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

	FORM 10-Q


[X]	QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2007 or

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

Commission File Number 0-50064

	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 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 CAMPBELL L.P.

	INDEX TO QUARTERLY REPORT ON FORM 10-Q

	September 30, 2007
<caption>


PART I. FINANCIAL INFORMATION

				<c>
Item 1. Financial Statements

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

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

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

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

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

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

Item 2.	Management?s Discussion and Analysis of
			Financial Condition and Results of Operations....... 15-29

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

Item 4.	Controls and Procedures.................................42

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


PART II. OTHER INFORMATION

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

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

</table>


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

	MORGAN STANLEY CHARTER CAMPBELL L.P.
	STATEMENTS OF FINANCIAL CONDITION
<caption>
	September 30,	      December 31,
	          2007         	                2006
	$	    $
	(Unaudited)
ASSETS

	<c>	<c>
Equity in futures interests trading accounts:
	Unrestricted cash	302,617,684	355,636,882
	Restricted cash	      8,661,939	    37,612,693

	    Total cash	   311,279,623	  393,249,575

	Net unrealized gain on open contracts (MS&Co.)	8,107,293	  23,915,253
	Net unrealized loss on open contracts (MSIP)	       (614,366)	       (205,700)

	     Total net unrealized gain on open contracts	      7,492,927  	    23,709,553

	Net option premiums	        159,935	       125,257

	     Total Trading Equity	318,932,485	417,084,385

Interest receivable (MS&Co.)	         1,022,547	      1,680,668

	     Total Assets	  319,955,032 	  418,765,053
LIABILITIES AND PARTNERS? CAPITAL

Liabilities

Redemptions payable	6,612,435	8,950,399
Accrued brokerage fees (MS&Co.)	1,564,464	1,930,134
Accrued management fees	       690,972	       852,475

	     Total Liabilities	    8,867,871	   11,733,008

Partners? Capital

Limited Partners (26,635,665.445 and
	30,763,739.696 Units, respectively)	307,755,614	402,578,194
General Partner (288,339.055 and
	 340,349.055 Units, respectively)	      3,331,547	       4,453,851

	     Total Partners? Capital	   311,087,161	  407,032,045

	     Total Liabilities and Partners? Capital	   319,955,032	  418,765,053
NET ASSET VALUE PER UNIT	              11.55	            13.09
<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 Nine Months
  	               Ended September 30,     	          Ended September 30,

                                 2007   	        2006    	       2007   	    2006
                                   $	               $                       $	 $

	<c>	<c>			<c>			<c>
INVESTMENT INCOME
	Interest income (MS&Co.)	    3,884,205		   5,416,491	       	    13,076,506          14,661,871

EXPENSES
	Brokerage fees (MS&Co.)	5,206,003	6,290,154	16,639,177	18,888,730
	Management fees	          2,299,318	    2,778,150	     7,348,969	     8,342,521

		   Total Expenses 	    7,505,321	    9,068,304	   23,988,146	   27,231,251

NET INVESTMENT LOSS 	   (3,621,116)	   (3,651,813)	  (10,911,640)	  (12,569,380)

TRADING RESULTS
Trading profit (loss):
	Realized	(46,592,614)	(8,447,416)	(16,747,596)	(24,711,423)
	Net change in unrealized	     (9,965,444)	   (5,141,416) 	      (16,216,626)	      8,100,316

	           Total Trading Results	   (56,558,058)	  (13,588,832)            (32,964,222)	  (16,611,107)

NET LOSS	   (60,179,174)	  (17,240,645)		   (43,875,862)	  (29,180,487)

NET LOSS ALLOCATION

	Limited Partners	(59,527,606)	(17,057,488)  	(43,398,660)	(28,874,213)
	General Partner 	(651,568)	(183,157)	(477,202)	(306,274)


NET LOSS PER UNIT

	Limited Partners                                                 	 (2.13)	(0.51)                 	 	(1.54)	(0.82)
	General Partner                                                 	 (2.13)	(0.51)                     	 	(1.54)	(0.82)



