of units of
limited partnership interest (?Unit(s)?) 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 outflows of Units.


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

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

Results of Operations
General.  The Partnership?s results depend on the Trading Advisor
and the ability of the Trading Advisor?s trading program to take
advantage of price movements in the futures, forward, and options
markets.  The following presents a summary of the Partnership?s
operations for the three and six month periods ended June 30, 2009
and 2008, and a general discussion of its trading activities
during each period.  It is important to note, however, that the
Trading Advisor trades in various markets at different times and
that prior activity in a particular market does not mean that such
market will be actively traded by the Trading Advisor or will be
profitable in the future. Consequently, the results of operations
of the Partnership are difficult to discuss other than in the
context of the Trading Advisor?s trading activities on behalf of
the Partnership during the period in question.  Past performance
is no guarantee of future results.
<page>
The Partnership?s results of operations set forth in the
Financial Statements on pages 2 through 24 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 original contract value 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 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
critical accounting policies other than those presently used could
reasonably affect reported amounts.
<page>
For the Three and Six Months Ended June 30, 2009
The Partnership recorded total trading results including interest
income totaling $(7,525,087) and expenses totaling $2,531,584,
resulting in a net loss of $10,056,671 for the three months ended
June 30, 2009. The Partnership?s net asset value per Unit
decreased from $10.69 at March 31, 2009, to $9.81 at June 30,
2009.

The most significant trading losses of approximately 2.8% were
incurred within the global interest rate sector, primarily during
April and June, from long positions in European and Australian
fixed-income futures.  Prices reversed lower in April after a
pledge from G-20 leaders to support the global economy sapped
demand for the ?safe haven? of government bonds.  As a result,
losses were recorded from long futures positions.  Additional
losses were recorded in June from long positions in short-term
U.S. and European fixed-income futures as prices declined amid
rising investor confidence due to better-than-expected economic
data, which further reduced demand for the relative ?safety? of
government debt.  Meanwhile, short positions in Japanese fixed-
income futures resulted in losses as prices increased during June
after the Bank of Japan indicated that it remained cautious about
the Japanese economy.  Within the global stock index sector,
losses of approximately 2.1% were recorded primarily during April
from short positions in U.S., European, and Australian equity
<page> index futures as prices rose amid better-than-expected
corporate earnings reports and news that G-20 leaders pledged
more than $1 trillion in emergency aid to cushion the global
economy from further financial turmoil.  Within the currency
sector, losses of approximately 0.7% were experienced primarily
during April and May from short positions in the British pound,
Japanese yen, and Canadian dollar versus the U.S. dollar as the
value of the U.S. dollar moved lower against most of its rivals
after a government report showed U.S. employers cut fewer jobs
than forecasted, which reduced demand for the U.S. dollar as a
?safe haven? currency.  Additional losses of approximately 0.3%
were incurred within the metals markets, primarily during April,
from short futures positions in copper, zinc, and nickel as
prices moved higher on sentiment that efforts by the Chinese
government to revive that nation?s economy might boost demand for
base metals. A portion of the Partnership?s losses for the
quarter was offset by gains of approximately 0.3% recorded within
the energy markets, primarily during April, from short futures
positions in natural gas as prices moved lower after a government
report revealed a larger-than-expected rise in U.S. supplies.
Further gains were experienced during May from long positions in
gasoline futures as prices increased amid better-than-expected
economic data in the U.S. and China, the world?s largest
consumers of energy.

<page>
The Partnership recorded total trading results including interest
income totaling $(6,848,540) and expenses totaling $5,551,303,
resulting in a net loss of $12,399,843 for the six months ended
June 30, 2009.  The Partnership?s net asset value per Unit
decreased from $10.88 at December 31, 2008, to $9.81 at June 30,
2009.

