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, 2006 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
330 Madison Avenue, 8th Floor
New York, NY		    					 	   10017
(Address of principal executive offices)	  	      (Zip Code)

Registrant?s telephone number, including area code  (212) 905-2700





(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

	June 30, 2006

<caption>

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

				<c>
		Statements of Financial Condition as of June 30, 2006
 		(Unaudited) and December 31, 2005..........................2

		Statements of Operations for the Three and Six Months
		Ended June 30, 2006 and 2005 (Unaudited)...................3

		Statements of Changes in Partners? Capital for the
Six Months Ended June 30, 2006 and 2005 (Unaudited)........4

		Statements of Cash Flows for the Six Months
		Ended June 30, 2006 and 2005 (Unaudited)...................5

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

Item 2.	Management?s Discussion and Analysis of
			Financial Condition and Results of Operations.......13-25

Item 3.	Quantitative and Qualitative Disclosures about
			Market Risk.........................................25-39

Item 4.	Controls and Procedures................................39


PART II. OTHER INFORMATION

Item 1A.Risk Factors...........................................40

Item 2.	Unregistered Sales of Equity Securities and Use of
			Proceeds............................................41-42

Item 5.	Other Information......................................42

Item 6.	Exhibits............................................42-43

</table>


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

	MORGAN STANLEY CHARTER CAMPBELL L.P.
	STATEMENTS OF FINANCIAL CONDITION
<caption>

	June 30,	      December 31,
	          2006         	                2005
	$	    $
	(Unaudited)
ASSETS

	<c>	<c>
Equity in futures interests trading accounts:
	Unrestricted cash	412,924,713	360,451,084
	Restricted cash	    19,641,382	    38,241,731

	    Total cash	   432,566,095	  398,692,815

	Net unrealized gain (loss) on open contracts (MS&Co.)	416,659	  (13,123,062)
	Net unrealized gain (loss) on open contracts (MSIL)	        (125,393)	        172,596

	     Total net unrealized gain (loss) on open contracts	          291,266   	  (12,950,466)

	     Total Trading Equity	432,857,361	385,742,349

Interest receivable (Morgan Stanley DW)	       1,775,083     	      1,136,822
Net option premiums	(126,945)	?
Subscriptions receivable	              ?               	    13,754,739

	     Total Assets	   434,505,499	  400,633,910
LIABILITIES AND PARTNERS? CAPITAL

Liabilities

Redemptions payable	5,972,073	4,715,179
Accrued brokerage fees (Morgan Stanley DW)	2,169,777	1,979,943
Accrued management fees	         958,318	       874,475

	     Total Liabilities	      9,100,168	    7,569,597

Partners? Capital

Limited Partners (33,969,525.452 and
	  30,609,700.729 Units, respectively)	420,958,156	388,854,021
General Partner (358,868.055 and
	  331,424.599 Units, respectively)	     4,447,175	      4,210,292

	     Total Partners? Capital	    425,405,331	  393,064,313
	     Total Liabilities and Partners? Capital	   434,505,499	  400,633,910

NET ASSET VALUE PER UNIT	              12.39	            12.70
<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,


                           2006   	        2005    	       2006   	    2005
                          $	           $	          $ 	 $

	<c>	<c>			<c>			<c>
INVESTMENT INCOME
	Interest income (Morgan Stanley DW)	   5,077,877		    2,061,692 		   9,245,380	       3,596,753

EXPENSES
	Brokerage fees (Morgan Stanley DW)	6,599,029	4,817,447	12,598,576	9,201,865
	Management fees	          2,914,572	    2,042,597	     5,564,371	   3,901,591

		   Total Expenses 	    9,513,601	   6,860,044	   18,162,947	   13,103,456

NET INVESTMENT LOSS 	   (4,435,724)	   (4,798,352)	   (8,917,567)	  (9,506,703)

TRADING RESULTS
Trading profit (loss):
	Realized	(9,769,515) 	21,692,541	(16,264,007)	12,673,928
	Net change in unrealized	   (14,419,911)	   18,957,192 	    13,241,732	    22,347,116