			                                                                Units	     Units   	 	   Units       	         Units
WEIGHTED AVERAGE NUMBER
	OF UNITS OUTSTANDING                    27,681,832.200    	33,806,412.546        28,929,483.050    33,194,723.850


<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 Nine Months Ended September 30, 2007 and 2006
	(Unaudited)

<caption>



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

	<c>	<c>		<c>	<c>
Partners? Capital,
   December 31, 2005	30,941,125.328	388,854,021	        4,210,292	393,064,313

Offering of Units	6,727,952.165	86,512,830	   360,000	86,872,830

Net Loss                             	                                    ?                   (28,874,213)		(306,274)	(29,180,487)

Redemptions	  (4,477,095.990)	        (56,374,397)	         ?      	  (56,374,397)

Partners? Capital,
September 30, 2006	  33,191,981.503	390,118,241	 4,264,018	       394,382,259





Partners? Capital,
   December 31, 2006	31,104,088.751	402,578,194	       4,453,851	       407,032,045

Net Loss                             	                                    ?                   (43,398,660)		(477,202)	(43,875,862)

Redemptions	  (4,180,084.251)	        (51,423,920)	   (645,102)	  (52,069,022)

Partners? Capital,
September 30, 2007	  26,924,004.500	307,755,614	  3,331,547	 311,087,161







<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 Nine Months Ended September 30,

                     2007                         2006
	              $	         $


	<c>	<c>
CASH FLOWS FROM OPERATING ACTIVITIES

Net loss		(43,875,862)	(29,180,487)
Noncash item included in net loss:
     Net change in unrealized	 16,216,626	(8,100,316)

(Increase) decrease in operating assets:
     Restricted cash	 28,950,754	14,760,276
     Net option premiums	(34,678)	58,271
     Interest receivable (MS&Co.)	 658,121	(562,975)

Increase (decrease) in operating liabilities:
     Accrued brokerage fees (MS&Co.)	 (365,670)	82,633
     Accrued management fees	    (161,503)	                36,496

Net cash provided by (used for) operating activities	   1,387,788	   (22,906,102)


CASH FLOWS FROM FINANCING ACTIVITIES

Cash received from offering of Units	    ?        	100,627,569
Cash paid for redemptions of Units	   (54,406,986)	   (55,837,804)

Net cash provided by (used for) financing activities	   (54,406,986)	    44,789,765

Net increase (decrease) in unrestricted cash	(53,019,198)	21,883,663

Unrestricted cash at beginning of period	                                             355,636,882	   360,451,084

Unrestricted cash at end of period	                                                      302,617,684	   382,334,747




<fn>




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




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


Futures and Forward Contracts
Long
Unrealized
Gain/(Loss)

  Percentage of
    Net Assets
        Short
    Unrealized
   Gain/(Loss)

Percentage of
Net Assets
           Net
      Unrealized
      Gain/(Loss)

 $
%
  $
  %
  $

September 30, 2007, Partnership Net Assets:  $311,087,161





<c>
<c>
<c>
<c>
<c>
Commodity
   (206,773)
       (0.07)
   (357,839)
      (0.11)
    (564,612)
Equity
 2,524,714
        0.81
     (47,422)
      (0.01)
    2,477,292
Foreign currency
 7,732,279
        2.49
   (773,680)
      (0.25)
   6,958,599
Interest rate
   (269,263)
       (0.09)
     (19,562)
      (0.01)
     (288,825)






     Grand Total:
 9,780,957
        3.14
 (1,198,503)
      (0.38)
   8,582,454

     Unrealized Currency Loss





  (1,089,527)

     Total Net Unrealized Gain per Statement of Financial Condition



 7,492,927







December 31, 2006, Partnership Net Assets:  $407,032,045









Commodity
(3,998,724)
       (0.98)
   (154,300)
      (0.04)
(4,153,024)
Equity
 4,657,094
        1.14
        ?
          ?
4,657,094
Foreign currency
(2,899,408)
       (0.71)
16,812,492
       4.13
13,913,084
Interest rate
   (429,351)
       (0.11)
10,622,441
       2.61
10,193,090






