FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                 (X) QUARTERLY REPORT UNDER SECTION 13 or 15(d)

                     OF THE SECURITIES EXCHANGE ACT OF 1934

               OR ( ) TRANSITION REPORT UNDER SECTION 13 or 15(d)

                     OF THE SECURITIES EXCHANGE ACT OF 1934



For the Quarter ended March 31, 2004

Commission File Number 0-26132

                   SMITH BARNEY DIVERSIFIED FUTURES FUND L.P.
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

         New York                                             13-3729162
--------------------------------------------------------------------------------
(State or other jurisdiction of                             (I.R.S. Employer
 incorporation or organization)                              Identification No.)

                        c/o Citigroup Managed Futures LLC
                            399 Park Avenue - 7th Fl.
                            New York, New York 10022
--------------------------------------------------------------------------------
              (Address and Zip Code of principal executive offices)

                                 (212) 599-2011
--------------------------------------------------------------------------------
              (Registrant's telephone number, including area code)

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 an  accelerated  filer (as
defined in rule 12b-2 of the Exchange Act).

                                    Yes   No X



<PAGE>


                   SMITH BARNEY DIVERSIFIED FUTURES FUND L.P.
                                    FORM 10-Q
                                      INDEX

                                                                        Page
                                                                       Number
PART I - Financial Information:

           Item 1.  Financial Statements:

                    Statements of Financial Condition
                    at March 31, 2004 and December 31,
                    2003 (unaudited).                               3

                    Condensed Schedules of Investments at
                    March 31, 2004  and December 31, 2003
                    (unaudited).                                  4 - 5

                    Statements of Income and Expenses
                    and Partners' Capital for the three
                    months ended March 31, 2004
                    and 2003 (unaudited).                           6

                    Statements of Cash Flows for the three
                    months ended March 31, 2004 and 2003
                    (unaudited).                                    7

                    Notes to Financial Statements
                    (unaudited).                                  8 - 12

           Item 2.  Management's Discussion and
                    Analysis of Financial Condition
                    and Results of Operations                    13 - 15

           Item 3.  Quantitative and Qualitative
                    Disclosures about Market Risk                16 - 17

           Item 4.  Controls and Procedures                        18


PART II - Other Information                                        19


                                       2
<PAGE>


                                     PART I

                          Item 1. Financial Statements

                   Smith Barney Diversified Futures Fund L.P.
                        Statements of Financial Condition
                                   (Unaudited)

<TABLE>
<CAPTION>

                                                                 March 31,         December 31,
                                                                   2004                2003
                                                          ------------------    -----------------
<S>                                                                 <C>                 <C>
Assets:
Equity in commodity futures trading account:
  Cash (restricted $10,882,088 and $13,379,393 in
   2004 and 2003, respectively)                                 $76,059,070         $ 67,983,573
  Net unrealized appreciation on open futures positions           5,321,738            3,677,203
  Unrealized appreciation on open forward contracts               1,840,182            4,260,481
                                                          ------------------    -----------------
                                                                 83,220,990           75,921,257
  Interest receivable                                                50,863               40,233
                                                          ------------------    -----------------
                                                                $83,271,853         $ 75,961,490
                                                          ==================    =================

Liabilities and Partners' Capital:
Unrealized depreciation on open forward contracts                $1,447,055           $2,298,360
Accrued expenses:
   Commissions                                                      381,178              344,098
   Management fees                                                  131,050              119,768
   Incentive fees                                                 1,880,089              761,281
   Other                                                             54,113               41,458
Redemptions payable                                                 375,753              669,179
                                                          ------------------    -----------------
                                                                  4,269,238            4,234,144
                                                          ------------------    -----------------
Partners' capital:
General Partner, 1,276.7484 Unit equivalents
   outstanding in 2004 and 2003                                   2,353,967            2,089,578
Limited Partners, 41,572.8263 and 42,549.0942
   Redeemable Units of Limited Partnership Interest
   outstanding in 2004 and 2003, respectively                    76,648,648           69,637,768
                                                          ------------------    -----------------
                                                                 79,002,615           71,727,346
                                                          ------------------    -----------------
                                                                $83,271,853          $75,961,490
                                                          ==================    =================

</TABLE>
See Accompanying Notes to Unaudited Financial Statements.


                                       3
<PAGE>
                   Smith Barney Diversified Futures Fund L.P.
                        Condensed Schedule of Investments
                                 March 31, 2004
                                   (Unaudited)
<TABLE>
<CAPTION>
<S>                                                <C>                                        <C>
Sector                                    Contract                                         Fair Value
------------------------------------ -------------------------------------------- ---------------------
Currencies
                                     Futures contracts purchased  0.03%                       $ 21,990
                                     Futures contracts sold  0.09%                              70,200
                                                                                  ---------------------
                                       Total futures contracts  0.12%                           92,190
                                     Unrealized appreciation on forward
                                     contracts 0.81%                                           636,624
                                     Unrealized depreciation on forward
                                     contracts (1.03)%                                        (810,241)
                                                                                  ---------------------
                                       Total forward contracts  (0.22)%                       (173,617)
                                                                                  ---------------------
   Total Currencies  (0.10)%                                                                   (81,427)
                                                                                  ---------------------

Total Energy  0.16%                  Futures contracts purchased  0.16%                        124,382
                                                                                  ---------------------
Total Grains  3.07%                  Futures contracts purchased  3.07%                      2,422,601
                                                                                  ---------------------
Total Interest Rates U.S.  0.93%     Futures contracts purchased  0.93%                        731,957
                                                                                  ---------------------
Interest Rates Non-U.S.
                                     Futures contracts purchased 1.66%                       1,314,641
                                     Futures contracts sold  0.01%                               4,452
                                                                                  ---------------------
   Total Interest Rates Non-U.S. 1.67%                                                       1,319,093
                                                                                  ---------------------
Livestock
                                     Futures contracts purchased  0.08%                         64,240
                                     Futures contracts sold  (0.02)%                           (15,700)
                                                                                  ---------------------
   Total Livestock  0.06%                                                                       48,540
                                                                                  ---------------------