	           Total Trading Results	   (24,189,426)	  40,649,733	    (3,022,275)	 35,021,044

NET INCOME (LOSS)	   (28,625,150)	  35,851,381		   (11,939,842)	 25,514,341

NET INCOME (LOSS) ALLOCATION

	Limited Partners	(28,326,954)	  35,464,824	(11,816,725)	25,238,668
	General Partner 	(298,196)	386,557	(123,117)	275,673


NET INCOME (LOSS) PER UNIT

	Limited Partners                                                  	(0.84)	                     1.31	 	(0.31)	0.88
	General Partner                                                  	(0.84)	                     1.31	 	(0.31)	0.88


<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, 2006 and 2005
	(Unaudited)


<caption>


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


	<c>	<c>		<c>	<c>
Partners? Capital,
   December 31, 2004	23,787,288.049	272,588,976	2,911,738	275,500,714

Offering of Units	5,943,749.314	    67,292,828	490,000	67,782,828

Net Income                                                             ?                     25,238,668	275,673	25,514,341

Redemptions	  (2,175,003.286)	  (25,359,334)	         ?    	  (25,359,334)

Partners? Capital,
June 30, 2005	 27,556,034.077	  339,761,138	 3,677,411	 343,438,549





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                                                                 ?                    (11,816,725)	(123,117)	(11,939,842)

Redemptions	  (3,340,683.986)	  (42,591,970)	         ?    	  (42,591,970)

Partners? Capital,
June 30, 2006	 34,328,393.507	  420,958,156	 4,447,175	 425,405,331




<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,

                     2006                         2005
	              $	         $


CASH FLOWS FROM OPERATING ACTIVITIES

			<c>	<c>

Net income (loss)	(11,939,842)	25,514,341
Noncash item included in net income (loss):
     	Net change in unrealized	(13,241,732)	(22,347,116)

(Increase) decrease in operating assets:
	Restricted cash	18,600,349	2,827,662
     	Interest receivable (Morgan Stanley DW)	(638,261)	(283,940)
	Net option premiums	126,945	?

Increase in operating liabilities:
Accrued brokerage fees (Morgan Stanley DW)	189,834	294,096
Accrued management fees	           83,843	               124,698

Net cash provided by (used for) operating activities	    (6,818,864)	    6,129,741


CASH FLOWS FROM FINANCING ACTIVITIES

Cash received from offering of Units	100,627,569	73,433,893
Cash paid for redemptions of Units	    (41,335,076)	   (22,611,638)

Net cash provided by financing activities	     59,292,493	    50,822,255

Net increase in unrestricted cash	52,473,629    	56,951,996

Unrestricted cash at beginning of period	    360,451,084	    239,516,085

Unrestricted cash at end of period	   412,924,713	   296,468,081

<fn>




	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, 2006
(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, 2005 Annual Report
on Form 10-K.  Certain prior year amounts relating to cash
balances were reclassified on the Statements of Financial
Condition and the related Statements of Cash Flows to conform to
2006 presentation.  Such reclassifications have no impact on the
Partnership?s reported net income (loss).

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,

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

which effective as of May 1, 2006 is a closed-end limited
partnership, and three continuously-offered limited partnerships:
Morgan Stanley Charter Graham L.P., Morgan Stanley Charter
Millburn L.P., and Morgan Stanley Charter MSFCM L.P.


The Partnership?s general partner is Demeter Management
Corporation (?Demeter?).  The non-clearing commodity broker is
Morgan Stanley DW Inc. (?Morgan Stanley DW?).  The clearing
commodity brokers are Morgan Stanley & Co. Incorporated (?MS &
Co.?) and Morgan Stanley & Co. International Limited (?MSIL?).
Morgan Stanley Capital Group Inc. (?MSCG?) acts as the
counterparty on all options on foreign currency forward contracts
for the Partnership. Demeter, Morgan Stanley DW, MS & Co., MSIL,
and MSCG are wholly-owned subsidiaries of Morgan Stanley. Campbell
& Company, Inc. (?Campbell? or the ?Trading Advisor?) is the
trading advisor to the Partnership.