     Grand Total:
(2,670,389)
       (0.66)
27,280,633
       6.70
24,610,244

     Unrealized Currency Loss





    (900,691)

     Total Net Unrealized Gain per Statement of Financial Condition



   23,709,553

<fn>







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

</table>
<page> MORGAN STANLEY CHARTER CAMPBELL L.P.
NOTES TO FINANCIAL STATEMENTS
September 30, 2007
(Unaudited)
The unaudited financial statements contained herein include, in
the opinion of management, all adjustments necessary for a fair
presentation of the results of operations and financial condition
of Morgan Stanley Charter Campbell 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 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. 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.  Effective as of May
1, 2006, the Partnership no longer accepts any subscriptions and
exchanges of units of limited partnership interest (?Unit(s)?)
from any other Charter Series of Fund for Units of the
Partnership.
<page> MORGAN STANLEY CHARTER CAMPBELL L.P.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)


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


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


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


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 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.  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 CAMPBELL 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 Accounting 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 CAMPBELL L.P.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)


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

	  Net Unrealized Gains
	on Open Contracts 	Longest Maturities
	  Exchange-	Off-Exchange-		  Exchange-	  Off-Exchange-
Date	 Traded  	   Traded   	  Total	  Traded 	   Traded
	 $	$	  $

Sep. 30, 2007	534,400	6,958,527	7,492,927	Jun. 2008	Dec. 2007
Dec. 31, 2006	9,796,471	13,913,082	23,709,553	Sep. 2007	Mar. 2007

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 as a futures commission merchant for the


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


Partnership?s exchange-traded futures, exchange-traded forward,
and exchange-traded futures-styled options contracts, are
required, pursuant to regulations of the Commodity Futures Trading
Commission (?CFTC?), to segregate from their own assets, and for
the sole benefit of their commodity customers, all funds held by
them with respect to exchange-traded futures, exchange-traded
forward, and exchange-traded futures-styled options contracts,
including an amount equal to the net unrealized gains (losses) on
all open exchange-traded futures, exchange-traded forward, and
exchange-traded futures-styled options contracts, which funds, in
the aggregate, totaled $311,814,023 and $403,046,046 at September
30, 2007, and December 31, 2006, 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

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

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, 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, should materially decrease the Partnership?s credit
risk in the event of MS&Co.?s or MSCG?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

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

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.

5.  Restricted and Unrestricted Cash
As reflected on the Partnership?s Statements of Financial
Condition, restricted cash represents cash on deposit to satisfy
margin requirements for trading.  These amounts of restricted cash
are maintained in separate trading accounts.  Cash that is not on
deposit to satisfy the margin requirements for trading is
reflected as unrestricted cash.













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

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

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

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

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

Capital Resources.  The Partnership does not have, nor does it
expect to have, any capital assets.  Redemptions of Units in the
future will affect the amount of funds available for investments
in futures, forwards, and options in subsequent periods.  It is
not possible to estimate the amount, and therefore the impact, of
future outflows of Units.  Effective May 1, 2006, Demeter no
longer accepts any subscriptions for Units in the Partnership or
<page> any exchanges from other Morgan Stanley Charter Series of
funds for Units of the Partnership.

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

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

Results of Operations
General.  The Partnership?s results depend on the Trading Advisor
and the ability of the Trading Advisor?s trading program to take
advantage of price movements in the futures, forward, and options
markets.  The following presents a summary of the Partnership?s
operations for the three and nine month periods ended September
30, 2007, and 2006, and a general discussion of its trading
activities during each period.  It is important to note, however,
that the Trading Advisor trades in various markets at different
times and that prior activity in a particular market does not mean
that such market will be actively traded by the Trading Advisor or
will be profitable in the future. Consequently, the results of
operations of the Partnership are difficult to discuss other than
in the context of the Trading Advisor?s trading activities on
<page> behalf of the Partnership during the period in question.
Past performance is no guarantee of future results.