Total Lumber  0.00%*                 Total futures contracts purchased  0.00%*                   3,322
                                                                                  ---------------------
Metals
                                     Futures contracts purchased  0.62%                        488,118
                                     Unrealized appreciation on forward
                                     contracts 1.52%                                         1,203,558
                                     Unrealized depreciation on forward
                                     contracts (0.81)%                                        (636,814)
                                                                                  ---------------------
                                       Total forward contracts  0.71%                          566,744
                                                                                  ---------------------
   Total Metals  1.33%                                                                       1,054,862
                                                                                  ---------------------
Softs
                                     Futures contracts purchased  (0.08)%                      (65,631)
                                     Futures contracts sold  (0.01)%                            (6,616)
                                                                                  ---------------------
   Total Softs  (0.09)%                                                                        (72,247)
                                                                                  ---------------------
Indices
                                     Futures contracts purchased  0.22%                        180,419
                                     Futures contracts sold  (0.02)%                           (16,637)
                                                                                  ---------------------
   Total Indices   0.20%                                                                       163,782
                                                                                  ---------------------

Total Fair Value  7.23%                                                                   $  5,714,865
                                                                                  =====================


Country Composition              Investments at Fair Value          % of Investments at Fair Value
----------------------------- --------------------------------- ---------------------------------------
Australia                                 $  (11,464)                             (0.20)%
Canada                                        52,919                               0.93
Germany                                    1,131,876                              19.81
France                                           (74)                              0.00*
Hong Kong                                      3,408                               0.06
Italy                                          3,429                               0.06
Japan                                        133,765                               2.34
Spain                                         42,643                               0.74
United Kingdom                               606,417                              10.61
United States                              3,751,946                              65.65
                              --------------------------------- ---------------------------------------
                                        $  5,714,865                             100.00%
                              ================================= =======================================
</TABLE>
Percentages are based on Partners' capital unless otherwise indicated.
* Due to rounding
See Accompanying Notes to Unaudited Financial Statements.

                                       4
<PAGE>

                   Smith Barney Diversified Futures Fund L.P.
                        Condensed Schedule of Investments
                                December 31, 2003
                                   (Unaudited)
<TABLE>
<CAPTION>
<S>                                                              <C>                                                 <C>
Sector                                              Contract                                                      Fair Value
------------------------------------------------    --------------------------------------------------     -----------------------
Currencies
                                                    Futures contracts purchased 2.31%                             $1,653,934
                                                    Futures contracts sold (0.14)%                                  (100,293)
                                                                                                                  ----------
                                                      Total futures contracts 2.17%                                1,553,641

                                                    Unrealized appreciation on forward contracts 2.65%             1,897,711
                                                    Unrealized depreciation on forward contracts (1.56)%          (1,116,272)
                                                                                                                  ----------
                                                      Total forward contracts 1.09%                                  781,439
                                                                                                                  ----------
    Total Currencies 3.26%                                                                                         2,335,080
                                                                                                                  ----------
Total Energy (0.11)%                                Futures contracts purchased (0.11)%                              (76,535)
                                                                                                                  ----------
Grains                                              Futures contracts purchased 0.95%                                680,144
                                                    Futures contracts sold (0.09)%                                   (66,550)
                                                                                                                  ----------
    Total Grains 0.86%                                                                                               613,594
                                                                                                                  ----------

Total Interest Rates U.S. (0.17)%                   Futures contracts purchased (0.17)%                             (119,927)
                                                                                                                  ----------

Interest Rates Non-U.S.                             Futures contracts purchased 0.22%                                159,634
                                                    Futures contracts sold (0.04)%                                   (28,643)
                                                                                                                  ----------
    Total Interest Rates Non-U.S. 0.18%                                                                              130,991
                                                                                                                  ----------

Livestock                                           Futures contracts purchased (0.02)%                              (13,500)
                                                    Futures contracts sold 0.01%                                       9,408
                                                                                                                  ----------
    Total Livestock (0.01)%                                                                                           (4,092)
                                                                                                                  ----------

Total Lumber 0.01%                                  Futures contracts purchased 0.01%                                  6,402
                                                                                                                  ----------

Metals                                              Futures contracts purchased 0.58%                                413,768
                                                    Futures contracts sold (0.00)% *                                  (1,550)
                                                                                                                  ----------
                                                      Total futures contracts 0.58%                                  412,218

                                                    Unrealized appreciation on forward contracts 3.29%             2,362,770
                                                    Unrealized depreciation on forward contracts (1.65)%          (1,182,088)
                                                                                                                  ----------
                                                      Total forward contracts 1.64%                                1,180,682
                                                                                                                  ----------
    Total Metals 2.22%                                                                                             1,592,900
                                                                                                                  ----------
Softs                                               Futures contracts purchased (0.14)%                              (99,050)
                                                    Futures contracts sold 0.03%                                      22,953
                                                                                                                  ----------
    Total Softs (0.11)%                                                                                              (76,097)
                                                                                                                  ----------
Indices                                             Futures contracts purchased 1.67%                              1,195,478
                                                    Futures contracts sold 0.06%                                      41,530
                                                                                                                  ----------
    Total Indices 1.73%                                                                                            1,237,008
                                                                                                                  ----------

Total Fair Value 7.86%                                                                                            $5,639,324
                                                                                                                  =========
                                                             Investments      % of Investments
                  Country Composition                        at Fair Value      at Fair Value
                 -----------------------------            ------------------ ------------------
                 Australia                                 $    57,663               1.02%
                 Canada                                         35,485               0.63
                 France                                         33,586               0.60
                 Germany                                       312,479               5.54
                 Hong Kong                                       3,903               0.07
                 Italy                                         (10,477)             (0.19)
                 Japan                                          27,224               0.48
                 Spain                                         113,433               2.01
                 United Kingdom                              1,411,139              25.02
                 United States                               3,654,889              64.82
                                                          ------------------ ------------------
                                                            $5,639,324             100.00%
                                                          ================== ==================
</TABLE>
Percentages are based on Partners' capital unless otherwise indicated
* Due to rounding
See Accompanying Notes to Unaudited Financial Statements.