Effective May 1, 2006, Campbell is no longer accepting any
additional funds for management from the Partnership.  As a
result, effective May 1, 2006, Demeter no longer accepts any
subscriptions for units of limited partnership interest
(?Unit(s)?) in the Partnership or any exchanges from other Morgan
Stanley Charter Series of funds for Units of the Partnership.

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


While no subscriptions or exchanges for Units of the Partnership
were accepted after the April 30th month-end closing, Demeter will
continue to operate the Partnership and Campbell will
continue to trade the Partnership?s assets in accordance with the
terms of the Management Agreement by and among the Partnership,
Demeter, and Campbell.  Limited partners of the Partnership
will continue to be able to redeem their Units of the Partnership
and exchange their Units of the Partnership for Units in other
Morgan Stanley Charter Series of funds at any month-end closing.

2.  Related Party Transactions
The Partnership?s cash is on deposit with Morgan Stanley DW, MS &
Co., and MSIL in futures, forwards, and options trading accounts
to meet margin requirements as needed.  Monthly, Morgan Stanley DW
pays the Partnership interest income equal to 100% of its average
daily funds held at Morgan Stanley DW at a rate equal to that
earned by Morgan Stanley DW on its U.S. Treasury bill investments.
In addition, Morgan Stanley DW pays the Partnership interest
received from MS & Co. and MSIL with respect to such Partnership?s
assets deposited as margin.  The Partnership pays brokerage fees
to Morgan Stanley DW.



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

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
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.


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

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, 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 ?Equity in futures interests trading accounts? 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)

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

Jun. 30, 2006	3,692,375	(3,401,109)	291,266	Mar. 2007	Sep. 2006
Dec. 31, 2005	(2,025,735)	(10,924,731)	(12,950,466)	Sep. 2006	Mar. 2006

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 Morgan Stanley DW, MS
& Co., MSIL, and/or MSCG act as the futures commission merchants
or the counterparties, with respect to most of the Partnership?s
assets. Exchange-traded futures, forward, and futures-styled
options contracts are marked to market on a daily basis, with
variations in value settled on a daily basis.  Morgan Stanley DW,
MS & Co., and MSIL, each as a futures commission merchant for the
Partnership?s exchange-traded futures, forward, and 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

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

exchange-traded futures, forward, and futures-styled options
contracts, including an amount equal to the net unrealized gains
(losses) on all open futures, forward, and futures-styled options
contracts, which funds, in the aggregate, totaled $436,258,470 and
$396,667,080 at June 30, 2006 and December 31, 2005, respectively.
With respect to the Partnership?s off-exchange-traded forward
currency contracts, there are no daily exchange-required
settlements of variation in value, nor is there any requirement
that an amount equal to the net unrealized gains (losses) on open
forward contracts be segregated.  However, the Partnership is
required to meet margin requirements equal to the net unrealized
loss on open contracts in the Partnership accounts with the
counterparty, which is accomplished by daily maintenance of the
cash balance in a custody account held at Morgan Stanley DW for
the benefit of MS & Co.  With respect to those off-exchange-traded
forward currency contracts, the Partnership is at risk to the
ability of MS & Co., the sole counterparty on all such contracts,
to perform.  The Partnership has a netting agreement with MS & Co.
This agreement, which seeks to reduce both the Partnership?s and
MS & Co.?s exposure on off-exchange-traded forward currency
contracts, should materially decrease the Partnership?s credit
risk in the event of MS & Co.?s bankruptcy or insolvency.


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

Liquidity.  The Partnership deposits its assets with Morgan
Stanley DW as non-clearing broker, and MS & Co. and MSIL as
clearing brokers in separate futures, forwards, 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 <page>
trading.  These market conditions could prevent the Partnership
from promptly liquidating its futures or options contracts and
result in restrictions on redemptions.