The Partnership?s results of operations set forth in the
financial statements on pages 2 through 14 of this report are
prepared in accordance with accounting principles generally
accepted in the United States of America, which require the use
of certain accounting policies that affect the amounts reported
in these financial statements, including the following:  The
contracts the Partnership trades are accounted for on a trade-
date basis and marked to market on a daily basis.  The difference
between their cost and market value is recorded on the Statements
of Operations as ?Net change in unrealized trading profit (loss)?
for open (unrealized) contracts, and recorded as ?Realized
trading profit (loss)? when open positions are closed out.  The
sum of these amounts constitutes the Partnership?s trading
results.  The market value of a futures contract is the
settlement price on the exchange on which that futures contract
is traded on a particular day.  The value of a foreign currency
forward contract is based on the spot rate as of the close of
business.  Interest income, as well as management fees, incentive
fees, and brokerage fees expenses of the Partnership are recorded
on an accrual basis.

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

For the Three and Nine Months Ended September 30, 2007
The Partnership recorded total trading results including interest
income totaling $(52,673,853) and expenses totaling $7,505,321
resulting in a net loss of $60,179,174 for the three months ended
September 30, 2007. The Partnership?s net asset value per Unit
decreased from $13.68 at June 30, 2007, to $11.55 at September
30, 2007.

The most significant trading losses of approximately 5.2% were
recorded in the currency sector, primarily during July and
August, from short positions in the Japanese yen versus the U.S.
dollar as the value of the Japanese yen corrected higher against
most of its major rivals when traders reduced ?carry-trade?
positions after the sell-off in the global equity markets
resulted in investors trimming riskier assets funded by loans in
Japan.  Elsewhere in the currency markets, long positions in the
Australian dollar and New Zealand dollar versus the U.S. dollar
resulted in losses as the value of the U.S. dollar moved higher
against most of its major rivals in August after continued
volatility in the global equity markets and widening credit
losses tied to U.S. sub-prime loans resulted in substantially
stronger demand for U.S. dollar-denominated government bonds.  In
addition, the value of the U.S. dollar was pressured higher
against these currencies due to data indicating a narrowing U.S.
<page> trade deficit, as well as an increase in U.S. wholesale
prices.  Additional losses of approximately 4.8% were experienced
within the global interest rate sector, primarily during July and
August, from short positions in U.S. and European fixed-income
futures as prices reversed sharply higher in a worldwide ?flight-
to-quality? after the significant decline in the global equity
markets resulted in substantially stronger demand for the ?safe
haven? of government bonds.  Further losses were incurred during
September from newly established long futures positions in
European interest rates as prices reversed lower due to a decline
in demand for the relative safety of government debt following a
rebound in global equity markets and concerns of accelerating
global inflation after the U.S. Federal Reserve's decision to cut
benchmark interest rates.  Within the global stock index sector,
losses of approximately 4.4% were recorded during July and August
from long positions in U.S., European, and Pacific Rim equity
index futures as prices reversed lower on persistent concerns
that a collapsing U.S. sub-prime mortgage market and decreasing
U.S. real estate prices would pull the global economy into a
recession.  Furthermore, global equity index futures prices fell
after news that China and India increased their bank reserve
requirements, which added to worries about global cash liquidity
declining in the near-future.  Smaller losses of approximately
0.3% were incurred in the energy markets, primarily during July
and September, from short positions in crude oil futures, and its
related products as prices increased amid speculation that
supplies of European North Sea oil could be dwindling, news that
<page> hurricane activity in the Gulf of Mexico threatened
production facilities, and fears that additional supplies from
OPEC members would arrive too late for peak demand in the winter.
Additional losses of approximately 0.3% were experienced in the
metals sector during August and September from short and long
positions in copper and zinc as prices moved without consistent
direction amid conflicting news regarding supply and demand.

The Partnership recorded total trading results including interest
income totaling $(19,887,716) and expenses totaling $23,988,146,
resulting in a net loss of $43,875,862 for the nine months ended
September 30, 2007.  The Partnership?s net asset value per Unit
decreased from $13.09 at December 31, 2006, to $11.55 at September
30, 2007.

