UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, D.C. 20549
 FORM 10-Q
 þ
    
    Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 For
the quarterly period ended March 31, 2008
 or
 o
    
    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: 0-22260
 CAMPBELL STRATEGIC ALLOCATION FUND, L.P.
  Delaware
    
    52-1823554(State of Organization)
    
    (IRS Employer Identification Number)
 Baltimore, Maryland 21204
 (410) 296-3301
  þ o
  Large accelerated filer o
    
    Accelerated filer o
    
    Non-accelerated filer þ(Do not check if a smaller reporting company)
    
    Smaller reporting company o
  o þ
   30




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##### 



PagePART I  FINANCIAL INFORMATIONItem 1. Financial StatementsCondensed Schedules of Investments as of March 31, 2008 (Unaudited)
and December 31, 2007
    
    
    3-6Statements of Financial Condition as of March 31, 2008 (Unaudited)
and December 31, 2007
    
    
    7Statements of Operations for the Three Months Ended
March 31, 2008 and 2007 (Unaudited)
    
    
    8Statements of Cash Flows for the Three Months Ended
March 31, 2008 and 2007 (Unaudited)
    
    
    9Statements of Changes in Partners Capital (Net Asset Value)
for the Three Months Ended March 31, 2008 and 2007 (Unaudited)
    
    
    10Financial Highlights for the Three Months Ended
March 31, 2008 and 2007 (Unaudited)
    
    
    11Notes to Financial Statements (Unaudited)
    
    
    12-17Item 2. Managements Discussion and Analysis of Financial Condition and
Results of Operations
    
    
    18-22Item 3. Quantitative and Qualitative Disclosure About Market Risk
    
    
    22-28Item 4T. Controls and Procedures
    
    
    28PART II  OTHER INFORMATION
    
    
    29Item 6. Exhibits and Reports on Form 8-K
    
    
    29SIGNATURESCERTIFICATIONS




---



##### 



UNITED
STATES GOVERNMENT SECURITIES*
 Maturity
    
    
    Maturity
    
    
    
    
    
    
    
    
    % of NetFace Value
    
    
    Date
    
    
    Description
    

Values ($)
    
    
    Asset Value$
    950,000,000
    
    
    
    05/01/2008
    
    
    U.S. Treasury Bills
    
    $
    948,297,917
    
    
    
    28.86
    %$
    650,000,000
    
    
    
    06/12/2008
    
    
    U.S. Treasury Bills
    
    $
    648,115,000
    
    
    
    19.73
    %$
    500,000,000
    
    
    
    04/03/2008
    
    
    U.S. Treasury Bills
    
    $
    499,911,666
    
    
    
    15.22
    %$
    500,000,000
    
    
    
    05/15/2008
    
    
    U.S. Treasury Bills
    
    $
    498,680,000
    
    
    
    15.18
    %$
    400,000,000
    
    
    
    04/10/2008
    
    
    U.S. Treasury Bills
    
    $
    399,687,000
    
    
    
    12.17
    %$
    200,000,000
    
    
    
    04/24/2008
    
    
    U.S. Treasury Bills
    
    $
    199,725,278
    
    
    
    6.08
    %Total United States government securities(cost, including accrued interest, - $3,194,416,861)
    
    $
    3,194,416,861
    
    
    
    97.24
    %
 LONG FUTURES CONTRACTS
 DescriptionEnergy
    
    $
    (3,308,466
    )
    
    
    (0.10
    )%Metals
    
    $
    (2,065,696
    )
    
    
    (0.06
    )%Stock indices
    
    $
    1,266,111
    
    
    
    0.04
    %Short-term interest rates
    
    $
    (990,597
    )
    
    
    (0.03
    )%Long-term interest rates
    
    $
    (9,847,159
    )
    
    
    (0.30
    )%Total long futures contracts
    
    $
    (14,945,807
    )
    
    
    (0.45
    )%
 SHORT FUTURES CONTRACTS
 DescriptionEnergy
    
    $
    (1,900,760
    )
    
    
    (0.06
    )%Metals
    
    $
    63,028
    
    
    
    0.00
    %Stock indices
    
    $
    (21,748,355
    )
    
    
    (0.66
    )%Long-term interest rates
    
    $
    2,148,085
    
    
    
    0.07
    %Total short futures contracts
    
    $
    (21,438,002
    )
    
    
    (0.65
    )%Total futures contracts
    
    $
    (36,383,809
    )
    
    
    (1.10
    )%
 See Accompanying Notes to Financial Statements.
 -3-




---



##### 



FORWARD CURRENCY CONTRACTS
 % of NetDescription
    
    Values ($)
    
    
    Asset ValueVarious long forward currency contracts
    
    $
    38,430,217
    
    
    
    1.17
    %Various short forward currency contracts
    
    $
    (19,226,154
    )
    
    
    (0.59
    )%Total forward currency contracts
    
    $
    19,204,063
    
    
    
    0.58
    %
 PURCHASED OPTIONS ON FORWARD CURRENCY CONTRACTS
 DescriptionPurchased options on forward currency contracts
(premiums paid -$1,304,396)
    
    $
    1,357,878
    
    
    
    0.04
    %
 WRITTEN OPTIONS ON FORWARD CURRENCY CONTRACTS
 DescriptionWritten options on forward currency contracts
(premiums received - $864,357)
    
    $
    (745,829
    )
    
    
    (0.02
    )%
 
 *
    
    Pledged as collateral for the trading of futures, forward and option positions. See Accompanying Notes to Financial Statements.
 -4-