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

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

Capital Resources.  The Partnership does not have, nor expects 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 any
<page> 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, forwards, and options
markets.  The following presents a summary of the Partnership?s
operations for the three and six month periods ended June 30, 2006
and 2005, and a general discussion of its trading activities
during each period.  It is important to note, however, that the
Trading Advisor trades in various markets at different times and
that prior activity in a particular market does not mean that such
market will be actively traded by the Trading Advisor or will be
profitable in the future. Consequently, the results of operations
of the Partnership are difficult to discuss other than in the
context of the Trading Advisor?s trading activities on behalf of
<page> the Partnership during the period in question.  Past
performance is no guarantee of future results.

The Partnership?s results of operations set forth in the
Financial Statements on pages 2 through 12 of this report are
prepared in accordance with accounting principles generally
accepted in the United States of America, which require the use
of certain accounting policies that affect the amounts reported
in these Financial Statements, including the following:  The
contracts the Partnership trades are accounted for on a trade-
date basis and marked to market on a daily basis.  The difference
between their cost and market value is recorded on the Statements
of Operations as ?Net change in unrealized trading profit (loss)?
for open (unrealized) contracts, and recorded as ?Realized
trading profit (loss)? when open positions are closed out.  The
sum of these amounts constitutes the Partnership?s trading
results.  The market value of a futures contract is the
settlement price on the exchange on which that futures contract
is traded on a particular day.  The value of foreign currency
forward contracts is based on the spot rate as of the close of
business.  Interest income, as well as management fees, incentive
fees, and brokerage fees expenses of the Partnership are recorded
on an accrual basis.

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

For the Three and Six Months Ended June 30, 2006
The Partnership recorded total trading results including interest
income totaling $(19,111,549) and expenses totaling $9,513,601,
resulting in a net loss of $28,625,150 for the three months
ended June 30, 2006. The Partnership?s net asset value per Unit
decreased from $13.23 at March 31, 2006 to $12.39 at June 30,
2006.

The most significant trading losses of approximately 7.6% were
recorded in the currency markets from long positions in the U.S.
dollar during April and May as the value of the U.S. dollar
declined against most of its major rivals, notably the Swiss
franc, Canadian dollar, Japanese yen, and New Zealand dollar,
amid news of slower-than-expected U.S. Gross Domestic Product
growth.  Additional losses of approximately 1.8% were incurred in
the global equity index markets from long positions in European
and Pacific Rim stock index futures during April and May as
prices declined due to inflation concerns and uncertainty
regarding future interest rate policy.  A portion of the
Partnership?s losses for the quarter was partially offset by
gains of approximately 1.8% in the global interest rate futures
markets from short positions in U.S. fixed-income futures
throughout the quarter as prices trended lower amid fears of
accelerating global inflation.  Further weighing down U.S. fixed-
<page> income prices was the anticipation of the 17th consecutive
interest rate hike on June 29 by the U.S. Federal Reserve.
Within the metals sector, gains of approximately 1.3% were
achieved from long copper and zinc futures positions as prices
rallied sharply during the first half of May to record highs on
strong global industrial demand from the U.S., China, and India.
Elsewhere in the metals markets, long positions in gold futures
also gained as prices rallied to a 25-year high in April,
benefiting from continued geopolitical concerns regarding Iran?s
nuclear program, inflation concerns due to high oil prices, and
strong global economic growth.  Smaller gains of approximately
0.7% were recorded in the energy markets throughout the quarter
from long futures positions in crude oil and heating oil as
prices increased amid geopolitical tension in Iran.  Also pushing
prices higher were June reports from the U.S. Department of
Energy showing lower-than-expected levels of domestic gasoline
inventories and fears of supply disruptions in the Gulf of
Mexico.

The Partnership recorded total trading results including interest
income totaling $6,223,105 and expenses totaling $18,162,947,
resulting in a net loss of $11,939,842 for the six months ended
June 30, 2006. The Partnership?s net asset value per Unit
decreased from $12.70 at December 31, 2005 to $12.39 at June 30,
2006.