The most significant trading losses of approximately 6.5% were
recorded in the currency markets primarily during the first and
third quarters. During February and March, losses were incurred
from short positions in the Australian dollar and the Canadian
dollar versus the U.S. dollar as the value of these ?petrol
currencies? increased relative to the U.S. dollar in tandem with
rising commodity prices.  Additionally, the value of the Canadian
dollar moved higher after government reports showing job gains and
rising exports prompted speculation that the Bank of Canada would
refrain from cutting interest rates in 2007.  Additional losses
were experienced in July and August from long positions in the
Australian dollar and euro versus the U.S. dollar as the value of
<page> the U.S. dollar moved higher against most of its major
rivals after continued volatility in the global equity markets and
widening credit losses tied to U.S. sub-prime loans resulted
in substantially stronger demand for U.S. dollar-denominated
government bonds.  Furthermore, the value of the U.S. dollar was
pressured higher against these currencies due to data indicating a
narrowing U.S. trade deficit, as well as an increase in U.S.
wholesale prices.  Within the energy markets, losses of
approximately 1.4% were incurred primarily during January, June,
and September, from both long and short futures positions in crude
oil and its related products.  During January, long positions in
crude oil futures and its related products resulted in losses as
prices declined on skepticism that OPEC would cut production as
much as originally pledged, while newly established short futures
positions in crude oil and its related products recorded losses
during June and September as prices moved higher amid rising
geopolitical tension with Venezuela and Iran, two of the world?s
largest producers.  Additional losses of approximately 0.8% were
experienced within the metals sector, primarily during March and
May, from long positions in copper and zinc futures as prices
declined following news that China would raise export taxes for
base metals and amid speculation that rising production and
inventories would create a global surplus.  In addition, prices of
base metals moved lower in August amid speculation that losses in
the global financial markets would reduce demand for raw
materials.  Smaller losses of approximately 0.4% were incurred
within the global stock index sector, primarily during the third
<page> quarter, from long positions in U.S., European, and Pacific
Rim equity index futures as prices reversed lower on persistent
concerns that a collapsing U.S. sub-prime mortgage market and
decreasing U.S. real estate prices would pull the global economy
into a recession.  Furthermore, global equity index futures prices
fell after news that China and India increased their bank reserve
requirements, which added to worries about global cash liquidity
declining in the near future. A portion of the Partnership?s
losses for the first nine months of the year was offset by gains
of approximately 0.1% recorded within the global interest rate
sector during January, May, and June from short positions in
European, U.S., and Australian fixed-income futures as prices
trended lower after strength in the equity markets and solid
economic data out of the United States, the Euro-Zone, and
Australia led investors to conclude that the European Central
Bank, the U.S. Federal Reserve, and the Reserve Bank of Australia
would continue raising interest rates in order to combat
inflation.

For the Three and Nine Months Ended September 30, 2006
The Partnership recorded total trading results including interest
income totaling $(8,172,341) and expenses totaling $9,068,304,
resulting in a net loss of $17,240,645 for the three months
ended September 30, 2006. The Partnership?s net asset value per
Unit decreased from $12.39 at June 30, 2006, to $11.88 at
September 30, 2006.