                                       5
<PAGE>

                   Smith Barney Diversified Futures Fund L.P.
             Statements of Income and Expenses and Partners' Captial
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                        Three Months Ended
                                                             March 31,
                                                  ------------------------------
                                                       2004             2003
                                                  ------------      ------------
<S>                                                     <C>             <C>
Income:
  Net gains (losses) on trading of
  commodity interests:
  Realized gains on closed positions
   and foreign currencies                          $ 12,188,662    $ 14,249,019
  Change in unrealized gains (losses)
   on open positions                                     75,541      (5,614,436)
                                                   ------------    ------------
                                                     12,264,203       8,634,583
  Interest income                                       133,288         170,862
                                                   ------------    ------------
                                                     12,397,491       8,805,445
                                                   ------------    ------------

Expenses:
  Brokerage commissions including clearing fees
    of $31,801 and $41,332, respectively              1,143,038       1,134,760
  Management fees                                       374,982         399,227
  Incentive fees                                      1,880,089       1,005,358
  Other expenses                                         22,456          22,706
                                                   ------------    ------------
                                                      3,420,565       2,562,051
                                                   ------------    ------------


  Net income                                          8,976,926       6,243,394
  Additions                                               1,801           2,186
  Redemptions                                        (1,703,458)     (1,365,742)
                                                   ------------    ------------
  Net increase in Partners' capital                   7,275,269       4,879,838

Partners' capital, beginning of period               71,727,346      68,061,947
                                                   ------------    ------------

Partners' capital, end of period                   $ 79,002,615    $ 72,941,785
                                                   ============    ============


Net asset value per Redeemable Unit
  (42,849.5747 and 47,121.1919 Redeemable
   Units outstanding at March 31, 2004
   and 2003, respectively)                         $   1,843.72    $   1,547.96
                                                   ============    ============

Net income per Redeemable Unit of
   Limited Partnership Interest and
   General Partner Unit equivalent                 $     207.08    $     129.53
                                                   ============    ============

</TABLE>

See Accompanying Notes to Unaudited Financial Statements.


                                       6
<PAGE>



                   Smith Barney Diversified Futures Fund L.P.
                            Statements of Cash Flows
                                   (Unaudited)

<TABLE>
<CAPTION>

                                                                          Three Months Ended
                                                                               March 31,
                                                                    ----------------------------
                                                                         2004            2003
                                                                     ---------------------------

<S>                                                                       <C>             <C>
Cash flows from operating activities:
    Net Income                                                       $  8,976,926    $  6,243,394
    Adjustments to reconcile net income to net cash
      provided by operating activities:
      Changes in operating assets and liabilities:
        Net unrealized appreciation (depreciation) on open futures
         positions                                                     (1,644,535)      5,212,101
        Unrealized appreciation on open forward contracts               2,420,299         774,597
        Increase in interest receivable                                   (10,630)         (8,245)
        Unrealized depreciation on open forward contracts                (851,305)       (372,262)
        Accrued expenses:
         Increase in commissions                                           37,080          30,384
         Increase (decrease) in management fees                            11,282         (21,667)
         Increase in incentive fees                                     1,118,808         950,323
         Increase in other                                                 12,655          22,707
        Increase (decrease) in redemptions payable                       (293,426)        257,100
                                                                     ------------    ------------
          Net cash provided by operating activities                     9,777,154      13,088,432
                                                                     ------------    ------------

Cash flows from financing activities:
    Proceeds from additions                                                 1,801           2,186
    Payments for redemptions                                           (1,703,458)     (1,365,742)
                                                                     ------------    ------------

           Net cash used in financing activities                       (1,701,657)     (1,363,556)
                                                                     ------------    ------------

           Net change in cash                                           8,075,497      11,724,876
           Cash, at beginning of period                                67,983,573      64,057,301
                                                                     ------------    ------------
           Cash, at end of period                                    $ 76,059,070    $ 75,782,177
                                                                     ============    ============

</TABLE>

See Accompanying Notes to Unaudited Financial Statements.

                                       7
<PAGE>


                   Smith Barney Diversified Futures Fund L.P.
                          Notes to Financial Statements
                                 March 31, 2004
                                   (Unaudited)


1.   General:

     Smith Barney Diversified Futures Fund L.P. (the "Partnership") is a limited
partnership organized under the laws of the State of New York on August 13, 1993
to engage in the  speculative  trading of a  diversified  portfolio of commodity
interests  including  futures  contracts,  options  and forward  contracts.  The
commodity  interests that are traded by the Partnership are volatile and involve
a high degree of market risk. The Partnership  commenced  trading  operations on
January 12, 1994.

     Citigroup  Managed  Futures LLC,  formerly Smith Barney Futures  Management
LLC, acts as the general partner (the "General Partner") of the Partnership. The
Partnership's  commodity  broker  is  Citigroup  Global  Markets  Inc.  ("CGM"),
formerly  Salomon Smith Barney Inc. CGM is an affiliate of the General  Partner.
The General  Partner is wholly owned by Citigroup  Global Markets  Holdings Inc.
("CGMHI"),  formerly Salomon Smith Barney Holdings Inc., which is the sole owner
of CGM. CGMHI is a wholly owned subsidiary of Citigroup Inc.  ("Citigroup").  As
of March  31,  2004,  all  trading  decisions  are made for the  Partnership  by
Campbell  &  Company,  Inc.,  Willowbridge  Associates,   Inc.,  Winton  Capital
Management   and  Graham  Capital   Management   L.P.  (each  an  "Advisor"  and
collectively, the "Advisors").

     The accompanying  financial statements are unaudited but, in the opinion of
management,  include  all  adjustments,  consisting  only  of  normal  recurring
adjustments,  necessary for a fair presentation of the  Partnership's  financial
condition at March 31, 2004 and December 31, 2003, the results of its operations
and cash  flows for the  three  months  ended  March  31,  2004 and 2003.  These
financial  statements  present the results of interim periods and do not include
all disclosures  normally  provided in annual financial  statements.  You should
read these financial statements together with the financial statements and notes
included  in the  Partnership's  annual  report  on Form  10-K  filed  with  the
Securities and Exchange Commission for the year ended December 31, 2003.

     Due to the nature of commodity  trading,  the results of operations for the
interim  periods  presented  should not be considered  indicative of the results
that may be expected for the entire year.



                                       8
<PAGE>


                   Smith Barney Diversified Futures Fund L.P.
                          Notes to Financial Statements
                                 March 31, 2004
                                   (Unaudited)
                                   (Continued)



2.   Financial Highlights:

     Changes in Net Asset Value per Redeemable Unit of Partnership  Interest for
the three months ended March 31, 2004 and 2003 were as follows:



<TABLE>
<CAPTION>


                                       Three Months Ended
                                            March 31,
                                    -----------------------
                                        2004           2003
                                    ----------    ---------
<S>                                      <C>          <C>
Net realized and unrealized
 gains*                          $     256.55 $     155.59
Interest income                          3.07         3.57
Expenses **                            (52.54)      (29.63)
                                    ---------    ---------
Increase for the period                207.08       129.53
Net Asset Value per Redeemable
 Unit, beginning of period           1,636.64     1,418.43
                                    ---------    ---------
Net Asset Value per Redeemable
Unit, end of period              $   1,843.72 $   1,547.96
                                    =========    =========


</TABLE>



*   Includes brokerage commissions.
**  Excludes brokerage commissions.