The most significant trading losses of approximately 2.9% were
recorded within the global stock index sector, primarily during
March and April, from short positions in U.S., European, and
Pacific Rim equity index futures as prices reversed higher after
G-20 officials indicated that participating governments and
central banks would ?take whatever further actions are necessary
to stabilize the financial system?.  Prices were also supported
higher amid an expansion of the U.S. Federal Reserve?s financial-
rescue strategy.  Within the global interest rate sector, losses
of approximately 1.7% were incurred primarily during April and
June from long positions in European and Australian fixed-income
futures as prices reversed lower after a pledge from G-20 leaders
to support the global economy sapped demand for the ?safe haven?
of government bonds.  Additional losses were experienced in June
from long positions in short-term U.S. and European fixed-income
futures as prices declined amid rising investor confidence due to
better-than-expected economic data, which further reduced demand
for the relative ?safety? of government debt.  Within the metals
markets, losses of approximately 0.8% were recorded primarily
<page> during the first four months of the year from short futures
positions in copper, zinc, and nickel as prices rose amid
speculation that economic stimulus plans in the U.S. and China
might help boost demand for base metals.  Additional losses were
incurred from short and long positions in gold futures as prices
moved without consistent direction.  Within the currency sector,
losses of approximately 0.2% were recorded primarily during
January from long positions in the euro versus the U.S. dollar as
the value of the U.S. dollar moved higher against the euro after a
government report showed the U.S. trade deficit narrowed by the
largest amount in 12 years.  Additional losses were experienced
during January from short positions in the Japanese yen versus the
U.S. dollar as the value of the Japanese yen finished the month
higher against the U.S. dollar after a decline in the global
equity markets caused risk-averse investors to sell higher-
yielding assets funded by loans in Japan.  Further losses were
incurred during April and May from short positions in the British
pound, euro, Japanese yen, and Canadian dollar versus the U.S.
dollar as the value of the U.S. dollar moved lower against most of
its rivals after a government report showed U.S. employers cut
fewer jobs than forecasted, which reduced demand for the U.S.
dollar as a ?safe haven? currency.  A portion of the Partnership?s
losses for the first six months of the year was offset by gains of
approximately 0.2% recorded within the energy markets, primarily
during April, from short futures positions in natural gas as
prices moved lower after a government report revealed a larger-
than-expected rise in U.S. supplies.  Additional gains were <page>
experienced during May from long positions in gasoline futures as
prices increased amid better-than-expected economic data in the
U.S. and China, the world?s largest consumers of energy.

For the Three and Six Months Ended June 30, 2008
The Partnership recorded total trading results including interest
income totaling $14,319,799 and expenses totaling $4,818,933,
resulting in net income of $9,500,866 for the three months ended
June 30, 2008. The Partnership?s net asset value per Unit
increased from $11.17 at March 31, 2008, to $11.69 at June 30,
2008.

The most significant trading gains of approximately 3.1% were
experienced in the energy markets throughout the quarter from
long futures positions in crude oil and its related products as
prices moved sharply higher due to a drop in OPEC output, supply
threats in Nigeria and Iraq, growing Asian fuel consumption, and
an unexpected decline in domestic inventories.  In addition,
futures prices of crude oil and its related products were
pressured higher due to continued weakness in the value of the
U.S. dollar, which spurred demand for physical commodities as an
alternative investment.  Within the currency sector, gains of
approximately 2.3% were recorded during April and May from short
positions in the Japanese yen versus the U.S. dollar as the value
of the Japanese yen decreased relative to the U.S. dollar after a
rally in the global equity markets prompted investors to resume
<page> carry trade positions.  Additional gains were experienced
throughout the quarter from long positions in the Australian
dollar and Mexican peso versus the U.S. dollar as the value of
the U.S. dollar moved lower against these currencies on concerns
of a slowing U.S. economy.  Smaller gains of approximately 2.2%
were recorded in the global stock index sector, primarily during
June, from short positions in European and U.S. equity index
futures as prices moved sharply lower throughout the month on
concerns that surging commodity prices and additional subprime
related writedowns might erode corporate earnings and continue to
slow global economic growth.  In addition, prices of European
stock index futures were pressured lower after government reports
revealed an unexpected drop in Germany?s consumer confidence and
a continued housing slump in the United Kingdom.  A portion of
the Partnership?s gains for the quarter was offset by losses of
approximately 1.3% within the global interest rate sector,
primarily during April, from long positions in U.S. and Japanese
fixed-income futures as prices declined amid speculation that the
U.S. Federal Reserve and Bank of Japan might not reduce borrowing
costs as much as previously expected in 2008 due to accelerating
global inflation.