<page> The most significant trading losses of approximately 6.9%
were recorded in the currency markets from long positions in the
U.S. dollar during April as the value of the U.S. dollar declined
against most of its major rivals, notably the Swiss franc,
Canadian dollar, Japanese yen, and New Zealand dollar, amid
slower-than-expected U.S. Gross Domestic Product growth.  A
portion of the Partnership?s losses were offset by gains of
approximately 2.4% in the global interest rate futures markets
from short positions in U.S. interest rate futures as prices
declined 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.  Additional gains
of approximately 2.1% were experienced in the metals markets 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.  Further gains of approximately 1.0% were recorded in the
energy markets from long futures positions in crude oil and
heating oil as prices increased amid news of geopolitical
tensions in Nigeria and Iran. Also pushing prices higher were
June reports from the U.S. Department of Energy showing lower-
than-expected levels of domestic gasoline inventories and fears
of supply disruptions in the Gulf of Mexico.  Smaller gains of
approximately 0.9% were recorded in the global stock index
futures markets primarily during the first quarter of 2006 from
long positions in U.S., European, and Japanese stock index <page>
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.  In addition, Japanese equity prices
benefited from news that commercial land prices in Japan?s major
metropolitan areas staged their first meaningful price increase
since the 1990s.

For the Three and Six Months Ended June 30, 2005
The Partnership recorded total trading results including interest
income totaling $42,711,425 and expenses totaling $6,860,044,
resulting in net income of $35,851,381 for the three months ended
June 30, 2005.  The Partnership?s net asset value per Unit
increased from $11.15 at March 31, 2005 to $12.46 at June 30,
2005.

The most significant trading gains of approximately 8.4% were
recorded in the global interest rate futures markets during April
from long positions in Japanese interest rate futures as prices
increased due to weak economic data and geopolitical concerns
over an intensifying rift between China and Japan.  Additional
gains were recorded from long positions in European bond futures
as prices increased amid a steady stream of weak economic data
from the major countries of the European Union.  During May,
gains were recorded from long positions in European interest rate
<page> futures as prices increased early in the month as
investors sought the safe-haven of fixed-income investments due
to speculation that several hedge funds may have experienced
significant losses.  Prices then continued to strengthen after
European Central Bank representatives publicly rejected calls for
increases in European interest rates and after French voters
rejected the European Union constitution.  In June, gains were
recorded from long positions in European and Japanese interest
rate futures as prices trended higher throughout the month due to
European Central Bank officials? decision to keep key interest
rates unchanged and the release of weak economic data from Japan.
Later in the month, long positions in European interest rate
futures experienced further gains as prices continued to move
higher after the Swedish Central Bank made a sharper cut in
interest rates than had been expected.  In the currency markets,
gains of approximately 7.9% were recorded during May and June
from short positions in the euro, Swiss franc, and Japanese yen
relative to the U.S. dollar as the value of the U.S. dollar moved
steadily higher after China downplayed rumors of a move toward a
flexible exchange rate, the rejection of the European Union
constitution by French voters, data indicating a slowing in the
euro-zone and Japanese economies, and the ninth consecutive
quarter-point interest rate hike by the U.S. Federal Reserve.  A
portion of the Partnership?s overall gains for the quarter was
offset by losses of approximately 2.6% in the global stock index
futures markets primarily during April from long positions in
U.S., Japanese, and European stock index futures as prices <page>
declined sharply towards the beginning of the month on concerns
for economic growth.  Consistently weak economic data out of
Japan, Germany, and France, as well as weaker-than-expected U.S.
Gross Domestic Product data, resulted in prices continuing their
decline throughout the second half of the month, resulting in
additional losses from long positions.   Further losses in the
global stock index futures markets were experienced in June from
short positions in U.S. equity index futures early in the month
as prices increased on optimism regarding the future of the U.S.
economy.  Newly established long positions in U.S. equity index
futures then resulted in additional losses as prices declined
towards the end of the month on investors? worries regarding high
oil prices.  Within the energy markets, losses of approximately
0.3% were recorded during April from long positions in crude oil
as prices reversed sharply lower after U.S. government data
pointed to greater production activity by refiners and rising
supplies.  Prices were also pressured lower by the release of
slower demand growth forecasts by the International Energy
Agency.