                                       9
<PAGE>

                   Smith Barney Diversified Futures Fund L.P.
                          Notes to Financial Statements
                                 March 31, 2004
                                   (Unaudited)
                                   (Continued)


<TABLE>
<CAPTION>

Financial Highlights (continued):

                                    Three Months Ended
                                         March 31,
                                     ----------------
                                       2004     2003
                                     -------  -------

<S>                                     <C>       <C>
Ratio to average net assets: ***
Net investment loss before
 incentive fees ****                   (7.5)%   (7.6)%
                                       ====     ====

Operating expenses                      8.2%     8.6%
Incentive fees                          2.5%     5.5%
                                       ----     ----
Total expenses                         10.7%    14.1%
                                       ====     ====


Total return:
Total return before incentive fees     15.3%    10.6%
Incentive fees                         (2.6)%   (1.5)%
                                       ----     ----
Total return after incentive fees      12.7%     9.1%
                                       ====     ====

</TABLE>

*** Annualized (other than incentive fees)
**** Interest income less total expenses (exclusive of incentive fees).
The  above  ratios  may vary for  individual  investors  based on the  timing of
capital  transactions  during  the  period.   Additionally,   these  ratios  are
calculated for the Limited  Partner class using the Limited  Partners'  share of
income, expenses and average net assets.


                                       10
<PAGE>

                   Smith Barney Diversified Futures Fund L.P.
                          Notes to Financial Statements
                                 March 31, 2004
                                   (Unaudited)
                                   (Continued)


3.   Trading Activities:

     The  Partnership  was formed for the  purpose  of  trading  contracts  in a
variety of commodity interests,  including derivative financial  instruments and
derivative  commodity  instruments.  The  results of the  Partnership's  trading
activities  are shown in the  Statements  of Income and Expenses  and  Partners'
Capital and are  discussed in Item 2,  Management's  Discussion  and Analysis of
Financial Condition and Results of Operations.

     The  Customer   Agreement   between  the  Partnership  and  CGM  gives  the
Partnership  the legal right to net unrealized  gains and losses on open futures
positions.

     All of the  commodity  interests  owned  by the  Partnership  are  held for
trading  purposes.  The average fair values of these interests  during the three
and twelve months ended March 31, 2004 and December 31, 2003, based on a monthly
calculation,  were $7,121,466 and $4,386,216,  respectively.  The fair values of
these commodity  interests,  including options thereon, if applicable,  at March
31, 2004 and December 31, 2003, were  $5,714,865 and  $5,639,324,  respectively.
Fair  values for  exchange  traded  commodity  futures  and options are based on
quoted market  prices for those  futures and options.  Fair values for all other
financial  instruments for which market quotations are not readily available are
based on calculations approved by the General Partner.

4.   Financial Instrument Risk:

     In the normal course of its business, the Partnership is party to financial
instruments  with  off-balance  sheet  risk,   including   derivative  financial
instruments and derivative commodity  instruments.  These financial  instruments
may  include  forwards,  futures  and  options,  whose  values are based upon an
underlying  asset,  index,  or reference  rate, and generally  represent  future
commitments  to exchange  currencies  or cash  flows,  to purchase or sell other
financial  instruments at specific terms at specified  future dates,  or, in the
case of derivative commodity instruments, to have a reasonable possibility to be
settled in cash, through physical delivery or with another financial instrument.
These  instruments  may be traded on an  exchange or  over-the-counter  ("OTC").
Exchange  traded  instruments are  standardized  and include futures and certain
option contracts.  OTC contracts are negotiated between  contracting parties and
include forwards and certain options.


                                       11
<PAGE>
                   Smith Barney Diversified Futures Fund L.P.
                          Notes to Financial Statements
                                 March 31, 2004
                                   (Unaudited)
                                   (Continued)


     Each of these  instruments  is subject to  various  risks  similar to those
related to the  underlying  financial  instruments  including  market and credit
risk. In general, the risks associated with OTC contracts are greater than those
associated  with  exchange  traded  instruments  because of the greater  risk of
default by the counterparty to an OTC contract.

     Market  risk is the  potential  for  changes in the value of the  financial
instruments traded by the Partnership due to market changes,  including interest
and foreign  exchange rate movements and  fluctuations  in commodity or security
prices.  Market risk is directly impacted by the volatility and liquidity in the
markets in which the related underlying assets are traded.

     Credit risk is the possibility  that a loss may occur due to the failure of
a counterparty to perform according to the terms of a contract. Credit risk with
respect to exchange traded instruments is reduced to the extent that an exchange
or  clearing  organization  acts  as a  counterparty  to the  transactions.  The
Partnership's  risk of loss in the event of  counterparty  default is  typically
limited to the amounts  recognized as unrealized  appreciation in the statements
of financial  condition and not represented by the contract or notional  amounts
of the  instruments.  The  Partnership  has credit risk and  concentration  risk
because the sole counterparty or broker with respect to the Partnership's assets
is CGM.

     The General Partner monitors and controls the  Partnership's  risk exposure
on a daily  basis  through  financial,  credit  and risk  management  monitoring
systems,   and  accordingly  believes  that  it  has  effective  procedures  for
evaluating and limiting the credit and market risks to which the  Partnership is
subject.  These  monitoring  systems allow the General Partner to  statistically
analyze actual trading  results with  risk-adjusted  performance  indicators and
correlation statistics. In addition,  on-line monitoring systems provide account
analysis  of  futures,   forwards  and  options  positions  by  sector,   margin
requirements, gain and loss transactions and collateral positions.

     The majority of these instruments mature within one year of March 31, 2004.
However, due to the nature of the Partnership's business,  these instruments may
not be held to maturity.



                                       12
<PAGE>




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

Liquidity and Capital Resources

     The Partnership does not engage in the sale of goods or services.  Its only
assets are its equity in its commodity  futures trading  account,  consisting of
cash, net  unrealized  appreciation  (depreciation)  on open futures and forward
contracts and interest  receivable.  Because of the low margin deposits normally
required in commodity  futures  trading,  relatively  small price  movements may
result in substantial losses to the Partnership.  While substantial losses could
lead to a  decrease  in  liquidity,  no such  losses  occurred  during the first
quarter of 2004.

     The  Partnership's  capital  consists of the capital  contributions  of the
partners as increased or decreased by realized and/or unrealized gains or losses
on  commodity  futures  trading,   expenses,   interest  income,  additions  and
redemptions of Redeemable Units and distributions of profits, if any.