The Partnership recorded total trading results including interest
income totaling $20,880,305 and expenses totaling $10,399,756,
resulting in net income of $10,480,549 for the six months ended
<page> June 30, 2008. The Partnership?s net asset value per Unit
increased from $11.13 at December 31, 2007, to $11.69 at June 30,
2008.

The most significant trading gains of approximately 5.1% were
recorded within the global stock index sector, primarily during
January, February, March, and June, from short positions in
European, Pacific Rim, and U.S. equity index futures as prices
decreased on concerns that a persistent U.S. housing slump,
mounting losses linked to U.S. subprime mortgage investments,
rising commodity prices, and a weakening job market could
restrain consumer spending, erode corporate earnings, and curb
global economic growth.  Additional gains of approximately 2.9%
were experienced within the energy markets, primarily during the
second quarter, from long futures positions in crude oil and its
related products as prices increased due to a drop in OPEC
output, supply threats in Nigeria and Iraq, growing Asian fuel
consumption, and an unexpected decline in domestic inventories.
Furthermore, futures prices of crude oil and its related products
were pressured higher due to continued weakness in the value of
the U.S. dollar, which spurred demand for physical commodities as
an alternative investment.  Smaller gains of approximately 2.6%
were recorded within the currency sector throughout the majority
of the first and second quarters from long positions in the euro,
Australian dollar, and Mexican peso versus the U.S. dollar as the
<page> value of the U.S. dollar moved lower against these
currencies amid the aforementioned weak economic data out of the
U.S., which fueled persistent concerns of a possible economic
recession in the U.S.  A portion of the Partnership?s gains for
the first six months of the year was offset by losses of
approximately 2.3% within the global interest rate sector during
March from long positions in European fixed-income futures as
prices reversed lower following the U.S. Federal Reserve?s
aggressive actions to boost liquidity within the U.S. financial
system, which temporarily renewed investor optimism about the
future direction of the global equity markets.  During April,
long positions in U.S. and Japanese fixed-income futures resulted
in further losses as prices declined amid speculation that the
U.S. Federal Reserve and Bank of Japan might not reduce borrowing
costs as much as previously expected this year due to
accelerating global inflation.

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-
<page> sensitive instruments is inherent to the primary business
activity of the Partnership.

The futures, forwards and options on such contracts 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 and forward currency options contracts are
settled upon termination of the contract.  However, the Partner-
ship 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.
<page> 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?
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
<page> 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
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
<page> 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
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 June 30, 2009 and 2008. At
June 30, 2009 and 2008, the Partnership?s total capitalization
was approximately $107 million and $214 million, respectively.

Primary Market             June 30, 2009        June 30, 2008
Risk Category	  	       Value at Risk        Value at Risk

Currency					(1.12)%			 (0.93)%

Interest Rate				(0.58) 	 	    	 (0.35)

Equity					(0.27) 			 (1.06)

Commodity		  			(0.63)   	      	 (0.33)

Aggregate Value at Risk		(1.77)% 		    	 (0.98)%



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.
<page> 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, 2008, through June 30, 2009.

Primary Market Risk Category	High	Low	Average
Currency	(1.12)%	(0.31)%	(0.73)%
Interest Rate	(0.58)	(0.35)	(0.47)
Equity	(1.06)	(0.07)	(0.57)
Commodity	(0.63)	(0.08)	(0.34)
Aggregate Value at Risk	(1.77)%	(0.59)%	(1.11)%

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:
*	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;


<page>
*	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 June 30, 2009 and 2008, and for the four
quarter-end reporting periods from July 1, 2008, through June 30,
2009.  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, 2009, such
amount was equal to approximately 97% 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
the Securities Act and Section 21E of the Securities Exchange Act.
<page> 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.