<page> The most significant trading losses of approximately 5.5%
were recorded in the energy futures markets, primarily during
August and September, from long futures positions in crude oil
and its related products as prices reversed lower after remarks
by U.S. Department of Energy Secretary Samuel Bodman suggested
there were adequate supplies to make up for the loss of output
due to British Petroleum's recent pipeline shutdown in Alaska.
Additionally, prices were pressured lower after reports of a
terrorist plot to attack U.S.-bound flights from the United
Kingdom increased concerns that demand for oil might weaken as
consumers might cut back on airline travel plans over safety
concerns.  Prices continued to move lower towards the latter half
of August and into September after news of an official cease-fire
between Israel and Hezbollah militants in Lebanon and as OPEC
reduced its 2006 oil demand growth forecast. Additional losses of
approximately 0.7% were incurred within the global interest rate
sector during July from short positions in German and Canadian
fixed-income futures as prices reversed higher on significant
geopolitical concerns after North Korea conducted long-range
missile tests, terrorist bombings aboard commuter trains in
Bombay, India, and fears of an escalating conflict in the Middle
East.  In addition, prices were boosted by U.S. Federal Reserve
Chairman Ben Bernanke?s testimony before Congress, which eased
fears of accelerating inflation and suggested that interest rate
increases would possibly come to a pause at the August U.S.
Federal Reserve meeting.  German and Canadian fixed-income
futures were also pressured higher on news that the European
<page> Central Bank and the Bank of Canada kept interest rates
unchanged. Further losses were recorded in September from short
positions in German fixed-income futures as prices reversed
higher at the end of the month after economic reports showed
German investor sentiment slid to a seven-year low, thereby
diminishing speculation that the European Central Bank would
raise interest rates in the near future. A portion of the
Partnership?s overall losses for the quarter was offset by gains
of approximately 1.5% in the currency markets, primarily during
August and September, from short positions in the Japanese yen
and Swiss franc versus the U.S. dollar. During August, the value
of the Japanese yen moved lower amid lower than expected
inflation data, while the value of the Swiss franc fell on
diminished expectations for an interest rate hike by the Swiss
National Bank. During September, short positions in the Canadian
dollar, as well as the Japanese yen, and Swiss franc, versus the
U.S. dollar experienced gains as the U.S. dollar strengthened to
six-week highs after revisions to U.S. quarterly productivity
data showed unit labor costs rose last year at the fastest pace
since 1990, the U.S. consumer confidence index rebounded in
September from a nine-month low in August, and core consumer
price inflation increased at its fastest pace in 11-years.
Additionally, the Japanese yen weakened after Japan reported a
larger than expected drop in machinery orders and consumer
confidence for the month of August, while the value of the Swiss
franc fell after the Swiss National Bank cut its future inflation
forecasts, thereby reducing the likelihood of future interest
<page> rate hikes. In the global stock index sector, gains of
approximately 1.4% were recorded, primarily during September,
from long positions in European equity index futures as prices
increased amid falling oil prices. Additionally, Spanish equity
index futures prices moved significantly higher on merger and
acquisition activity in the utility sector, while German equity
index futures rose after the European Central Bank decided to
leave interest rates unchanged. Elsewhere in the global stock
index sector, gains were experienced during July and August from
long positions in Hong Kong equity index futures as prices
increased on an optimistic economic outlook for the region after
Gross Domestic Product in China surged to 10.9% in the first six
months of this year.


The Partnership recorded total trading results including interest
income totaling $(1,949,236) and expenses totaling $27,231,251,
resulting in a net loss of $29,180,487 for the nine months ended
September 30, 2006. The Partnership?s net asset value per Unit
decreased from $12.70 at December 31, 2005, to $11.88 at
September 30, 2006.