     For the three months ended March 31, 2004,  Partnership  capital  increased
10.1% from  $71,727,346 to  $79,002,615.  This increase was  attributable to net
income from operations of $8,976,926 and additional  sales of 1.0797  Redeemable
Units totaling $1,801, partially offset by the redemption of 977.3476 Redeemable
Units of Limited  Partnership  Interest totaling  $1,703,458.  Persons investing
$1,000,000 or more will pay a reduced brokerage fee,  receiving the differential
in the form of additional  Redeemable Units.  Future  redemptions can impact the
amount of funds  available  for  investment in commodity  contract  positions in
subsequent periods.

Critical Accounting Policies

     The  preparation  of financial  statements  in conformity  with  accounting
principles   generally  accepted  in  the  United  States  of  America  requires
management to make estimates and assumptions that affect the reported amounts of
assets and liabilities,  disclosures of contingent assets and liabilities at the
date of the financial  statements and reported  amounts of revenues and expenses
during the reporting period. Actual results could differ from these estimates.

     All commodity interests  (including  derivative  financial  instruments and
derivative commodity  instruments) are used for trading purposes.  The commodity
interests  are  recorded on trade date and open  contracts  are  recorded in the
statements of financial  condition at fair value on the last business day of the
period,  which represents  market value for those commodity  interests for which
market  quotations are readily  available or other measures of fair value deemed
appropriate by management of the General Partner for those  commodity  interests
and foreign  currencies for which market  quotations are not readily  available.
Investments  in  commodity  interests  denominated  in  foreign  currencies  are
translated  into U.S.  dollars  at the  exchange  rates  prevailing  on the last
business day of the period.  Realized  gains  (losses) and changes in unrealized
values on open  positions are  recognized in the period in which the contract is
closed or the changes occur and are included in net gains (losses) on trading of
commodity interests.

     Foreign currency contracts are those contracts where the Partnership agrees
to receive or deliver a fixed  quantity of foreign  currency for an  agreed-upon


                                       13
<PAGE>

price on an agreed future date. Foreign currency contracts are valued daily, and
the  Partnership's net equity therein,  representing  unrealized gain or loss on
the contracts as measured by the difference between the forward foreign exchange
rates at the  date of entry  into the  contracts  and the  forward  rates at the
reporting dates, is included in the statement of financial  condition.  Realized
gains (losses) and changes in unrealized  values on foreign  currency  contracts
are  recognized  in the period in which the  contract  is closed or the  changes
occur and are included in the  statements  of income and expenses and  partners'
capital.

Results of Operations

     During the  Partnership's  first  quarter of 2004,  the Net Asset Value per
Redeemable  Unit  increased  12.7% from $1,636.64 to $1,843.72 as compared to an
increase of 9.1% in the first quarter of 2003. The Partnership experienced a net
trading gain before brokerage  commissions and related fees in the first quarter
of 2004 of  $12,264,203.  Gains were  primarily  attributable  to the trading of
commodity contracts in currencies,  energy,  grains, U.S. and non-U.S.  interest
rates, livestock, metals, indices and lumber and were partially offset by losses
in softs.  The  Partnership  experienced  a net trading  gain  before  brokerage
commissions  and related fees in the first quarter of 2003 of $8,634,583.  Gains
were primarily attributable to the trading of commodity contracts in currencies,
energy and  non-U.S.  interest  rates,  and were  partially  offset by losses in
grains, softs, livestock U.S. interest rates, metals and indices.

     The  Partnership  had a strong first quarter as the financial and commodity
trends that had carried  performance  in 2003  continued  into the first quarter
providing  profits across nearly all market sectors.  The major  contributors to
performance  were lower  interest  rates both in the U.S.  and  internationally,
weakness in the U.S.  dollar for much of the quarter and  continued  pressure on
commodity prices, particularly in base metals, energy, and grains.

     Lower interest rate trends  provided  substantial  profits for positions in
U.S. and  international  interest rate contracts in January and February.  Lower
U.S.  interest rates  combined with rising fiscal and trade deficits  pushed the
U.S. dollar lower through mid-February producing profits for the Fund's advisors
but then  began a sharp  correction  that led to losses  in March as the  dollar
regained  nearly 10%  against the euro and other  major  currencies.  Trading in
stock  market  indices  provided  profits  for the  quarter  in spite of  fairly
directionless global stock markets.

     In the commodity markets,  increased global demand for the raw materials of
economic  development,  namely base  metals,  like  copper,  nickel and aluminum
produced profitable trading.  Bullish price trends in gold, silver and palladium
were also profitable for the advisors.  Concurrently,  the demand for foodstocks
in developing countries generated profits for positions in grains,  specifically
soybeans,  corn  and  wheat.  Each of these  sectors  produced  profits  for the
quarter.  Energy trading was also  profitable for the quarter as prices of crude
oil moved to the high $30s range and natural gas prices  followed  their  normal
volatile seasonal patterns with mixed trading results for the Advisors.

     Commodity futures markets are highly volatile.  The potential for broad and
rapid price fluctuations  increases the risks involved in commodity trading, but
also increases the possibility of profit.  The  profitability of the Partnership
depends on the  existence  of major price trends and the ability of the Advisors


                                       14
<PAGE>


to correctly identify those price trends.  Price trends are influenced by, among
other things, changing supply and demand relationships,  weather,  governmental,
agricultural,   commercial  and  trade  programs  and  policies,   national  and
international  political and economic  events and changes in interest  rates. To
the extent that market trends exist and the Advisors are able to identify  them,
the Partnership expects to increase capital through operations.

     Interest income on 80% of the Partnership's daily equity maintained in cash
was earned at the monthly  average  30-day U.S.  Treasury  bill rate  determined
weekly by CGM based on the  non-competitive  yield on three month U.S.  Treasury
bills  maturing 30 days from the date in which such  weekly rate is  determined.
CGM may continue to maintain the  Partnership's  assets in cash and/or place all
of the Partnership's assets in 90-day Treasury bills and pay the Partnership 80%
of the interest earned on the Treasury bills  purchased.  CGM will retain 20% of
any  interest  earned on Treasury  bills.  Interest  income for the three months
ended March 31, 2004  decreased  by  $37,574,  as compared to the  corresponding
period in 2003. The decrease in interest income is primarily due to decreases in
interest rates during the three months ended March 31, 2004 as compared to 2003.

     Brokerage  commissions are calculated on the  Partnership's net asset value
as of the last day of each month and are  affected  by trading  performance  and
redemptions.  Accordingly, they must be compared in relation to the fluctuations
in monthly net asset  values.  Commissions  and fees for the three  months ended
March 31, 2004  increased by $8,278 as compared to the  corresponding  period in
2003. The increase in brokerage  commissions is due to an increase in net assets
during the three months ended March 31, 2004 as compared to 2003.