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##### 



UNITED STATES GOVERNMENT SECURITIES*
 Maturity
    
    
    Maturity
    
    
    
    
    
    
    
    
    % of NetFace Value
    
    
    Date
    
    
    Description
    
    Values ($)
    
    
    Asset Value$
    1,000,000,000
    
    
    
    03/13/2008
    
    
    U.S. Treasury Bills
    
    $
    994,400,000
    
    
    
    26.15
    %$
    950,000,000
    
    
    
    01/31/2008
    
    
    U.S. Treasury Bills
    
    $
    946,956,042
    
    
    
    24.90
    %$
    500,000,000
    
    
    
    01/03/2008
    
    
    U.S. Treasury Bills
    
    $
    499,893,889
    
    
    
    13.14
    %$
    500,000,000
    
    
    
    02/14/2008
    
    
    U.S. Treasury Bills
    
    $
    497,952,778
    
    
    
    13.09
    %$
    400,000,000
    
    
    
    01/10/2008
    
    
    U.S. Treasury Bills
    
    $
    399,612,000
    
    
    
    10.51
    %$
    200,000,000
    
    
    
    01/24/2008
    
    
    U.S. Treasury Bills
    
    $
    199,518,278
    
    
    
    5.25
    %Total United States government securities(cost, including accrued interest, - $3,538,332,987)
    
    $
    3,538,332,987
    
    
    
    93.04
    %
 LONG FUTURES CONTRACTS
 DescriptionEnergy
    
    $
    9,164,371
    
    
    
    0.24
    %Metals
    
    $
    3,590,807
    
    
    
    0.09
    %Stock indices
    
    $
    12,447,403
    
    
    
    0.33
    %Short-term interest rates
    
    $
    5,705,646
    
    
    
    0.15
    %Long-term interest rates
    
    $
    3,926,133
    
    
    
    0.10
    %Total long futures contracts
    
    $
    34,834,360
    
    
    
    0.91
    %
 SHORT FUTURES CONTRACTS
 DescriptionEnergy
    
    $
    (6,965,096
    )
    
    
    (0.18
    )%Metals
    
    $
    977,188
    
    
    
    0.03
    %Stock indices
    
    $
    1,128,791
    
    
    
    0.03
    %Short-term interest rates
    
    $
    (4,858,209
    )
    
    
    (0.13
    )%Long-term interest rates
    
    $
    906,222
    
    
    
    0.02
    %Total short futures contracts
    
    $
    (8,811,104
    )
    
    
    (0.23
    )%Total futures contracts
    
    $
    26,023,256
    
    
    
    0.68
    %
 See Accompanying Notes to Financial Statements.
 -5-




---



##### 



FORWARD CURRENCY CONTRACTS
 % of NetDescription
    
    Values ($)
    
    
    Asset ValueVarious long forward currency contracts
    
    $
    (63,863,691
    )
    
    
    (1.68
    )%Various short forward currency contracts
    
    $
    (23,676,753
    )
    
    
    (0.62
    )%Total forward currency contracts
    
    $
    (87,540,444
    )
    
    
    (2.30
    )%
 PURCHASED OPTIONS ON FORWARD CURRENCY CONTRACTS
 DescriptionPurchased options on forward currency contracts
(premiums paid - $7,987,556)
    
    $
    5,400,578
    
    
    
    0.14
    %
 WRITTEN OPTIONS ON FORWARD CURRENCY CONTRACTS
 DescriptionWritten options on forward currency contracts
(premiums received - $4,485,004)
    
    $
    (2,090,429
    )
    
    
    (0.05
    )%
 
 *
    
    Pledged as collateral for the trading of futures, forward and option positions. See Accompanying Notes to Financial Statements.
 -6-




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##### 



March 31,
    
    
    December 31,2008
    
    
    2007ASSETSEquity in broker trading accountsCash
    
    $
    199,822,579
    
    
    $
    274,531,263United States government securities
    
    
    1,346,520,278
    
    
    
    1,691,871,056Net unrealized gain (loss) on open futures contracts
    
    
    (36,383,809
    )
    
    
    26,023,256Total equity in broker trading accounts
    
    
    1,509,959,048
    
    
    
    1,992,425,575Cash and cash equivalents
    
    
    96,224,221
    
    
    
    241,657,307United States government securities
    
    
    1,847,896,583
    
    
    
    1,846,461,931Options purchased, at fair value
(premiums paid - $1,304,396 and $7,987,556, respectively)
    
    
    1,357,878
    
    
    
    5,400,578Net unrealized gain (loss) on open forward currency contracts
    
    
    19,204,063
    
    
    
    (87,540,444
    )Interest receivable
    
    
    447,752
    
    
    
    1,096,076Subscriptions receivable
    
    
    393,067
    
    
    
    84,113Other assets
    
    
    2,911
    
    
    
    0Total assets
    
    $
    3,475,485,523
    
    
    $
    3,999,585,136LIABILITIESAccounts payable
    
    $
    394,646
    
    
    $
    802,775Brokerage fee
    
    
    20,228,379
    
    
    
    23,262,515Options written, at fair value
(premiums received - $864,357 and $4,485,004, respectively)
    
    
    745,829
    
    
    
    2,090,429Accrued commissions and other trading fees on open contracts
    
    
    252,839
    
    
    
    692,664Offering costs payable
    
    
    557,440
    
    
    
    659,698Redemptions payable
    
    
    168,019,339
    
    
    