The most significant trading losses of approximately 5.4% were
recorded in the currency markets. During the first quarter,
losses were recorded from short positions in the U.S. dollar
against the British pound as the value of the U.S. dollar moved
higher amid expectations that the U.S. Federal Reserve would
<page> continue lifting U.S. interest rates to combat inflation.
Long positions in the U.S. dollar during April recorded losses as
the value of the U.S. dollar declined against many of its major
rivals, notably the Swiss franc and Canadian dollar.  This
reversal lower in the value of the U.S. dollar was attributed to
news that foreign central banks 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 on news that
positive steps were taken regarding the nuclear standoff between
Iran and the U.S. Long positions in the euro versus the U.S.
dollar recorded losses during July and September as the value of
the euro moved lower after the European Central Bank decided to
keep interest rates unchanged, while the U.S. dollar strengthened
after revisions to U.S. quarterly productivity data showed unit
labor costs rose last year at the fastest pace since 1990.
Additional losses of approximately 4.5% were incurred in the
<page> energy futures markets, primarily during August and
September, from long futures positions in crude oil and its
related products as prices reversed lower after remarks by U.S.
Department of Energy Secretary Samuel Bodman suggested there were
adequate supplies to make up for the loss of output due to
British Petroleum's recent pipeline shutdown in Alaska.
Additionally, prices were pressured lower after reports of a
terrorist plot to attack U.S.-bound flights from the United
Kingdom increased concerns that demand for oil might weaken as
consumers might cut back on airline travel plans over safety
concerns.  Prices continued to move lower towards the latter half
of August and into September after news of an official cease-fire
between Israel and Hezbollah militants in Lebanon and as OPEC
reduced its 2006 oil demand growth forecast. A portion of the
Partnership?s losses for the first nine months of 2006 was offset
by gains experienced in the stock index sector primarily during
the first quarter of 2006 from long positions in U.S. and
European stock index futures as global equity prices trended
higher on strong corporate earnings and solid economic data.
Also supporting the move higher in European equity index futures
prices was news that German business sentiment in February rose
to its highest level since October 1991. During September,
additional gains were recorded from long positions in European
equity index futures as prices increased amid falling oil prices.
Additionally, Spanish equity index futures prices moved
significantly higher on merger and acquisition activity in the
utility sector, while German equity index futures rose after the
<page> European Central Bank decided to leave interest rates
unchanged. Within the metals sector, additional gains of
approximately 2.2% were recorded, primarily during March, April,
and May, from long futures positions in copper and zinc as prices
advanced on a strong U.S. manufacturing survey from the Institute
of Supply Management, news that China?s pace of industrial
production remained strong, and increasing demand from the U.S.,
China, and India. Smaller gains of approximately 1.8% were
experienced in the global interest rate sector from short
positions in U.S. interest rate futures, primarily during the
second quarter, as prices trended lower amid strength in the
global equity markets and general sentiment that the U.S. Federal
Reserve would keep lifting interest rates in order to stave off
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-
sensitive instruments is inherent to the primary business
activity of the Partnership.

<page> 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
Partnership is required to meet margin requirements equal to the
net unrealized loss on open forward currency contracts in the
Partnership accounts with the counterparty, which is accomplished
by daily maintenance of the cash balance in a custody account
held at MS&Co.

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

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

The Partnership?s past performance is no guarantee of its future
results.  Any attempt to numerically quantify the Partnership?s
market risk is limited by the uncertainty of its speculative
trading.  The Partnership?s speculative trading and use of
leverage may cause future losses and volatility (i.e., ?risk of
ruin?) that far exceed the Partnership?s experience to date under
the ?Partnership?s Value at Risk in Different Market Sectors?
section and significantly exceed the Value at Risk (?VaR?) tables
disclosed.

Limited partners will not be liable for losses exceeding the
current net asset value of their investment.

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

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

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

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
<page> by primary market risk category at September 30, 2007, and
2006. At September 30, 2007, and 2006, the Partnership?s total
capitalization was approximately $311 million and $394 million,
respectively.

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

Currency					(0.62)%			(1.30)%

Interest Rate				(0.53) 	 	    	(0.28)

Equity					(0.38) 			(1.39)

Commodity		  			(0.10)   	      	(0.73)

Aggregate Value at Risk		(1.14)%  		    	(2.33)%



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 October 1, 2006, through September 30,
2007.

Primary Market Risk Category	High	Low	Average
Currency	(1.56)%	(0.62)%	(1.08)%
Interest Rate	(2.06)	(0.34)	(1.17)
Equity	(1.95)	(0.38)	(0.96)
Commodity	(0.52)	(0.10)	(0.27)
Aggregate Value at Risk	(3.04)%	(1.14)%	(1.96)%

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 September 30, 2006, and for the four quarter-
end reporting periods from October 1, 2006, through September 30,
2007.  VaR is not necessarily representative of the Partnership?s
historic risk, nor should it be used to predict the Partnership?s
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 September 30, 2007, such
amount is 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. Investors must be prepared to lose all or
substantially all of their investment in the Partnership.

The following were the primary trading risk exposures of the
Partnership at September 30, 2007, by market sector.  It may be
anticipated, however, that these market exposures will vary
materially over time.