     Management  fees are  calculated  on the portion of the  Partnership's  net
asset value  allocated to each  Advisor at the end of the month and,  therefore,
are affected by trading  performance  and  redemptions.  Management fees for the
three  months  ended  March 31,  2004  decreased  by $24,245 as  compared to the
corresponding period in 2003.

     Incentive  fees are  based on the new  trading  profits  generated  by each
Advisor at the end of the quarter as defined in the advisory  agreements between
the Partnership,  the General Partner and each Advisor.  Trading performance for
the three months ended March 31, 2004 resulted in incentive  fees of $1,880,089.
Trading  performance  for the three  months  ended  March 31,  2003  resulted in
incentive fees of $1,005,358.



                                       15
<PAGE>



Item 3. Quantitative and Qualitative Disclosures about Market Risk


     The  Partnership  is a speculative  commodity  pool.  The market  sensitive
instruments held by it are acquired for speculative trading purposes, and all or
substantially all of the Partnership's assets are subject to the risk of trading
loss. Unlike an operating company,  the risk of market sensitive  instruments is
integral, not incidental, to the Partnership's main line of business.

     Market  movements  result  in  frequent  changes  in the fair  value of the
Partnership's open positions and,  consequently,  in its earnings and cash flow.
The  Partnership's  market  risk is  influenced  by a wide  variety of  factors,
including the level and volatility of interest  rates,  exchange  rates,  equity
price  levels,   the  value  of  financial   instruments   and  contracts,   the
diversification effects among the Partnership's open positions and the liquidity
of the markets in which it trades.

     The  Partnership  rapidly  acquires  and  liquidates  both  long and  short
positions in a wide range of different markets. Consequently, it is not possible
to predict how a particular future market scenario will affect performance,  and
the Partnership's  past performance is not necessarily  indicative of its future
results.

     Value at Risk is a measure  of the  maximum  amount  which the  Partnership
could  reasonably  be expected to lose in a given market  sector.  However,  the
inherent uncertainty of the Partnership's speculative trading and the recurrence
in the markets  traded by the  Partnership  of market  movements  far  exceeding
expectations could result in actual trading or non-trading losses far beyond the
indicated Value at Risk or the Partnership's  experience to date (i.e., "risk of
ruin").  In  light  of the  foregoing  as well as the  risks  and  uncertainties
intrinsic to all future projections, the inclusion of the quantification in this
section should not be considered to constitute  any assurance or  representation
that the  Partnership's  losses in any market sector will be limited to Value at
Risk or by the Partnership's attempts to manage its market risk.

     Exchange  maintenance margin requirements have been used by the Partnership
as the measure of its Value at Risk.  Maintenance margin requirements are set by
exchanges  to equal or exceed  the  maximum  losses  reasonably  expected  to be
incurred  in the fair value of any given  contract  in  95%-99%  of any  one-day
interval.  Maintenance  margin  has been  used  rather  than the more  generally
available  initial  margin,  because  initial  margin  includes  a  credit  risk
component, which is not relevant to Value at Risk.


                                       16
<PAGE>




     The following table indicates the trading Value at Risk associated with the
Partnership's  open  positions  by market  category as of March 31, 2004 and the
highest,  lowest and average  value at any point  during the three  months ended
March 31, 2004. All open position trading risk exposures of the Partnership have
been included in calculating  the figures set forth below. As of March 31, 2004,
the  Partnership's  total  capitalization  was  $79,002,615.  There  has been no
material change in the trading Value at Risk information previously disclosed in
the Form 10-K for the year ended December 31, 2003.


                                 March 31, 2004
                                   (Unaudited)
<TABLE>
<CAPTION>
<S>                                    <C>                    <C>               <C>                 <C>             <C>
                                                                                                Year to Date
                                                                          -------------------------------------------------
                                                           % of Total           High               Low             Average
    Market Sector                       Value at Risk   Capitalization     Value at Risk     Value at Risk     Value at Risk
----------------------------------------------------------------------------------------------------------------------------
     Currencies:
      - Exchange Traded Contracts         $684,535              0.87%       $1,572,887           $600,237          $964,607
      - OTC Contracts                      506,485              0.64%        1,146,847            506,485           804,950
     Energy                              1,566,020              1.98%        2,366,300          1,329,735         1,599,373
     Grains                                631,005              0.80%          638,455            290,102           556,772
     Interest Rates U.S.                 1,205,400              1.52%        1,230,050            484,150         1,091,433
     Interest Rates Non-U.S.             2,500,457              3.16%        3,239,942          1,252,397         2,608,024
     Livestock                             118,000              0.15%          118,000             17,000            76,233
     Metals:
      - Exchange Traded Contracts          395,500              0.50%          395,500            158,900           277,933
      - OTC Contracts                      146,675              0.19%          427,040            139,755           222,907
     Softs                                 250,758              0.32%          341,479             67,024           229,101
     Indices                             1,157,444              1.47%        3,077,151          1,139,790         2,162,646
     Lumber                                  2,200              0.00%            3,800              2,200             2,200
                                        ----------              -----
  Total                                 $9,164,479             11.60%
                                       ===========             ======
</TABLE>



                                       17
<PAGE>



Item 4.   Controls and Procedures


     Based on their  evaluation  of the  Partnership's  disclosure  controls and
procedures as of March 31, 2004, the Chief Executive Officer and Chief Financial
Officer have concluded that such controls and procedures are effective.

     There were no significant changes in the Partnership's internal controls or
in other factors that could significantly  affect such controls during the first
quarter of 2004.



                                       18
<PAGE>



                           PART II. OTHER INFORMATION


Item 1. Legal Proceedings

     The following  information  supplements and amends our discussion set forth
under Part I, Item 3 "Legal  Proceedings" in the Partnership's  Annual Report on
Form 10-K for the fiscal year ended December 31, 2003.

REGULATORY MATTERS

     Both the Department of Labor and the IRS have advised CGM that they were or
are reviewing  transactions in which Ameritech  Pension Trust purchased from CGM
and  certain  affiliates  approximately  $20.9  million in  participations  in a
portfolio of motels owned by Motels of America,  Inc. and Best Inns,  Inc.  With
respect to the IRS review, CGM and certain affiliated entities have consented to
extensions of time for the  assessment of excise taxes that may be claimed to be
due with respect to the transactions for the years 1987, 1988 and 1989.