The Partnership recorded total trading results including interest
income totaling $38,617,797 and expenses totaling $13,103,456,
resulting in net income of $25,514,341 for the six months ended
June 30, 2005.  The Partnership?s net asset value per Unit
increased from $11.58 at December 31, 2004 to $12.46 at June 30,
2005.

<page> The most significant trading gains of approximately 8.9%
were recorded in the global interest rate futures markets during
January from long positions in European and Japanese bond futures
as prices moved higher due to conflicting economic data out of
the European Union and Japan and uncertainty in the equity
markets.  Further gains were recorded in March and April from
long positions in European and Japanese interest rate futures as
prices strengthened due to weakness in the equity markets,
volatility in the energy markets, geopolitical concerns over an
intensifying rift between China and Japan, and weaker-than-
expected U.S. Gross Domestic Product data.  During May, further
gains were recorded from long positions in European interest rate
futures as prices increased early in the month as investors
sought the safe-haven of fixed-income investments due to
speculation that certain hedge funds may have experienced
significant losses.  Prices then continued to strengthen after
European Central Bank representatives publicly rejected calls for
increases in European interest rates and French voters rejected
the European Union constitution.  During June, gains were
recorded from long positions in European interest rate futures as
prices trended higher throughout the month due to European
Central Bank officials? decision to keep key interest rates
unchanged and the release of weak economic data.  Later in the
month, long positions in European interest rate futures
experienced further gains as prices continued to move higher
after the Swedish Central Bank made a sharper cut in interest
rates than had been expected.  Additional gains of approximately
<page> 4.1% were recorded in the currency markets during March
from short positions in the Japanese yen against the U.S. dollar
as the value of the yen declined due to investor pessimism
regarding the long-term future of the Japanese economy.  Further
gains in the currency markets were experienced during May and
June from short positions in the euro, Swiss franc, and Japanese
yen relative to the U.S. dollar as the value of the U.S. dollar
moved steadily higher after China downplayed rumors of a move
toward a flexible exchange rate, the rejection of the European
Union constitution by French voters, data indicating a slowing in
the euro-zone and Japanese economies, and the ninth consecutive
quarter-point interest rate hike by the U.S. Federal Reserve.
Smaller gains of approximately 1.5% were recorded in the energy
markets from long positions in gas oil, crude oil, and heating
oil as prices trended higher during January, February, and March
amid news of increased demand from China, fears of terror attacks
against production facilities in the Middle East, cold weather in
the Northeastern U.S., and predictions from analysts at Goldman
Sachs that oil prices could reach $105 a barrel.  Further gains
were recorded during June from long positions in these markets as
prices moved higher amid concerns that production facilities in
Gulf of Mexico would be affected by higher tropical storm
activity and news of weak supply by the Energy Information
Administration.  A portion of the Partnership?s gains for the
first six months was offset by losses of approximately 3.7%  in
the global stock index futures markets during January from long
positions in U.S. equity index futures as prices finished the
<page> month lower amid weak consumer confidence data, concerns
regarding U.S. interest rate policy, and the potential for
corporate profit growth to slow down.  Further losses were
experienced during March from long positions in U.S. equity index
futures after prices moved lower early in the month amid concerns
about the growing U.S. trade deficit, a weaker U.S. dollar,
inflation fears, and a surge in crude oil prices.  Then in April,
long positions in the U.S., Japanese, and European stock index
futures experienced losses as global equity prices declined
sharply towards the beginning of the month on concerns for
economic growth.  Consistently weak economic data out of Japan,
Germany, and France, as well as weaker-than-expected U.S. Gross
Domestic Product data, resulted in prices continuing their
decline throughout the second half of April, resulting in
additional losses from long positions.   Further losses in the
global stock index futures markets were experienced in June from
short positions in U.S. equity index futures early in the month
as prices increased on optimism regarding the future of the U.S.
economy.  Newly established long positions in U.S. equity index
futures resulted in additional losses as prices declined towards
the end of the month on investor worries regarding high oil
prices.