The Trading Advisor, in general, tends to utilize its trading
system(s) to take positions when market opportunities develop, and
Demeter anticipates that the Trading Advisor will continue to do
so.

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, 2009, by market sector.  It may be
anticipated, however, that these market exposures will vary
materially over time.

<page>
Currency.  The largest market exposure of the Partnership at June
30, 2009, 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.  At June 30, 2009, the Partnership?s major
exposures were to euro 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 third largest market exposure of the
Partnership at June 30, 2009, was to the global interest rate
sector.  Exposure was primarily spread across the U.S., European,
Japanese, Canadian, and Australian 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 primary
interest rate exposure is generally to interest rate fluctuations
in the U.S. and the other G-7 countries.  The G-7 countries
<page> consist of France, the U.S., the United Kingdom, Germany,
Japan, Italy, and Canada.  However, the Partnership also takes
futures positions in the government debt of smaller countries ?
e.g., Australia.  Demeter anticipates that the G-7 countries?
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 June 30, 2009, the Partnership had market exposure
to the global stock index sector.  Exposure was 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 June 30, 2009, the Partnership?s
primary exposures were to the SPI 200 (Australia), Nikkei 225
(Japan), FTSE 100 (United Kingdom), DAX (Germany), IBEX 35
(Spain), S&P 500 (U.S.), Hang Seng (Hong Kong), Euro Stox 50
(Europe), Taiwan (Taiwan), AEX (The Netherlands), CAC 40
(France), and NASDAQ 100 (U.S.) stock indices.  The Partnership
is exposed to the risk of adverse price trends or static markets
in the U.S., European, and Pacific Rim stock indices. Static
markets would not cause major market changes, but would make it
difficult for the Partnership to avoid trendless price movements,
resulting in numerous small losses.


<page>
   Commodity.
Energy. The second largest market exposure of the
Partnership at June 30, 2009, was to the energy sector.  The
Partnership?s energy exposure was primarily to futures
contracts in crude oil and its related products, as well as
in 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 pattern and
supply and demand factors and will likely continue in this
choppy pattern.

Metals.	 At June 30, 2009, the Partnership had market
exposure to the metals sector.  The Partnership's metals
exposure was to fluctuations in the price of base metals,
such as copper, nickel, and zinc, as well as precious
metals, such as silver and gold.  Economic forces, supply
and demand inequalities, geopolitical factors, and market
expectations influence price movements in these markets.

  Qualitative Disclosures Regarding Non-Trading Risk Exposure
The following was the only non-trading risk exposure of the
Partnership at June 30, 2009:
<page>
Foreign Currency Balances. The Partnership?s primary foreign
currency balances at June 30, 2009, were in Australian
dollars, euros, Japanese yen, British pounds, Hong Kong
dollars, and Canadian dollars.  The Partnership controls the
non-trading risk of foreign currency balances by regularly
converting them back into U.S. dollars upon liquidation of
their respective positions.


Qualitative Disclosures Regarding Means of Managing Risk Exposure
The Partnership and the Trading Advisor, separately, attempt to
manage the risk of the Partnership?s open positions in essentially
the same manner in all market categories traded.  Demeter attempts
to manage market exposure by diversifying the Partnership?s assets
among different market sectors through the selection of a
Commodity Trading Advisor and by daily monitoring its performance.
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.



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

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

Limitations on the Effectiveness of Controls

Any control system, no matter how well designed and operated, can
provide reasonable (not absolute) assurance that its objectives
will be met.  Furthermore, no evaluation of controls can provide
absolute assurance that all control issues and instances of
fraud, if any, have been detected.

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, 2008, and the Partnership?s
Report on Form 10Q for the quarter ended March 31, 2009.

Item 6.  EXHIBITS
31.01	Certification of President of Demeter Management LLC, 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 LLC, 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 LLC, 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 LLC, 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 Campbell L.P.
                     (Registrant)

                     By: Demeter Management LLC
                         (General Partner)

August 12, 2009      By: /s/ Christian Angstadt
                             Christian Angstadt
                             Chief Financial Officer





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