ENRON CORP

     In July 2002, Citigroup,  CGM and certain officers were named as defendants
in an alleged  class action filed in the United  States  District  Court for the
Southern  District of New York,  brought on behalf of  purchasers  of  Citigroup
common  stock  between  July 24, 1999 and July 23,  2002.  The  complaint  seeks
unspecified compensatory and punitive damages for alleged violations of Sections
10(b) and 20(a) of the  Securities  Exchange  Act of 1934,  and for  common  law
fraud. Fourteen virtually identical complaints have been filed and consolidated.
The complaints  allege that Citigroup  misstated the extent of its Enron-related
exposure,  and that  Citigroup's  stock  price fell once the true  extent of the
company's Enron involvements became known. Plaintiffs filed an amended complaint
on March 10, 2003, which incorporated the allegations in the 15 separate actions
and added new  material  as well.  The  amended  complaint  focuses  on  certain
transaction  Citigroup did with Enron and alleged analyst conflicts of interest.
The class  period for the  consolidated  amended  complaint  is July 24, 1999 to
December  11,  2002.  On June 2, 2003,  Citigroup  filed a motion to dismiss the
consolidated  amended complaint.  Plaintiffs' response was filed on July 30, and
Citigroup's reply was filed on October 3, 2003. Oral argument before Judge Swain
was held on November 20, 2003.



                                       19
<PAGE>


Item 2. Changes in  Securities,  Use of Proceeds and Issuer  Purchases of Equity
        Securities -

        Additional  Redeemable   Units offered represent a reduced brokerage fee
        to existing  limited partners who  invested  $1,000,000 or more. For the
        three  months  ended   March 31, 2004  and 2003,  there were  additional
        sales of 1.0797  and  1.4191  Redeemable  Units   totaling   $1,801  and
        $2,186, respectively.

        Proceeds from  the  sale of additional  Redeemable Units are used in the
        trading  of  commodity  interests  including futures contracts,  options
        and forward contracts.

     The following  chart sets forth the  purchases of  Redeemable  Units by the
Partnership.

<TABLE>
<CAPTION>
<S>                                   <C>                     <C>                       <C>                    <C>
------------------------------- ----------------------- ----------------------- ---------------------- -------------------------

         Period                 (a) Total Number of     (b) Average Price       (c) Total Number of    (d) Maximum Number (or
                                Shares (or Units)       Paid per Share (or      Shares (or Units)      Approximate Dollar
                                Purchased*              Unit)**                 Purchased as Part of   Value) of Shares (or
                                                                                Publicly Announced     Units) that May Yet Be
                                                                                Plans or Programs      Purchased Under the
                                                                                                       Plans or Programs
------------------------------- ----------------------- ----------------------- ---------------------- -------------------------
January 1, 2004 - January 31,            547.6084                $1,664.78               N/A                    N/A
2004
------------------------------- ----------------------- ----------------------- ---------------------- -------------------------
February 1, 2004 - February              225.9376                $1,841.47               N/A                    N/A
29, 2004
------------------------------- ----------------------- ----------------------- ---------------------- -------------------------
March 1, 2004 - March 31, 2004           203.8016                $1,843.72               N/A                    N/A
------------------------------- ----------------------- ----------------------- ---------------------- -------------------------
Total                                    977.3476                $1,783.32               N/A                    N/A
------------------------------- ----------------------- ----------------------- ---------------------- -------------------------
</TABLE>

* Generally,  Limited Partners are permitted to redeem their Redeemable Units as
of the end of each  month on 10  days'  notice  to the  General  Partner.  Under
certain circumstances, the General Partner can compel redemption but to date the
General Partner has not exercised this right.  Purchases of Redeemable  Units by
the Partnership reflected in the chart above were made in the ordinary course of
the Partnership's  business in connection with effecting redemptions for Limited
Partners.

** Redemptions of Redeemable Units are effected as of the last day of each month
at the Net Asset Value per Redeemable Unit as of that day.



                                       20
<PAGE>

Item 3.   Defaults Upon Senior Securities - None

Item 4.   Submission of Matters to a Vote of Security Holders -  None

Item 5.   Other Information - None

Item 6.   Exhibits and Reports of Form 8-K

          (a)  The exhibits  required to be filed by Item 601 of Regulation  S-K
               are incorporated  herein by reference to the exhibit index of the
               Partnership's  Annual  Report  on Form  10-K for the  year  ended
               December 31, 2003.

               Exhibit   -  31.1  -   Rule   13a-14(a)/15d-14(a)   Certification
               (Certification of President and Director).

               Exhibit   -  31.2  -   Rule   13a-14(a)/15d-14(a)   Certification
               (Certification of Chief Financial Officer and Director).

               Exhibit - 32.1 - Section  1350  Certification  (Certification  of
               President and Director).

               Exhibit - 32.2 - Section  1350  Certification  (Certification  of
               Chief Financial Officer and Director).

          (b)   Reports on Form 8-K - None


                                       21
<PAGE>



                                   SIGNATURES

     Pursuant  to the  requirements  of Section  13 or 15 (d) 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.

SMITH BARNEY DIVERSIFIED FUTURES FUND L.P.


By:        Citigroup Managed Futures LLC
           ------------------------
           (General Partner)


By:    /s/ David J. Vogel
           ------------------------
           David J. Vogel, President and Director

Date:      5/10/04



     Pursuant to the  requirements of the Securities  Exchange Act of 1934, this
report  has  been  signed  below  by the  following  persons  on  behalf  of the
registrant and in the capacities and on the dates indicated.

By:        Citigroup Managed Futures LLC
           ------------------------
           (General Partner)


By:    /s/ David J. Vogel
           -----------------------
           David J. Vogel
           President and Director


Date:      5/10/04


By:    /s/ Daniel R. McAuliffe, Jr.
          -------------------------------------
          Daniel R. McAuliffe, Jr.
          Chief Financial Officer and Director

Date:     5/10/04



                                       22
<PAGE>


                                                                    Exhibit 31.1
                                  CERTIFICATION

I,   David J. Vogel, certify that:

1.   I have  reviewed  this  quarterly  report  on  Form  10-Q of  Smith  Barney
     Diversified Futures Fund L.P. (the "registrant");

2.   Based on my knowledge, this report does not contain any untrue statement of
     a material  fact or omit to state a  material  fact  necessary  to make the
     statements made, in light of the circumstances  under which such statements
     were made,  not  misleading  with  respect  to the  period  covered by this
     report;

3.   Based on my  knowledge,  the  financial  statements,  and  other  financial
     information  included  in  this  report,  fairly  present  in all  material
     respects the financial  condition,  results of operations and cash flows of
     the registrant as of, and for, the periods presented in this report;

4.   The  registrant's  other  certifying  officer  and  I are  responsible  for
     establishing and maintaining disclosure controls and procedures (as defined
     in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:

     a)   designed  such  disclosure  controls  and  procedures,  or caused such
          disclosure   controls  and   procedures  to  be  designed   under  our
          supervision,  to ensure  that  material  information  relating  to the
          registrant  is made  known  to us by  others  within  those  entities,
          particularly during the period in which this report is being prepared;

     b)   evaluated the  effectiveness of the registrant's  disclosure  controls
          and procedures and presented in this report our conclusions  about the
          effectiveness of the disclosure controls and procedures, as of the end
          of the period covered by this report based on such evaluation; and

     c)   disclosed  in this  report  any  change in the  registrant's  internal
          control over financial reporting that occurred during the registrant's
          most  recent  fiscal  quarter  that  has  materially  affected,  or is
          reasonably  likely to materially  affect,  the  registrant's  internal
          control over financial reporting; and

5.   The registrant's  other certifying  officer and I have disclosed,  based on
     our most recent evaluation of internal control over financial reporting, to
     the registrant's auditors and the audit committee of the registrant's board
     of directors (or persons performing the equivalent functions):

     a)   all significant  deficiencies and material weaknesses in the design or
          operation  of internal  control  over  financial  reporting  which are
          reasonably  likely to  adversely  affect the  registrant's  ability to
          record, process, summarize and report financial information; and

     b)   any fraud, whether or not material,  that involves management or other
          employees who have a  significant  role in the  registrant's  internal
          control over financial reporting.


Date: May 10, 2004
                                               /s/ David J. Vogel
                                                   --------------------------
                                                   David J. Vogel
                                                   Citigroup Managed Futures LLC
                                                   President and Director


                                       23
<PAGE>


                                                                    Exhibit 31.2
                                  CERTIFICATION

I,   Daniel R. McAuliffe, Jr., certify that:

1.   I have  reviewed  this  quarterly  report  on  Form  10-Q of  Smith  Barney
     Diversified Futures Fund L.P. (the "registrant");

2.   Based on my knowledge, this report does not contain any untrue statement of
     a material  fact or omit to state a  material  fact  necessary  to make the
     statements made, in light of the circumstances  under which such statements
     were made,  not  misleading  with  respect  to the  period  covered by this
     report;

3.   Based on my  knowledge,  the  financial  statements,  and  other  financial
     information  included  in  this  report,  fairly  present  in all  material
     respects the financial  condition,  results of operations and cash flows of
     the registrant as of, and for, the periods presented in this report;

4.   The  registrant's  other  certifying  officer  and  I are  responsible  for
     establishing and maintaining disclosure controls and procedures (as defined
     in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:

     a)   designed  such  disclosure  controls  and  procedures,  or caused such
          disclosure   controls  and   procedures  to  be  designed   under  our
          supervision,  to ensure  that  material  information  relating  to the
          registrant  is made  known  to us by  others  within  those  entities,
          particularly during the period in which this report is being prepared;

     b)   evaluated the  effectiveness of the registrant's  disclosure  controls
          and procedures and presented in this report our conclusions  about the
          effectiveness of the disclosure controls and procedures, as of the end
          of the period covered by this report based on such evaluation; and

     c)   disclosed  in this  report  any  change in the  registrant's  internal
          control over financial reporting that occurred during the registrant's
          most  recent  fiscal  quarter  that  has  materially  affected,  or is
          reasonably  likely to materially  affect,  the  registrant's  internal
          control over financial reporting; and

5.   The registrant's  other certifying  officer and I have disclosed,  based on
     our most recent evaluation of internal control over financial reporting, to
     the registrant's auditors and the audit committee of the registrant's board
     of directors (or persons performing the equivalent functions):

     a)   all significant  deficiencies and material weaknesses in the design or
          operation  of internal  control  over  financial  reporting  which are
          reasonably  likely to  adversely  affect the  registrant's  ability to
          record, process, summarize and report financial information; and

     b)   any fraud, whether or not material,  that involves management or other
          employees who have a  significant  role in the  registrant's  internal
          control over financial reporting.


Date: May 10, 2004
                                        /s/ Daniel R. McAuliffe, Jr.
                                            ---------------------------
                                            Daniel R. McAuliffe, Jr.
                                            Citigroup Managed Futures LLC
                                            Chief Financial Officer and Director


                                       24
<PAGE>


                                  Exhibit 32.1
                            CERTIFICATION PURSUANT TO
                             18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


     In connection with the Quarterly Report of Smith Barney Diversified Futures
Fund L.P. (the  "Partnership") on Form 10-Q for the period ending March 31, 2004
as filed with the  Securities  and Exchange  Commission  on the date hereof (the
"Report"),  I, David J.  Vogel,  President  and  Director of  Citigroup  Managed
Futures LLC, certify, pursuant to 18 U.S.C. ss. 1350, as adopted pursuant to ss.
906 of the Sarbanes-Oxley Act of 2002, that:

          (1)  The Report fully complies with the  requirements of section 13(a)
               or 15(d) of the Securities Exchange Act of 1934; and

          (2)  The information  contained in the Report fairly presents,  in all
               material respects, the financial condition, results of operations
               and cash flows of the Partnership.

/s/ Davis J. Vogel
--------------------------
David J. Vogel
Citigroup Managed Futures LLC
President and Director

May 10, 2004



                                       25
<PAGE>



                                                                    Exhibit 32.2
                            CERTIFICATION PURSUANT TO
                             18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


     In connection with the Quarterly Report of Smith Barney Diversified Futures
Fund L.P. (the  "Partnership") on Form 10-Q for the period ending March 31, 2004
as filed with the  Securities  and Exchange  Commission  on the date hereof (the
"Report"), I, Daniel R. McAuliffe,  Jr., Chief Financial Officer and Director of
Citigroup  Managed  Futures LLC,  certify,  pursuant to 18 U.S.C.  ss. 1350,  as
adopted pursuant to ss. 906 of the Sarbanes-Oxley Act of 2002, that:

          (1)  The Report fully complies with the  requirements of section 13(a)
               or 15(d) of the Securities Exchange Act of 1934; and

          (2)  The information  contained in the Report fairly presents,  in all
               material respects, the financial condition, results of operations
               and cash flows of the Partnership.

/s/ Daniel R. McAuliffe, Jr.
----------------------------
Daniel R. McAuliffe, Jr.
Citigroup Managed Futures LLC
Chief Financial Officer and Director

May 10, 2004



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