    168,685,490Total liabilities
    
    
    190,198,472
    
    
    
    196,193,571PARTNERS CAPITAL (Net Asset Value)General Partner - 12,987.982 and 19,227.982 units outstanding at
March 31, 2008 and December 31, 2007
    
    
    34,940,139
    
    
    
    51,351,210Limited Partners - 1,208,220.978 and 1,404,914.962 units outstanding at
March 31, 2008 and December 31, 2007
    
    
    3,250,346,912
    
    
    
    3,752,040,355Total partners capital (Net Asset Value)
    
    
    3,285,287,051
    
    
    
    3,803,391,565Total liabilities and partners capital (Net Asset Value)
    
    $
    3,475,485,523
    
    
    $
    3,999,585,136
 See Accompanying Notes to Financial Statements.
 -7-




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##### 



Three Months EndedMarch 31,2008
    
    
    2007TRADING GAINS (LOSSES)Futures trading gains (losses)Realized
    
    $
    118,257,271
    
    
    $
    (31,260,544
    )Change in unrealized
    
    
    (62,407,065
    )
    
    
    (122,200,367
    )Brokerage commissions
    
    
    (1,138,789
    )
    
    
    (2,077,321
    )Net gain (loss) from futures trading
    
    
    54,711,417
    
    
    
    (155,538,232
    )Forward currency and options on forward currency trading gains (losses)Realized
    
    
    (96,674,664
    )
    
    
    (31,587,574
    )Change in unrealized
    
    
    107,108,920
    
    
    
    (159,062,998
    )Brokerage commissions
    
    
    (178,106
    )
    
    
    (1,220,867
    )Net gain (loss) from forward currency and options on forward
currency trading
    
    
    10,256,150
    
    
    
    (191,871,439
    )Total net trading gain (loss)
    
    
    64,967,567
    
    
    
    (347,409,671
    )INTEREST INCOME NET OF EXPENSESIncomeInterest income
    
    
    27,042,320
    
    
    
    66,824,278ExpensesBrokerage fee
    
    
    63,882,568
    
    
    
    96,257,670Operating expenses
    
    
    499,100
    
    
    
    582,887Total expenses
    
    
    64,381,668
    
    
    
    96,840,557Interest income net of expenses
    
    
    (37,339,348
    )
    
    
    (30,016,279
    )NET INCOME (LOSS)
    
    $
    27,628,219
    
    
    $
    (377,425,950
    )NET INCOME (LOSS) PER GENERAL AND LIMITED PARTNER UNIT 
(based on
weighted average number of units outstanding during the period)
    
    $
    20.41
    
    
    $
    (210.38
    )INCREASE (DECREASE) IN NET ASSET VALUE PER GENERAL AND LIMITED PARTNER
UNIT
    
    $
    19.54
    
    
    $
    (212.74
    )
 See Accompanying Notes to Financial Statements.
 -8-




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##### 



Three Months EndedMarch 31,2008
    
    
    2007Cash flows from (for) operating activitiesNet income (loss)
    
    $
    27,628,219
    
    
    $
    (377,425,950
    )Adjustments to reconcile net income (loss) to net cash from
(for) operating activitiesNet change in unrealized
    
    
    (44,701,855
    )
    
    
    281,263,365(Increase) decrease in restricted cash
    
    
    0
    
    
    
    64,472,902(Increase) decrease in option premiums paid
    
    
    6,683,160
    
    
    
    (869,531
    )Increase (decrease) in option premiums received
    
    
    (3,620,647
    )
    
    
    469,502(Increase) decrease in interest receivable
    
    
    648,324
    
    
    
    1,193,156(Increase) decrease in other assets
    
    
    (2,911
    )
    
    
    0Increase (decrease) in accounts payable and accrued expenses
    
    
    (3,882,090
    )
    
    
    (4,246,060
    )Net maturities (purchases) of investments in United States government securities
    
    
    343,916,126
    
    
    
    (298,308,851
    )Net cash from (for) operating activities
    
    
    326,668,326
    
    
    
    (333,451,467
    )Cash flows from (for) financing activitiesAddition of units
    
    
    19,225,851
    
    
    
    29,082,638Redemption of units
    
    
    (564,395,156
    )
    
    
    (182,581,102
    )Offering costs paid
    
    
    (1,640,791
    )
    
    
    (1,817,634
    )Net cash from (for) financing activities
    
    
    (546,810,096
    )
    
    
    (155,316,098
    )Net increase (decrease) in cash and cash equivalents
    
    
    (220,141,770
    )
    
    
    (488,767,565
    )Cash and cash equivalentsBeginning of period
    
    
    516,188,570
    
    
    
    1,707,078,283End of period
    
    $
    296,046,800
    
    
    $
    1,218,310,718End of period cash and cash equivalents consists of:Cash in broker trading accounts
    
    $
    199,822,579
    
    
    $
    1,029,669,581Cash and cash equivalents
    
    
    96,224,221
    
    
    
    188,641,137Total end of period cash and cash equivalents
    
    $
    296,046,800
    
    
    $
    1,218,310,718
 See Accompanying Notes to Financial Statements.
 -9-




---



##### 



Partners CapitalGeneral Partner
    
    
    Limited Partners
    
    
    TotalUnits
    
    
    Amount
    
    
    Units
    
    
    Amount
    
    
    Units
    
    
    AmountThree Months Ended March 31, 2008Balances at December 31, 2007
    
    
    19,227.982
    
    
    $
    51,351,210
    
    
    
    1,404,914.962
    
    
    $
    3,752,040,355
    
    
    
    1,424,142.944
    
    
    $
    3,803,391,565Net income (loss) for the
three months ended March
31, 2008
    
    
    
    
    
    
    434,093
    
    
    
    
    
    
    
    27,194,126
    
    
    
    
    
    
    
    27,628,219Additions
    
    
    0.000
    
    
    
    0
    
    
    
    7,291.545
    
    
    
    19,534,805
    
    
    
    7,291.545
    
    
    
    19,534,805Redemptions
    
    
    (6,240.000
    )
    
    
    (16,825,973
    )
    
    
    (203,985.529
    )
    
    
    (546,903,032
    )
    
    
    (210,225.529
    )
    
    
    (563,729,005
    )Offering costs
    
    
    
    
    
    
    (19,191
    )
    
    
    
    
    
    
    (1,519,342
    )
    
    
    
    
    
    
    (1,538,533
    )Balances at March 31, 2008
    
    
    12,987.982
    
    
    $
    34,940,139
    
    
    
    1,208,220.978
    
    
    $
    3,250,346,912
    
    
    
    1,221,208.960
    
    
    $
    3,285,287,051Three Months Ended March 31,
2007Balances at December 31, 2006
    
    
    19,222.982
    
    
    $
    60,149,864
    
    
    
    1,787,882.705
    
    
    $
    5,594,390,302
    
    
    
    1,807,105.687
    
    
    $
    5,654,540,166Net income
(loss) for the three months ended March 31, 2007
    
    
    
    
    
    
    (4,069,927
    )
    
    
    
    
    
    
    (373,356,023
    )
    
    
    
    
    
    
    (377,425,950
    )Additions
    
    
    0.000
    
    
    
    0
    
    
    
    9,656.144
    
    
    
    29,082,638
    
    
    
    9,656.144
    
    
    
    29,082,638Redemptions
    
    
    0.000
    
    
    
    0
    
    
    
    (52,592.952
    )
    
    
    (159,493,041
    )
    
    
    (52,592.952
    )
    
    
    (159,493,041
    )Offering costs
    
    
    
    
    
    
    (19,570
    )
    
    
    
    
    
    
    (1,807,692
    )
    
    
    
    
    
    
    (1,827,262
    )Balances at March 31, 2007
    
    
    19,222.982
    
    
    $
    56,060,367
    
    
    
    1,744,945.897
    
    
    $
    5,088,816,184
    
    
    
    1,764,168.879
    
    
    $
    5,144,876,551
 Net Asset Value per General and Limited Partner UnitMarch 31, 2008
    
    
    
    
    December 31, 2007
    
    
    March 31, 2007
    
    
    December 31, 2006$
    2,690.19
    
    
    
    
    $
    2,670.65
    
    
    $
    2,916.32
    
    
    $
    3,129.06
 See Accompanying Notes to Financial Statements.
 -10-




---



##### 



Three Months EndedMarch 31,2008
    
    
    2007Per Unit Performance(for a unit outstanding throughout the entire period)Net asset value per unit at beginning of period
    
    $
    2,670.65
    
    
    $
    3,129.06Income (loss) from operations:Total net trading gains (losses) (1)
    
    
    48.27
    
    
    
    (194.99
    )Interest income net of expenses (1)
    
    
    (27.59
    )
    
    
    (16.73
    )Total net income (loss) from operations
    
    
    20.68
    
    
    
    (211.72
    )Offering costs (1)
    
    
    (1.14
    )
    
    
    (1.02
    )Net asset value per unit at end of period
    
    $
    2,690.19
    
    
    $
    2,916.32Total Return(3)
    
    
    0.73
    %
    
    
    (6.80
    )%Supplemental DataRatios to average net asset value:Expenses prior to performance fee (4)
    
    
    7.20
    %
    
    
    7.05
    %Performance fee (3)
    
    
    0.00
    %
    
    
    0.00
    %Total expenses
    
    
    7.20
    %
    
    
    7.05
    %Interest
income net of expenses (2),(4),(5)
    
    
    (4.18
    )%
    
    
    (2.18
    )%
 Total returns are calculated based on the change in value of a unit during the period. An
individual partners total returns and ratios may vary from the above total returns and ratios
based on the timing of additions and redemptions.
 
 (1)
    
    Interest income net of expenses per unit and offering costs per unit are calculated by
dividing the interest income net of expenses and offering costs by the average number of
units outstanding during the period. Total net trading gains (losses) is a balancing amount
necessary to reconcile the change in net asset value per unit with the other per unit
information.(2)
    
    Excludes performance fee.(3)
    
    Not annualized(4)
    
    Annualized(5)
    
    Interest income net of expenses is shown as a positive amount when interest income exceeds
expenses excluding the performance fee for the period and is shown as a negative amount when
expenses excluding performance fee exceed interest income for the period. See Accompanying Notes to Financial Statements.
 -11-




---



##### 



Note 1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 A.
    
    General Description of the FundCampbell Strategic Allocation Fund, L.P. (the Fund) is a Delaware limited partnership
which operates as a commodity investment pool. The Fund engages in the speculative
trading of futures contracts, forward currency contracts and options on forward currency
contracts.B.
    
    RegulationAs a registrant with the Securities and Exchange Commission, the Fund is subject to the
regulatory requirements under the Securities Act of 1933 and the Securities Exchange Act of
1934. As a commodity investment pool, the Fund is subject to the regulations of the
Commodity Futures Trading Commission, an agency of the United States (U.S.) government which
regulates most aspects of the commodity futures industry; rules of the National Futures
Association, an industry self-regulatory organization; and the requirements of the various
commodity exchanges where the Fund executes transactions. Additionally, the Fund is subject
to the requirements of futures commission merchants (brokers) and interbank market makers
through which the Fund trades.C.
    
    Method of ReportingThe Funds financial statements are presented in accordance with accounting principles
generally accepted in the United States of America, which may require the use of certain
estimates made by the Funds management. Actual results may differ from these estimates.
Investment transactions are accounted for on the trade date. Gains or losses are realized
when contracts are liquidated. Unrealized gains and losses on open contracts (the difference
between contract trade price and market price) are reported in the statement of financial
condition as a net gain or loss, as there exists a right of offset of unrealized gains or
losses in accordance with Financial Accounting Standards Board Interpretation No. 39 -
Offsetting of Amounts Related to Certain Contracts. The market value of futures
(exchange-traded) contracts is determined by the various futures exchanges, and reflects the
settlement price for each contract as of the close of the last business day of the reporting
period. The market value of forward currency (non-exchange traded) contracts was
extrapolated on a forward basis from the spot prices quoted as of 3:00 P.M. (E.T.) of the
last business day of the reporting period or based on the market value of its
exchange-traded equivalent.The market value of option (non-exchange traded) contracts is calculated by applying an
industry-standard adaptation of the Black-Scholes options valuation model to foreign
currency options, using as input, the spot prices, interest rates and option implied
volatilities quoted as of 3:00 P.M. (E.T.) on the last business day of the reporting period.
Any change in net unrealized gain or loss from the preceding period is reported in the
statement of operations.When the Fund writes an option, an amount equal to the premium received by the Fund is
reflected as an asset and an equivalent liability. The amount of the liability is
subsequently marked-to-market to reflect the current market value of option written.
Brokerage commissions include other trading fees and are charged to expense when contracts
are opened. United States government securities are stated at cost plus accrued interest,
which approximates market value.For purposes of both financial reporting and calculation of redemption value, Net Asset
Value per unit is calculated by dividing Net Asset Value by the number of outstanding
units.The Fund adopted the provisions of Statement of Financial Accounting Statement No. 157 -
Fair Value Measurement, or SFAS 157, as of January 1, 2008. SFAS 157 provides guidance for
determining fair value and requires increased disclosure regarding the inputs to valuation
techniques used to measure fair value. SFAS 157 defines fair value as the price that would
be received to sell an asset or paid to transfer a liability in
 -12-




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##### 



an orderly transaction between market participants at the measurement date.SFAS No. 157 establishes a fair value hierarchy which prioritizes the inputs to valuation
techniques used to measure fair value into three broad levels. The fair value hierarchy gives
the highest priority to quoted prices (unadjusted) in active markets for identical assets or
liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3).Level 1 inputs are quotes prices (unadjusted) in active markets for identical assets or
liabilities that the Fund has the ability to access at the measurement date. An active market
for the asset or liability is a market in which transactions for the asset or liability occur
with sufficient frequency and volume to provide pricing information on an ongoing basis. The
value of the Funds exchange-traded futures contracts fall in this category.Level 2 inputs are inputs other than quotes prices included in Level 1 that are observable
for the asset or liability, either directly or indirectly. This category includes forward
currency contracts and options on forward currency contracts that Fund values using models or
other valuation methodologies derived from observable market data.Level 3 inputs are unobservable inputs for an asset or liability (including the Funds own
assumptions used in determining the fair value of investments). Unobservable inputs shall be
used to measure fair value to the extent that observable inputs are not available, thereby
allowing for situations in which there is little, if any, market activity for the asset or
liability at the measurement date. As of and for the three-month period ended March 31, 2008,
the Fund did not have any Level 3 assets or liabilities.The following table sets forth by level within the fair value hierarchy the Funds
investments accounted for at fair value on a reoccurring basis as of March 31, 2008.
 Fair Value at March 31, 2008Description
    
    Level 1
    
    
    Level 2
    
    
    Level 3
    
    
    TotalInvestmentsU.S. Treasury Bills
    
    $
    3,194,416,861
    
    
    $
    0
    
    
    $
    0
    
    
    $
    3,194,416,861Other Financial InstrumentsExchange-traded futures contracts
    
    
    (36,383,809
    )
    
    
    0
    
    
    
    0
    
    
    
    (36,383,809
    )Forward currency contracts
    
    
    0
    
    
    
    19,204,063
    
    
    
    0
    
    
    
    19,204,063Options purchased
    
    
    0
    
    
    
    1,357,878
    
    
    
    0
    
    
    
    1,357,878Options written
    
    
    0
    
    
    
    (745,829
    )
    
    
    0
    
    
    
    (745,829
    )Total
    
    $
    3,158,033,052
    
    
    $
    19,816,112
    
    
    $
    0
    
    
    $
    3,177,849,164
 D.
    
    Cash and Cash EquivalentsCash and cash equivalents includes cash and short-term investments in fixed income
securities held at financial institutions.
 -13-




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##### 



E.
    
    Income TaxesThe Fund prepares calendar year U.S. and applicable state information tax returns and
reports to the partners their allocable shares of the Funds income, expenses and trading
gains or losses. No provision for income taxes has been made in the accompanying financial
statements as each partner is individually responsible for reporting income or loss based on
such partners respective share of the Funds income and expenses as reported for income tax
purposes.Management has evaluated the application of Financial Accounting Standards Board (FASB)
Interpretation No. 48, Accounting for Uncertainty in Income Taxes  an interpretation of
FASB Statement No. 109(FIN 48), to the Fund, and has determined that the adoption of FIN 48
does not have a material impact on the Funds financial statements. The Fund files federal
and state tax returns. The 2004 through 2007 tax years generally remain subject to
examination by the U.S. federal and most state tax authorities.F.
    
    Offering CostsCampbell & Company, Inc. (Campbell & Company) has incurred all costs in connection with the
initial and continuous offering of units of the Fund (offering costs). The Funds liability
for offering costs is limited to the maximum of total offering costs incurred by Campbell &
Company or 2.5% of the aggregate subscriptions accepted during the initial and continuous
offerings; this maximum is further limited by 30 month pay-out schedules. The Fund is only
liable for payment of offering costs on a monthly basis as calculated based on the
limitations stated above. At March 31, 2008, and December 31, 2007, the Fund reflects a
liability in the statement of financial condition for offering costs payable to Campbell &
Company of $557,440 and $659,698, respectively. The amount of monthly reimbursement due to
Campbell & Company is charged directly to partners capital.If the Fund terminates prior to completion of payment of the calculated amounts to Campbell
& Company, Campbell & Company will not be entitled to any additional payments, and the Fund
will have no further obligation to Campbell & Company. At March 31, 2008 and December 31,
2007, the amount of unreimbursed offering costs incurred by Campbell & Company is $815,536
and $1,164,118, respectively.G.
    
    Foreign Currency TransactionsThe Funds functional currency is the U.S. dollar; however, it transacts business in
currencies other than the U.S. dollar. Assets and liabilities denominated in currencies
other than the U.S. dollar are translated into U.S. dollars at the rates in effect at the
date of the statement of financial condition. Income and expense items denominated in
currencies other than the U.S. dollar are translated into U.S. dollars at the rates in
effect during the period. Gains and losses resulting from the translation to U.S. dollars
are reported in income.H.
    
    Recently Issued Accounting PronouncementsIn March 2008, the Financial Accounting Standards Board (FASB) issued Statement of Financial
Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging
Activities  an amendment of FASB Statement No. 133 (SFAS 161). SFAS 161 establishes,
amoung other things, the disclosure requirements for derivative instruments and for hedging
activities. SFAS 161 is effective for financial statements issued for fiscal years beginning
after November 15, 2008, and interim periods within those fiscal years. The impact on the
Funds financial statement disclosures, if any, is currently being assessed.
 Note 2. GENERAL PARTNER AND COMMODITY TRADING ADVISOR
 The general partner of the Fund is Campbell & Company, which conducts and manages the
business of the Fund. Campbell & Company is also the commodity trading advisor of the Fund.
The Amended Agreement of Limited Partnership provides that Campbell & Company may make
withdrawals of its units, provided that such withdrawals do not reduce Campbell & Companys
aggregate percentage interest in the Fund to less than 1% of the net aggregate
contributions.
 -14-




---



##### 



Campbell & Company is required by the Amended Agreement of Limited Partnership to maintain a
net worth equal to at least 5% of the capital contributed by all the limited partnerships
for which it acts as general partner, including the Fund. The minimum net worth shall in no
case be less than $50,000 nor shall net worth in excess of $1,000,000 be required.The Fund pays a monthly brokerage fee equal to 1/12 of 7% (7% annualized) of month end net
assets to Campbell & Company and approximately $6 per round turn to the broker for execution
and clearing costs. From the 7% fee, a portion (4%) is used to compensate selling agents for
ongoing services rendered and a portion (3%) is retained by Campbell & Company for trading
and management services rendered. The amount paid to the broker and interbank market makers
for execution and clearing costs is limited to 1/12 of 1% (1% annualized) of month-end net
assets.Campbell & Company is also paid a quarterly performance fee of 20% of the Funds
aggregate cumulative appreciation in the Net Asset Value per unit, exclusive of
appreciation attributable to interest income.
 Note 3. DEPOSITS WITH BROKERS
 The Fund deposits assets with brokers subject to Commodity Futures Trading Commission
regulations and various exchange and broker requirements. Margin requirements are satisfied
by the deposit of U.S. Treasury bills and cash with such brokers. The Fund earns interest
income on its assets deposited with the brokers.
 Note 4. OPERATING EXPENSES
 Operating expenses of the Fund are limited by the Amended Agreement of Limited
Partnership to 0.5% per year of the average month-end Net Asset Value of the Fund.
Actual operating expenses were less than 0.5% (annualized) of average month-end Net
Asset Value for the three months ended March 31, 2008, and 2007.
 Note 5. SUBSCRIPTIONS, DISTRIBUTIONS AND REDEMPTIONS
 Investments in the Fund are made by subscription agreement, subject to acceptance by
Campbell & Company.The Fund is not required to make distributions, but may do so at the sole discretion of
Campbell & Company. A limited partner may request and receive redemption of units owned,
subject to restrictions in the Amended Agreement of Limited Partnership. Redemption fees,
which are paid to Campbell & Company, apply through the first twelve month-ends following
purchase as follows: 4% of Net Asset Value per unit redeemed through the third month-end, 3%
of Net Asset Value per unit redeemed through the sixth month-end, 2% of Net Asset Value per
unit redeemed through the ninth month-end and 1% of Net Asset Value per unit redeemed
through the twelfth month end. After the twelfth month-end following purchase of a unit, no
redemption fees apply. For the three months ended March 31, 2008 and 2007, Campbell &
Company received redemption fees of $70,442 and $40,856 respectively.
 Note 6. TRADING ACTIVITIES AND RELATED RISKS
 The Fund engages in the speculative trading of U.S. and foreign futures contracts, forward
currency contracts and options on forward currency contracts (collectively, derivatives).
The Fund is exposed to both market risk, the risk arising from changes in the market value
of the contracts, and credit risk, the risk of failure by another party to perform according
to the terms of a contract.Purchase and sale of futures contracts requires margin deposits with the broker. Additional
deposits may be necessary for any loss on contract value. The Commodity Exchange Act
requires a broker to segregate all customer transactions and assets from such brokers
proprietary activities. A customers cash and other property (for example, U.S. Treasury
bills) deposited with a broker are considered commingled with all other customer Funds
subject to the brokers segregation requirements. In the event of a brokers insolvency,
recovery may be limited to a pro rata share of segregated Funds available. It is possible
that the recovered amount could be less
 -15-




---



##### 



Forward Currency andOptions on ForwardFutures Contracts
    
    
    Currency Contracts(exchange traded)
    
    
    (non-exchange traded)March 31, 2008
    
    
    December 31, 2007
    
    
    March 31, 2008
    
    
    December 31, 2007Gross unrealized gains
    
    $
    28,223,527
    
    
    $
    58,463,410
    
    
    $
    126,377,251
    
    
    $
    76,353,401Gross unrealized losses
    
    
    (64,607,336
    )
    
    
    (32,440,154
    )
    
    
    (107,001,178
    )
    
    
    (164,086,248
    )Net unrealized gain (loss)
    
    $
    (36,383,809
    )
    
    $
    26,023,256
    
    
    $
    19,376,073
    
    
    $
    (87,732,847
    )
   -16-




---



##### 



minimize credit risk primarily by depositing and maintaining the Funds assets at financial
institutions and brokers which Campbell & Company believes to be creditworthy. The limited
partners bear the risk of loss only to the extent of the market value of their respective
investments and, in certain specific circumstances, distributions and redemptions received.
 Note 7. INDEMNIFICATIONS
 In the normal course of business, the Fund enters into contracts and agreements that contain
a variety of representations and warranties and which provide general indemnifications. The
Funds maximum exposure under these arrangements is unknown, as this would involve future
claims that may be made against the Fund that have not yet occurred. The Fund expects the
risk of any future obligation under these indemnifications to be remote.
 Note 8. INTERIM FINANCIAL STATEMENTS
 The statement of financial condition, including the condensed schedule of investments, as
of March 31, 2008, and the statements of operations, cash flows, changes in partners
capital (Net Asset Value) and financial highlights for the three months ended March 31,
2008 and 2007 are unaudited. In the opinion of management, such financial statements
reflect all adjustments, which were of a normal and recurring nature, necessary for a fair
presentation of financial position as of March 31, 2008, and the results of operations,
cash flows, changes in partners capital (Net Asset Value) and financial highlights for the
three months ended March 31, 2008 and 2007.
 Note 9. SUBSEQUENT EVENTS
 The Fund will no longer offer units for sale after the current prospectus expires on June
14, 2008. For existing investors in the Fund, business will continue to be conducted as
usual. For example, there will be no change in trading, operations, or monthly statements,
etc. and redemptions will still be offered on a monthly basis. Properly executed
subscriptions must be dated on or before June 13, 2008. After that, no additional units will
be offered, or subscriptions accepted.
 -17-




---



##### 



Item 2.
    
    Managements Discussion and Analysis of Financial Condition and Results of Operations
           - 18 -




---



##### 



i.e.
     2008
  - 19 -




---



##### 



Sector
    
    % Gain (Loss)Stock Indices
    
    
    2.68
    %Currencies
    
    
    0.38Commodities
    
    
    (0.10
    )Interest Rates
    
    
    (1.11
    )1.85
    %
    - 20 -




---



##### 



2007
  Sector
    
    % Gain (Loss)Stock Indices
    
    
    0.56
    %Metals
    
    
    (0.23
    )Energy
    
    
    (1.06
    )Interest Rates
    
    
    (2.10
    )Currencies
    
    
    (3.33
    )(6.16
    )%
    - 21 -




---



##### 



Disclosures About Certain Trading Activities that Include Non-Exchange Traded Contracts
Accounted for at Fair Value
  
 Item 3. Quantitative and Qualitative Disclosures About Market Risk
 Introduction
 Past Results Not Necessarily Indicative of Future Performance
 - 22 -




---



##### 



Standard of Materiality
  Quantifying the Funds Trading Value at Risk
 Quantitative Forward-Looking Statements
 The following quantitative disclosures regarding the Fund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 (such as
the dollar amount of maintenance margin required for market risk sensitive instruments held at
the end of the reporting period).
  - 23 -




---



##### 



The Funds Trading Value at Risk in Different Market Sectors
  March 31, 2008TradingMarket Sector
    
    Value at Risk*
    
    Gain/(Loss)**Interest Rates
    
    
    0.86
    %
    
    
    (1.11
    )%Currencies
    
    
    0.85
    %
    
    
    0.38
    %Stock Indices
    
    
    0.82
    %
    
    
    2.68
    %Commodities
    
    
    0.16
    %
    
    
    (0.10
    )%Aggregate/Total
    
    
    1.41
    %
    
    
    1.85
    %
 
 *
    -
    The VaR for a sector represents the one day downside risk for the aggregate exposures
associated with this sector. The aggregate VaR represents the VaR of the Funds open
positions across all market sectors, and is less than the sum of the VaRs for all such market
sectors due to the diversification benefit across asset classes. - 24 -




---



##### 



**
    -
    Of the return for the three months ended March 31, 2008, approximately 1.85% was due to
trading gains (before commissions) and approximately 0.76% was due to interest income, offset
by approximately 1.88% due to brokerage fees, operating expenses and offering costs borne by
the Fund, giving a net return of 0.73%. December 31, 2007TradingMarket Sector
    
    Value at Risk*
    
    Gain/(Loss)**Currencies
    
    
    1.48
    %
    
    
    (7.62
    )%Stock Indices
    
    
    0.51
    %
    
    
    (2.61
    )%Interest Rates
    
    
    0.42
    %
    
    
    0.80
    %Commodities
    
    
    0.22
    %
    
    
    (2.46
    )%Aggregate/Total
    
    
    1.72
    %
    
    
    (11.89
    )%
 
 *
    -
    The VaR for a sector represents the one day downside risk for the aggregate exposures
associated with this sector. The aggregate VaR represents the VaR of the Funds open
positions across all market sectors, and is less than the sum of the VaRs for all such market
sectors due to the diversification benefit across asset classes.**
    -
    Of the return for the year ended December 31, 2007, approximately 11.89% was due to
trading losses (before commissions) and approximately 7.46% due to brokerage fees, operating
costs and offering costs borne by the Fund offset by approximately 4.70% due to interest
income giving a net return of (14.65)%. Material Limitations of Value at Risk as an Assessment of Market Risk
  1)
    
    Past changes in market risk factors will not always result in accurate predictions of
the distributions and correlations of future market movements;
 2)
    
    Changes in portfolio value caused by market movements may differ from those of the VaR
model;
 3)
    
    VaR results reflect past trading positions while future risk depends on future
positions;
 4)
    
    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
 5)
    
    The historical market risk factor data for VaR estimation may provide only limited
insight into losses that could be incurred under certain unusual market movements.
  Non-Trading Risk
  - 25 -




---



##### 



Qualitative Disclosures Regarding Primary Trading Risk Exposures
 The following qualitative disclosures regarding the Funds market risk exposures  except
for (i) those disclosures that are statements of historical fact and (ii) the descriptions of
how the Fund 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 Funds primary market risk exposures as well as the strategies used and to
be used by Campbell & Company for managing such exposures are subject to numerous
uncertainties, contingencies and risks, any one of which could cause the actual results of the
Funds risk controls to differ materially from the objectives of such strategies. Government
interventions, defaults and expropriations, illiquid markets, the emergence of dominant
fundamental factors, political upheavals, changes in historical price relationships, an influx
of new market participants, increased regulation and many other factors could result in
material losses as well as in material changes to the risk exposures and the risk management
strategies of the Fund. There can be no assurance that the Funds current market exposure
and/or risk management strategies will not change materially or that any such strategies will
be effective in either the short- or long-term. Investors must be prepared to lose all or
substantially all of their investment in the Fund.
  Currencies
 i.e.,
 Interest Rates
  - 26 -




---



##### 



Stock Indices
  Energy
  Metals
  Qualitative Disclosures Regarding Non-Trading Risk Exposure
  Foreign Currency Balances
  Treasury Bill Positions
  Qualitative Disclosures Regarding Means of Managing Risk Exposure
  - 27 -




---



##### 



General
  
 Item 4T. Controls and Procedures
  - 28 -




---



##### 



PART II-OTHER INFORMATION
 Item 1. Legal Proceedings.
  Item 2. Changes in Securities and Use of Proceeds
  Item 3. Defaults Upon Senior Securities
  Item 4. Submissions of Matters to a vote of Security Holders.
  Item 5. Other Information
  
 Item 6. Exhibits and Reports on Form 8-K.
  ExhibitNumber
    
    Description of Document31.01
    
    Certification of Theresa D. Becks, Chief Executive Officer,
pursuant to Rules 13a-14 and 15d-14 of the Securities Exchange Act of 1934.31.02
    
    Certification of Gregory T. Donovan, Senior Vice President of
Accounting and Finance, pursuant to Rules 13a-14 and 15d-14 of the Securities
Exchange Act of 1934.32.01
    
    Certification of Theresa D. Becks, Chief Executive Officer,
pursuant to 18 U.S.C. Section 1350, as enacted by Section 906 of The
Sarbanes-Oxley Act of 2002.32.02
    
    Certification of Gregory T. Donovan, Senior Vice President of
Accounting and Finance, pursuant to 18 U.S.C. Section 1350, as enacted by
Section 906 of The Sarbanes-Oxley Act of 2002.
   - 29 -




---



##### 



SIGNATURES
  
 By:
    Campbell & Company, Inc.General Partner By:
    /s/  Theresa D. BecksTheresa D. BecksChief Executive Officer - 30 -




---



##### 



EXHIBIT INDEX
 Exhibit Number
    
    Description of Document
    
    Page Number31.01
    
    Certification by Chief Executive Officer
    
    E 2  E 331.02
    
    Certification by Senior Vice President of Accounting and Finance
    
    E 4  E 532.01
    
    Certification by Chief Executive Officer
    
    E 632.02
    
    Certification by Senior Vice President of Accounting and Finance
    
    E 7
 -E 1-