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
<page> market-sensitive instruments held by the Partnership are
acquired for speculative trading purposes only and, as a result,
all or substantially all of the Partnership?s assets are at risk
of trading loss.  Unlike an operating company, the risk of
market-sensitive instruments is inherent to the primary business
activity of the Partnership.

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

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

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

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

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

The Partnership?s VaR computations are based on the risk
representation of the underlying benchmark for each instrument or
contract and do not distinguish between exchange and non-exchange
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 <page>
reporting purposes only and is not utilized by either Demeter or
the Trading Advisor in their daily risk management activities.
Please further note that VaR as described above may not be
comparable to similarly-titled measures used by other entities.

The Partnership?s Value at Risk in Different Market Sectors
The following table indicates the VaR associated with the
Partnership?s open positions as a percentage of total Net Assets
by primary market risk category at June 30, 2006 and 2005. At
June 30, 2006 and 2005, the Partnership?s total capitalization
was approximately $425 million and $343 million, respectively.

Primary Market             June 30, 2006        June 30, 2005
Risk Category	  	       Value at Risk        Value at Risk

Currency					(0.86)%	   	    	(2.18)%

Interest Rate				(0.76)			(2.86)

Equity					(0.14) 			(1.34)

Commodity		  			(0.52)   	      	(1.11)

Aggregate Value at Risk		(1.36)%  		    	(3.43)%

The VaR for a market category represents the one-day downside risk
for the aggregate exposures associated with this market category.
In the quarter-end reporting periods prior to September 30, 2005,
the VaR for the primary market risk category of currency listed
above did not include the one-day downside risk for the exposure
associated with options on foreign currency forward trades.
Demeter did not believe the omission of such market risk exposure
materially misrepresented the VaR for the primary risk category of
<page> currency and the Aggregate Value at Risk listed above.
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, which could
positively or negatively materially impact market risk as
measured by VaR.

The table below supplements the quarter-end VaR set forth above
by presenting the Partnership?s high, low, and average VaR, as a
percentage of total Net Assets for the four quarter-end reporting
periods from July 1, 2005 through June 30, 2006.

Primary Market Risk Category	High	Low	Average
Currency	(1.89)%	(0.86)%	(1.53)%
Interest Rate	(1.19)	(0.56)	(0.78)
Equity	(1.55)	(0.14)	(0.87)
Commodity	(1.52)	(0.29)	(0.73)
Aggregate Value at Risk	(3.30)%	(1.36)%	(2.63)%

In the quarter-end reporting periods prior to September 30, 2005,
the VaR for the primary market risk category of currency listed
<page> above did not include the one-day downside risk for the
exposure associated with options on foreign currency forward
trades.  Demeter did not believe the omission of such market risk
exposure materially misrepresented the VaR for the primary risk
category of currency and the Aggregate Value at Risk listed above.

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

<page>
*	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, 2005, and for the four quarter-end
reporting periods from July 1, 2005 through June 30, 2006.  VaR is
not necessarily representative of the Partnership?s historic risk,
nor should it be used to predict the Partnership?s future
financial performance or its ability to manage or monitor risk.
There can be no assurance that the Partnership?s actual losses on
a particular day will not exceed the VaR amounts indicated above
or that such losses will not occur more than once in 100 trading
days.

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

<page> The Partnership also maintains a substantial portion of its
available assets in cash at Morgan Stanley DW; as of June 30,
2006, 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.
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
<page> differ materially from the objectives of such strategies.
Government interventions, defaults and expropriations, illiquid
markets, the emergence of dominant fundamental factors, political
upheavals, changes in historical price relationships, an influx of
new market participants, increased regulation, and many other
factors could result in material losses, as well as in material
changes to the risk exposures and the risk management strategies
of the Partnership. Investors must be prepared to lose all or
substantially all of their investment in the Partnership.

The following were the primary trading risk exposures of the
Partnership at June 30, 2006, 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 June
30, 2006 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, 2006, the Partnership?s major
exposure was 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 <page>
Partnership?s currency trades will change significantly in the
future.