Currency.  The largest market exposure of the Partnership at
September 30, 2007, was to the currency sector.  The Partnership?s
currency exposure is to exchange rate fluctuations, primarily
fluctuations which disrupt the historical pricing relationships
between different currencies and currency pairs.  Interest rate
changes, as well as political and general economic conditions
<page> influence these fluctuations.  The Partnership trades a
large number of currencies, including cross-rates - i.e.,
positions between two currencies other than the U.S. dollar.  At
September 30, 2007, the Partnership?s major exposures were to
outright U.S. dollar positions.  Outright positions consist of the
U.S. dollar vs. other currencies.  These other currencies include
major and minor currencies.  Demeter does not anticipate that the
risk associated with the Partnership?s currency trades will change
significantly in the future.

Interest Rate.  The second largest market exposure of the
Partnership at September 30, 2007, was to the global interest rate
sector.  Exposure was primarily spread across the Japanese, U.S.,
European, Australian, and Canadian interest rate sectors.
Interest rate movements directly affect the price of the sovereign
bond futures positions held by the Partnership and indirectly
affect the value of its 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 consist of
France, the U.S., Britain, Germany, Japan, Italy, and Canada.
However, the Partnership also takes futures positions in the
government debt of smaller 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 <page>
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.  The third largest market exposure of the Partnership at
September 30, 2007, was 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 September 30,
2007, the Partnership?s primary exposures were to the DAX
(Germany), Euro Stoxx 50 (Europe), Nikkei 225 (Japan), S&P 500
(U.S.), NASDAQ 100 (U.S.), Hang Seng (China), SPI 200 (Australia),
CAC 40 (France), FTSE 100 (United Kingdom), Taiwan (Taiwan), and
IBEX 35 (Spain) stock indices.  The Partnership is exposed to the
risk of adverse price trends or static markets in the European,
Japanese, U.S., Chinese, Australian, and Taiwanese stock indices.
Static markets would not cause major market changes, but would
make it difficult for the Partnership to avoid trendless price
movements, resulting in numerous small losses.

Commodity.
Metals. At September 30, 2007, the Partnership had market
exposure in the metals sector.  The Partnership's metals
exposure was to fluctuations in the price of base metals,
such as copper and zinc and precious metals, such as gold.
Economic forces, supply and demand inequalities, <page>
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.

Energy.  At September 30, 2007, the Partnership had market
exposure to the energy sector.  The Partnership?s energy
exposure was primarily to 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 pattern and supply and demand factors and will
likely continue in this choppy pattern.

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

Foreign Currency Balances. The Partnership?s primary foreign
currency balances at September 30, 2007, were in euros, Hong
Kong dollars, British pounds, Japanese yen, Canadian
dollars, Australian dollars, and Swiss francs.  The <page>
Partnership controls the non-trading risk of foreign
currency balances by regularly converting them back into
U.S. dollars upon liquidation of their respective positions.

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

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

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


Item 4T.   CONTROLS AND PROCEDURES
Not applicable.


<page> PART II.  OTHER INFORMATION

Item 1A. RISK FACTORS
New investors and current limited partners of a Morgan Stanley
Charter Series of funds are advised that effective May 1, 2006,
Demeter no longer accepts any subscriptions for investments in the
Partnership or any exchanges from other Morgan Stanley Charter
Series of funds for Units of the Partnership.  Current limited
partners of the Partnership will continue to be able to redeem
Units of the Partnership and exchange Units of the Partnership for
Units in other Morgan Stanley Charter Series of funds at any
month-end closing.

Information regarding risk factors appears in Item 2.
?Management?s Discussion and Analysis of Financial Condition and
Results of Operations? and Item 3. ?Quantitative and Qualitative
Disclosures about Market Risk? of this Form 10-Q, the
Partnership?s Report on Form 10-K for the fiscal year ended
December 31, 2006, and the Partnership?s Report on Form 10-Q for
the quarters ended March 31, 2007, and June 30, 2007.  There have
been no other material changes from the risk factors previously
referenced in these Items of the Partnership?s Report on Form 10-K
for the fiscal year ended December 31, 2006, and the Partnership?s
Report on Form 10-Q for the quarters ended March 31, 2007, and
June 30, 2007.


<page>
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 Campbell L.P.
                     (Registrant)

                     By: Demeter Management Corporation
                         (General Partner)

November 13, 2007    By:/s/ Lee Horwitz
  	    Lee Horwitz
                            Chief Financial Officer





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