Interest Rate.  The second largest market exposure of the
Partnership at June 30, 2006 was to the global interest rate
sector.  Exposure was primarily spread across the European, U.S.,
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
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 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, 2006, the Partnership had market exposure to
the global stock index sector.  Exposure was primarily to equity
<page> 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, 2006, the Partnership?s
primary exposures were to the S&P 500 (U.S.), NASDAQ 100 (U.S.),
FTSE 100 (United Kingdom), DAX (Germany), CAC 40 (France), Nikkei
225 (Japan), TAIWAN (Taiwan), Euro Stoxx 50 (Europe), Hang Seng
(China), and SPI-200 (Australia) stock indices.  The Partnership
is exposed to the risk of adverse price trends or static markets
in the European, U.S., Chinese, and Japanese stock indices.
Static markets would not cause major market changes, but would
make it difficult for the Partnership to avoid trendless price
movements, resulting in numerous small losses.

Commodity.
Energy.  At June 30, 2006, 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.

<page> Metals.	At June 30, 2006, 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,
geopolitical factors, and market expectations influence
price movements in these markets.  The Trading Advisor
utilizes the trading system(s) to take positions when market
opportunities develop, and Demeter anticipates that the
Partnership will continue to do so.

Qualitative Disclosures Regarding Non-Trading Risk Exposure
The following was the only non-trading risk exposure of the
Partnership at June 30, 2006:

Foreign Currency Balances. The Partnership?s primary foreign
currency balances at June 30, 2006 were in euros, Japanese
yen, British pounds, Australian dollars, Hong Kong dollars,
Swiss francs, 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
<page> the same manner in all market categories traded.  Demeter
attempts to manage market exposure by diversifying the
Partnership?s assets among different market sectors and trading
approaches, and by monitoring the performance of the Trading
Advisor daily.  In addition, the Trading Advisor establishes
diversification guidelines, often set in terms of the maximum
margin to be committed to positions in any one market sector or
market-sensitive instrument.

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

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

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


<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.  There have been
no other material changes from the risk factors previously
referenced in the Partnership?s Report on Form 10-K for the fiscal
year ended December 31, 2005 and the Partnership?s Report on Form
10-Q for the quarter ended March 31, 2006.












<page> <table>
Item 2.  UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF
	    PROCEEDS
<caption>
											    SEC
Registration Statement on Form S-1  Units Registered   Effective Date        File Number


                                      <c>                      <c>                   <c>

Initial Registration	3,000,000.000		July 29, 2002	    333-85078
Additional Registration	18,000,000.000		February 26, 2003	333-103171
Additional Registration	 34,000,000.000 	  April 28, 2004	      333-113878
   Total Units Registered       55,000,000.000

Units sold through 6/30/06      44,531,994.098
Units unsold through 6/30/06  __10,468,005.902
</table>
The managing underwriter for the Partnership is Morgan Stanley DW.

Units were continuously sold at monthly closings through April 30,
2006, at a purchase price equal to 100% of the net asset value per
Unit as of the close of business on the last day of each month.

Effective May 1, 2006, Campbell no longer accepts any additional
funds for management from the Partnership.  As a result, effective
May 1, 2006, Demeter no longer accepts any subscriptions for Units
in the Partnership or any exchanges from other Morgan Stanley
Charter Series of funds for Units of the Partnership.

The aggregate price of the Units sold through June 30, 2006 was
$521,073,062.

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

Item 5.  OTHER INFORMATION

Management.  In connection with the election of new directors to
the Board of Directors of Demeter, the following information
updates the disclosures in the Partnership?s Form 8-K filed on
March 27, 2006 and Form 8-K filed on April 5, 2006:

On May 11, 2006, the National Futures Association approved Mr.
Walter Davis, Mr. Michael McGrath, and Mr. Andrew Saperstein as
directors of Demeter.

On July 20, 2006, the National Futures Association approved Mr.
Walter Davis as an associated person of Demeter.

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.
<page>
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)

August 14, 2006      By:/s/ Kevin Perry
  	    Kevin Perry
                            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.





















? 6 ?


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







1432: