UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    FORM 10-K

                  ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d)

                     OF THE SECURITIES EXCHANGE ACT OF 1934

                      For the year ended December 31, 2002

       Commission File Number 000-30455
                              ---------


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


                New York                                    13-4015586
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            (State or other jurisdiction of              (I.R.S. Employer
             incorporation or organization)             Identification No.)

                     c/o Smith Barney Futures Management LLC
                           388 Greenwich St. - 7th Fl.
                            New York, New York 10013
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              (Address and Zip Code of principal executive offices)

                                 (212) 723-5424
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              (Registrant's telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:  None
                                                             ----
Securities registered pursuant to Section 12(g) of the Act:  Units of  Limited
                                                             Partnership
                                                             Interest
                                                             -----------------
                                                            (Title of Class)

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 if disclosure of delinquent  filers  pursuant to Item 405
of Regulation  S-K is not contained  herein,  and will not be contained,  to the
best of registrant's  knowledge,  in definitive proxy or information  statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
form 10-K [X]

Indicate  by check mark  whether  the  registrant  is an  accelerated  filer (as
defined in Rule 12b-2 of the Acts).

                             Yes       No   X
                                 ----     -----

Limited   Partnership   Units  with  an  aggregate  value  of  $48,378,379  were
outstanding  and  held by  non-affiliates  as of the  last  business  day of the
registrants most recently completed second fiscal quarter.

As of February 28, 2003, 40,475.0562 Limited Partnership Units were outstanding.


                       DOCUMENTS INCORPORATED BY REFERENCE

                                    None



<PAGE>

                                     PART I

Item 1. Business.
        ---------
     (a)  General   development   of  business.   Salomon  Smith  Barney  Global
Diversified  Futures  Fund L.P.  (the  "Partnership")  is a limited  partnership
organized under the partnership  laws of the State of New York, on June 15, 1998
to engage  in  speculative  trading  of a  diversified  portfolio  of  commodity
interests,  including  futures  contracts,  options and forwards.  The commodity
interests  that are traded by the  Partnership  are  volatile and involve a high
degree of market risk.
     A Registration Statement on Form S-1 relating to the public offering became
effective on November  25, 1998.  Between  November  25, 1998  (commencement  of
offering  period)  and  February 1, 1999,  33,379  Units were sold at $1,000 per
Unit.  Proceeds  of the  offering  were  held  in an  escrow  account  and  were
transferred,  along with the general partner's  contribution of $337,000, to the
Partnership's trading account on February 2, 1999 when the Partnership commenced
trading.  The public offering  terminated on April 1, 2000.  Sales of additional
Units and  additional  general  partner  contributions  of Units for the periods
ended December 31, 2000 and 1999, and redemptions of Units for the periods ended
December  31,  2002,  2001 and 2000 are  reported in the  Statement of Partners'
Capital on page F-9 under "Item 8. Financial Statements and Supplementary Data".


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<PAGE>

     The General Partner has agreed to make capital contributions, if necessary,
so that its general partnership  interest will be equal to the greater of (i) 1%
of  the  partners'  contributions  to  the  Partnership  or  (ii)  $25,000.  The
Partnership  will be  liquidated  upon the  first  of the  following  to  occur:
December 31, 2018; the net asset value per Unit falls below $400 as of the close
of any business  day; or under certain  circumstances  as defined in the Limited
Partnership Agreement of the Partnership (the "Limited Partnership Agreement").
     Smith  Barney  Futures  Management  LLC acts as the  general  partner  (the
"General  Partner") of the Partnership.  The  Partnership's  commodity broker is
Salomon Smith Barney Inc.  ("SSB").  SSB is an affiliate of the General Partner.
The  General  Partner is wholly  owned by Salomon  Smith  Barney  Holdings  Inc.
("SSBHI"), which is the sole owner of SSB. SSBHI is a wholly owned subsidiary of
Citigroup Inc.
     The Partnership's  trading of futures,  forwards and options contracts,  if
applicable,  on  commodities  is done on United  States of America  and  foreign
commodity  exchanges.  It engages in such trading through a commodity  brokerage
account maintained with SSB.
     As of December 31, 2002, all commodity  trading  decisions are made for the
Partnership  by  Campbell & Company,  Inc.  ("Campbell"),  Aspect  Capital  Ltd.
("Aspect")  and  Eckhardt  Trading  Company  ("Eckhardt")   (collectively,   the
"Advisors").  None of the Advisors is affiliated  with one another,  the General
Partner  or SSB.  The  Advisors  are not  responsible  for the  organization  or
operation of the Partnership.
     Eagle was  terminated  as an advisor to the  Partnership  on March 1, 2001.
Effective May 16, 2001, the General  Partner added Aspect Capital  Limited as an


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<PAGE>

advisor to the  Partnership.  Effective  December  31, 2001 the General  Partner
terminated  Rabar  Market  Research  Inc. as an advisor to the  Partnership  and
allocated  the  assets  to Aspect  Capital  Ltd.,  an  existing  advisor  to the
Partnership.
     Pursuant  to  the  terms  of the  Management  Agreements  (the  "Management
Agreements"),  the  Partnership is obligated to pay each Advisor:  (i) a monthly
management  fee equal to 1/6 of 1% (2% per year) of month-end Net Assets (except
that Eagle's  management  fee was reduced by Eagle's pro rata share of customary
and routine administrative expenses of the Partnership,  and Aspect will receive
a monthly management fee equal to 1/12 of 1.25% (1.25% per year)),  allocated to
each  Advisor  as of the end of each  month and (ii) an  incentive  fee  payable
annually equal to 20% of the New Trading  Profits,  as defined in the Management
Agreements,  except Eagle, which was paid an incentive fee of 23% of New Trading
Profits, earned by each Advisor for the Partnership.
     The  Partnership  has  entered  into a  Customer  Agreement  with  SSB (the
"Customer Agreement") which provides that the Partnership pays SSB (i) a monthly
brokerage  fee equal to 9/20 of 1% of  month-end  Net  Assets  allocated  to the
Advisors (5.4% per year) in lieu of brokerage  commissions on a per trade basis.
For the period from February 2, 1999  (commencement  of trading  operations)  to
July 31, 1999, the Partnership  paid SSB brokerage  commissions at $54 per round
turn for  transactions  entered  into by  Campbell.  SSB pays a  portion  of its


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<PAGE>

brokerage  fees to its  financial  consultants  who have sold  Units and who are
registered as associated  persons with the Commodity Futures Trading  Commission
(the "CFTC").  The Partnership  pays for National  Futures  Association  ("NFA")
fees,  exchange and  clearing  fees,  give-up and user fees and floor  brokerage
fees.  The  Customer  Agreement  between  the  Partnership  and  SSB  gives  the
Partnership the legal right to net unrealized  gains and losses.  Brokerage fees
will be paid for the life of the  Partnership,  although  the rate at which such
fees are paid may be changed.
     In addition,  SSB pays the Partnership interest on 80% of the average daily
equity  maintained  in cash in its  account  during  each month at a 30-day U.S.
Treasury bill rate determined weekly by SSB based on the average non-competitive
yield on 3-month U.S.  Treasury bills maturing in 30 days from the date on which
such weekly rate is determined.
     (b)  Financial  information  about  industry  segments.  The  Partnership's
business  consists  of  only  one  segment,  speculative  trading  of  commodity
interests.  The Partnership  does not engage in sales of goods or services.  The
Partnership's net income (loss) from operations for the years ended December 31,
2002,  2001 and 2000 and for the period from February 2, 1999  (commencement  of
trading  operations)  to  December  31,  1999 is set forth under "Item 6. Select
Financial Data". Partnership's capital as of December 31, 2002, was $49,391,625.
          (c)  Narrative description of business.
              ---------------------------------


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<PAGE>

          See  Paragraphs (a) and (b) above.
          (i)  through (x) - Not applicable.
          (xi) through (xii) - Not applicable.
          (xiii) - The Partnership has no employees.

          (d)  Financial  Information  About  Geographic  Areas. The Partnership
               does not  engage  in sales of goods or  services  or own any long
               lived assets and therefore this item is not applicable.
Item 2. Properties.
         ----------
     The Partnership  does not own or lease any properties.  The General Partner
operates out of facilities provided by its affiliate, SSB.
Item 3. Legal Proceedings.
         -----------------
     This section  describes  the major pending  legal  proceedings,  other than
ordinary routine litigation  incidental to the business,  to which Salomon Smith
Barney Holdings Inc.  ("SSBH") or its subsidiaries is a party or to which any of
their  property is  subject.  There are no material  legal  proceedings  pending
against the Partnership or the General Partner.
     Salomon  Smith  Barney  Inc.  ("SSB")  is a New York  corporation  with its
principal place of business at 388 Greenwich St., New York, New York 10013.  SSB
is registered as a broker-dealer and futures  commission  merchant ("FCM"),  and
provides futures  brokerage and clearing  services for  institutional and retail
participants  in the  futures  markets.  SSB and  its  affiliates  also  provide
investment banking and other financial services for clients worldwide.
     There have been no  administrative,  civil or criminal actions pending,  on


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<PAGE>

appeal or concluded  against SSB or any of its individual  principals within the
past five years that  management  believes  may have a material  impact on SSB's
ability to act as an FCM. In the ordinary course of its business, SSB is a party
to various claims and regulatory  inquiries.  Proceedings  deemed to be material
for  purposes  of  Commodity  Futures  Trading  Commission  ("CFTC")  disclosure
requirements are:
     In December  1996, a complaint  seeking  unspecified  monetary  damages was
filed by Orange County,  California against numerous brokerage firms,  including
SSB, in the U.S. Bankruptcy Court for the Central District of California (County
of Orange et al. v. Bear  Stearns & Co. Inc.  et al.).  The  complaint  alleged,
among other things,  that the brokerage  firms  recommended  and sold unsuitable
securities to Orange County. SSB and the remaining  brokerage firms settled with
Orange County in mid 1999. SSB paid $1,333,333 to settle this matter.
     In June  1998,  complaints  were filed in the U.S.  District  Court for the
Eastern District of Louisiana in two actions (Board of  Liquidations,  City Debt
of the City of New  Orleans v. Smith  Barney  Inc.  et ano.  and The City of New
Orleans v. Smith Barney Inc. et ano.),  in which the City of New Orleans seeks a
determination that Smith Barney Inc. and another underwriter will be responsible
for any  damages  that the City may  incur in the  event  the  Internal  Revenue
Service  denies tax exempt  status to the City's  General  Obligation  Refunding
Bonds Series 1991. The complaints were subsequently  amended.  SSB has asked the
court to dismiss the amended complaints.  The court denied the motion but stayed


                                       7
<PAGE>

the case. Subsequently, the City withdrew its lawsuit.
     In November 1998, a class action  complaint was filed in the U.S.  District
Court for the Middle  District  of Florida  (Dwight  Brock as Clerk for  Collier
County v. Merrill  Lynch,  et al.).  The complaint  alleged that,  pursuant to a
nationwide  conspiracy,  17  broker-dealer  defendants,  including SSB,  charged
excessive  mark-ups in connection with advanced  refunding  transactions.  Among
other relief,  plaintiffs sought compensatory and punitive damages,  restitution
and/or  rescission of the  transactions  and  disgorgement of alleged  excessive
profits.  In October 1999, the plaintiff  filed a second amended  complaint.  In
November  1999,  SSB moved to dismiss the amended  complaint.  In May 2001,  the
parties reached and the court preliminarily approved a tentative settlement. SSB
paid  $1,063,457 to settle this matter and in September 2001, the court approved
the settlement.
     In  connection  with the  Louisiana  and Florida  matters,  the IRS and SEC
conducted an industry-wide investigation into the pricing of Treasury securities
in  advanced  refunding  transactions.  In April  2000,  SSB and  several  other
broker-dealers  entered into a settlement with the IRS and the SEC.  Thereafter,
the plaintiffs filed voluntary discontinuances.
     In December  1998,  SSB was one of 28 market  making  firms that  reached a
settlement  with the SEC in the matter  titled In the  Matter of Certain  Market
Making  Activities on NASDAQ.  As part of the  settlement  of that matter,  SSB,
without admitting or denying the factual  allegations,  agreed to an order which


                                       8
<PAGE>

required that it: (i) cease and desist from committing or causing any violations
of Sections  15(c)(1)  and (2) of the  Securities  Exchange  Act of 1934 and SEC
Rules  15c1-2,  15c2-7  and  17a-3  thereunder,   (ii)  pay  penalties  totaling
approximately  $760,000 and (iii) submit  certain  policies and procedures to an
independent consultant for review.
     In March 1999, a complaint seeking in excess of $250 million was filed by a
hedge fund and its  investment  advisor  against SSB in the Supreme Court of the
State of New York,  County of New York (MKP Master  Fund,  LDC et al. v. Salomon
Smith Barney Inc.).  The complaint  included  allegations  that, while acting as
prime broker for the hedge fund,  SSB breached its  contracts  with  plaintiffs,
misused their monies and engaged in tortious  conduct,  including  breaching its
fiduciary  duties.  SSB asked the court to dismiss  the  complaint  in full.  In
October  1999,  the court  dismissed  the tort claims,  including  the breach of
fiduciary  duty claims.  The court allowed the breach of contract and conversion
claims  to  stand.   In  December   1999,  SSB  filed  an  answer  and  asserted
counterclaims  against the investment advisor. In response to plaintiff's motion
to strike out the counterclaims,  in January 2000, SSB amended its counterclaims
against  the  investment  advisor  to  seek  indemnification  and  contribution.
Plaintiffs  moved to strike SSB's  amended  counterclaims  in February  2000. In
September   2000,  the  court  denied   plaintiffs'   motion  to  dismiss  SSB's
counterclaims  based on  indemnification  and contribution.  In August 2002, SSB
filed a motion for summary judgment.


                                       9
<PAGE>

     In April 2002,  numerous class action complaints were filed against Salomon
Smith  Barney  and other  investment  banks in the U.S.  District  Court for the
Southern District of New York alleging  violations of certain federal securities
laws  (including  Section 11 of the  Securities Act of 1933 and Section 10(b) of
the  Securities  Exchange Act of 1934) with respect to the  allocation of shares
for certain initial public  offerings and related  aftermarket  transactions and
damage to investors  caused by allegedly  biased research  analyst  reports.  On
February 19, 2003, the court issued an opinion denying the defendants' motion to
dismiss. Also pending in the Southern District of New York against SSB and other
investment banks are several alleged class actions which have been  consolidated
into a single  class action  alleging  violations  of certain  federal and state
antitrust  laws in connection  with the  allocation of shares in initial  public
offerings  underwritten  by such parties.  The  defendants in these actions have
moved to dismiss the  consolidated  amended  complaint but the court has not yet
rendered a decision on those motions.
     In April 2002,  Citigroup  and, in one case,  SSB were named as  defendants
along with, among others,  commercial and/or  investment banks,  certain current
and former Enron officers and directors,  lawyers and accountants in two alleged
consolidated  class action complaints that were filed in the U.S. District Court
for the Southern  District of Texas  seeking  unspecified  damages.  One action,


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<PAGE>

brought on behalf of individuals who purchased Enron securities  (Newby,  et al.
v.  Enron  Corp.,  et al.),  alleges  violations  of  Sections  11 and 15 of the
Securities Act of 1933 and Sections  10(b) and 20(a) of the Securities  Exchange
Act of 1934 and the other action,  brought on behalf of current and former Enron
employees  (Tittle,  et al. v. Enron Corp., et al.), alleges violations of ERISA
and RICO, as well as negligence and civil conspiracy.  On May 8, 2002, Citigroup
and SSB filed  motions to dismiss the  complaints.  On December  19,  2002,  the
motions to dismiss the Newby  complaint  were denied.  The motion to dismiss the
complaint in Tittle remains pending.
     Since April 2002,  SSB and  several  other  broker  dealers  have  received
subpoenas  and/or  requests  for  information  from  various   governmental  and
self-regulatory agencies and Congressional  committees,  including the NASD Inc.
which has raised  issues about SSB's  internal  e-mail  retention  practices and
research  on Winstar  Communications,  Inc.  With  respect to  Winstar,  SSB has
entered into a settlement  agreement.  SSB agreed to pay a penalty in the amount
of $5 million and did not admit to any  wrongdoing.  With  respect to other such
matters,  on December 20, 2002,  Citigroup and a number of other  broker/dealers
reached a  settlement-in-principle  with the SEC,  the NASD  Inc.,  the New York
Stock  Exchange (the "NYSE") and the Attorney  General of New York of all issues
raised   in  their   research,   initial   public   offerings   allocation   and
spinning-related  inquiries.  In addition,  with respect to issues raised by the
NASD,  the NYSE and the SEC  about  SSB's  and  other  firms'  e-mail  retention
practices,  SSB and several other  broker/dealers and the NASD, the NYSE and the


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<PAGE>

SEC entered into a settlement  agreement in December  2002.  SSB agreed to pay a
penalty in the amount of $1.65  million and did not admit to any  allegation  of
wrongdoing.
     Since May 2002, Citigroup,  SSB and certain principals,  executive officers
and current and former  employees  have been named as  defendants in a number of
alleged  class  action  complaints  filed in the  U.S.  District  Court  for the
Southern District of New York by purchasers of various securities  alleging they
violated federal  securities law, including Sections 10 and 20 of the Securities
Exchange Act of 1934 by issuing  research  reports without  reasonable basis and
failing  to  disclose   conflicts  of  interest  in  connection  with  published
investment research,  including Global Crossing,  WorldCom, Inc., AT&T, Winstar,
Rhythm Net Connections,  Level 3  Communications,  MetroMedia Fiber Network,  XO
Communications  and  Williams  Communications  Group  Inc.  Nearly  all of these
actions are pending  before a single  judge in the U.S.  District  Court for the
Southern  District  of New York  for  coordinated  proceedings.  The  court  has
consolidated  these actions into nine separate  categories  corresponding to the
companies named above.
     Additional  actions have been filed  against  Citigroup  and certain of its
affiliates,  including  SSB, and certain of their current and former  directors,
officers and employees, along with other parties,  including: (1) three putative
class actions filed in state courts and federal  courts on behalf of persons who
maintained accounts with SSB asserting,  among other things,  common law claims,
claims under state  statutes,  and claims under the  Investment  Advisers Act of
1940,  for  allegedly  failing  to provide  objective  and  unbiased  investment
research and investment management,  seeking, among other things, return of fees
and  commissions;  (2)  approximately  fifteen  actions filed in different state
courts by  individuals  asserting,  among  other  claims,  common law claims and
claims under state  securities  laws,  for allegedly  issuing  research  reports
without  a  reasonable  basis  in fact and for  allegedly  failing  to  disclose
conflicts of interest with  companies in connection  with  published  investment
research,  including Global Crossing and WorldCom,  Inc.; (3) approximately five
actions  filed in different  state  courts by pension and other funds  asserting
common law claims and  statutory  claims under,  among other  things,  state and
federal  securities  laws,  for allegedly  issuing  research  reports  without a
reasonable  basis in fact and for  allegedly  failing to disclose  conflicts  of
interest  with  companies in  connection  with  published  investment  research,
including WorldCom,  Inc. and Qwest  Communications  International Inc.; and (4)
more than two hundred  arbitrations  asserting  common law claims and  statutory
claims  under,  among other  things,  state and  federal  securities  laws,  for


                                       12
<PAGE>

allegedly  issuing  research  reports without a reasonable basis in fact and for
allegedly failing to disclose conflicts of interest with companies in connection
with published investment research.
     In July 2002,  Citigroup,  SSB and various of its affiliates and certain of
their officers and other employees were named as defendants,  along with,  among
others,  commercial and/or  investment  banks,  certain current and former Enron


                                       13
<PAGE>

officers and directors, lawyers and accountants in an alleged class action filed
in the U.S.  District  Court for the Southern  District of New York on behalf of
purchasers  of the Yosemite  Notes and Enron  Credit-Linked  Notes,  among other
securities (Hudson Soft Co., Ltd v. Credit Suisse First Boston  Corporation,  et
al.). The complaint  alleges  violations of RICO and of Sections 10(b) and 20(a)
of the Securities Exchange Act of 1934 and seeks unspecified damages.
     Additional  actions have been filed  against  Citigroup  and certain of its
affiliates, including SSB, along with other parties, including (i) three actions
brought in state courts by state pension  plans for alleged  violations of state
securities  law and common law fraud and  unjust  enrichment;  (ii) an action by
banks that  participated  in two Enron  revolving  credit  facilities,  alleging
fraud,  gross  negligence  and  breach  of  implied  duties in  connection  with
defendants'  administration  of a credit  facility  with Enron;  (iii) an action
brought by several funds in connection with secondary  market purchases of Enron
Corp. debt securities  alleging  violations of federal securities law, including
Section  11  of  the   Securities   Act  of  1933,  and  claims  for  fraud  and
misrepresentation;  (iv) a series of  alleged  class  actions by  purchasers  of
NewPower  Holdings common stock alleging  violations of federal  securities law,
including  Section 11 of the  Securities  Act of 1933 and  Section  10(b) of the
Securities  Exchange Act of 1934; (v) an action brought by two investment  funds
in connection with purchases of Enron-related  securities for alleged violations


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of state securities and unfair competition  statutes;  (vi) an action brought by
several  investment  funds and fund owners in connection with purchases of notes
of the Osprey I and Osprey II Trusts for alleged  violation of state and federal
securities  laws  and  claims  for  common  law  fraud,   misrepresentation  and
conspiracy;  (vii) an action brought by several investment funds and fund owners
in connection  with  purchases of notes of the Osprey I and Osprey II Trusts for
alleged  violation  of  state  and  federal  securities  laws and  state  unfair
competition laws and claims for common law fraud and  misrepresentation;  (viii)
an action  brought by the Attorney  General of  Connecticut  in connection  with
various  commercial and investment  banking services  provided to Enron;  (ix) a
putative  class action  brought by clients of SSB in  connection  with  research
reports  concerning Enron,  alleging breach of contract;  (x) actions brought by
several  investment  funds in  connection  with  the  purchase  of notes  and/or
certificates of the Osprey Trusts, the Marlin Trust, and the Marlin Water trust,
as well as the  purchase of other Enron or  Enron-related  securities,  alleging
violation of state and federal  securities laws, and common law civil conspiracy
and fraud;  (xi) an action brought by a retirement  and health  benefits plan in
connection  with the  purchase of certain  Enron  notes,  alleging  violation of
federal  securities law,  including Section 11 of the Securities Act of 1933, as
amended,  violations of state securities and unfair  competition law, and common
law fraud and  breach of  fiduciary  duty;  and (xii) an action  brought  by two
broker/dealers  in  connection  with the  purchase  of certain  notes,  alleging
violation of federal and state securities laws. Several of these cases have been


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consolidated  with the Newby action and stayed  pending the Court's  decision on
the pending motions of certain defendants to dismiss Newby.
     Additionally,  Citigroup and certain of its affiliates, including SSB, have
provided   substantial   information  to,  and  have  entered  into  substantive
discussions  with, the Securities and Exchange  Commission  regarding certain of
their  transactions with Enron and a transaction with Dynegy Inc.  Citigroup and
certain of its  affiliates,  including  SSB,  also have  received  subpoenas and
requests for information from various other regulatory and governmental agencies
and Congressional  committees, as well as from the Special Examiner in the Enron
bankruptcy, regarding certain transactions and business relationships with Enron
and  its  affiliates.   Citigroup  and  such  affiliates,   including  SSB,  are
cooperating fully with all such requests.
     Citigroup  and SSB are involved in a number of lawsuits  arising out of the
underwriting  of debt  securities  of  WorldCom,  Inc.  These  lawsuits  include
putative class actions filed in July 2002 by alleged purchasers of WorldCom debt
securities in the United States District Court for the Southern  District of New
York (Above  Paradise  Investments  Ltd. V.  Worldcom,  Inc., et al.;  Municipal
Police Employees Retirement System Of Louisiana V. Worldcom,  Inc., et al.), and
in the United States  District  Court for the Southern  District of  Mississippi
(Longacre  Master Fund V. Worldcom,  Inc., et al.).  These putative class action


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complaints assert violations of federal  securities law,  including  Sections 11
and 12 of the Securities Act of 1933, as amended,  and seek unspecified  damages
from the underwriters.
     On October 11, 2002,  the Above  Paradise and  Municipal  Police  Employees
lawsuits filed in the United States District Court for the Southern  District of
New York were  superseded by the filing of a consolidated  putative class action
complaint in the United States  District Court for the Southern  District of New
York  (In  Re  Worldcom,  Inc.  Securities  Litigation).   In  the  consolidated
complaint,  in addition to the claims of violations by the  underwriters  of the
federal  securities law,  including  Sections 11 and 12 of the Securities Act of
1933,  as amended,  the  plaintiffs  allege  violations  of Section 10(b) of the
Securities  Exchange  Act of  1934,  as  amended,  and  Rule  10b-5  promulgated
thereunder,  by SSB arising out of alleged conflicts of interest of SSB and Jack
Grubman.  The plaintiffs continue to seek unspecified  compensatory  damages. In
addition to the consolidated  class action  complaint,  the Southern District of
Mississippi  class  action  has  been  transferred  by  the  Judicial  Panel  on
MultiDistrict  Litigation to the Southern  District of New York for  centralized
pre-trial proceedings with other WorldCom-related actions.
     In addition to the several putative class actions that have been commenced,
certain  individual  actions have been filed in various federal and state courts
against  Citigroup and SSB, along with other parties,  concerning  WorldCom debt
securities  including individual state court actions brought by approximately 18


                                       17
<PAGE>

pension  funds  and  other  institutional   investors  in  connection  with  the
underwriting of debt securities of WorldCom alleging violations of Section 11 of
the Securities Act of 1933, as amended,  and, in one case, violations of various
state  securities  laws and common law fraud.  Most of these  actions  have been
removed to federal court and have been  transferred to the Southern  District of
New York for  centralized  pre-trial  proceedings  with  other  WorldCom-related
actions.
     A putative  class action on behalf of  participants  in  WorldCom's  401(k)
salary savings plan and those  WorldCom  benefit plans covered by ERISA alleging
violations of ERISA and common law fraud  (Emanuele V. Worldcom,  Inc., Et Al.),
which was  commenced  in the United  States  District  Court for the District of
Columbia,  also has been  transferred  by the  Judicial  Panel on  MultiDistrict
Litigation  to the  Southern  District  of New  York for  centralized  pre-trial
proceedings with other  WorldCom-related  actions.  In December 2002, the claims
against SSB and the other underwriters were dismissed without prejudice.
     On or about January 27, 2003,  lead  plaintiff in a  consolidated  putative
class action in the United States  District Court for the District of New Jersey
(In Re  AT&T  Corporation  Securities  Litgation)  sought  leave  to  amend  its
complaint on behalf of purchasers of AT&T common stock asserting claims against,
among others, AT&T Corporation,  to add as named defendants  Citigroup,  SSB and
certain executive  officers and current and former  employees,  asserting claims
under federal  securities laws for allegedly  issuing research reports without a
reasonable  basis in fact and for  allegedly  failing to disclose  conflicts  of


                                       18
<PAGE>

interest with AT&T in connection with published investment research.
     On or about January 28, 2003,  lead  plaintiff in a  consolidated  putative
class action in the United States  District  Court for the Southern  District of
New  York  (In  Re  Global  Crossing,   Ltd.  Securities   Litigation)  filed  a
consolidated  complaint  on behalf of  purchasers  of the  securities  of Global
Crossing  and  its  subsidiaries,  which  names  as  defendants,  among  others,
Citigroup,  SSB and certain executive officers and current and former employees,
asserting  claims under federal  securities laws for allegedly  issuing research
reports without a reasonable basis in fact and for allegedly failing to disclose
conflicts  of  interest  with  Global  Crossing  in  connection  with  published
investment research.
     SSBHI  and  various  subsidiaries  have also been  named as  defendants  in
various  matters  incident  to and typical of the  businesses  in which they are
engaged. These include numerous civil actions, arbitration proceedings and other
matters in which SSBHI's broker-dealer  subsidiaries have been named, arising in
the  normal  course of  business  out of  activities  as a broker  and dealer in
securities,  as an  underwriter  of  securities,  as  an  investment  banker  or
otherwise.  In the  opinion  of  SSBHI's  management,  none of these  actions is
expected  to have a  material  adverse  effect  on the  results  of  operations,
consolidated financial condition or liquidity of SSBHI and its subsidiaries.


                                       19
<PAGE>

Item 4. Submission of Matters to a Vote of Security Holders.
         ---------------------------------------------------
There were no matters  submitted to the  security  holders for a vote during the
last fiscal year covered by this report.
                                     PART II
Item 5.  Market for  Registrant's  Common  Equity and  Related  Security  Holder
     Matters.
         -----------------------------------------------------------------------
     (a)  Market  Information.  The Partnership has issued no stock. There is no
          established  public  market  for  the  Units  of  Limited  Partnership
          Interest.
     (b)  Holders.  The  number  of  holders  of  Units of  Limited  Partnership
          Interest as of December 31, 2002 was 1,717.
     (c)  Distribution.  The  Partnership did not declare a distribution in 2002
          and 2001.
     (d)  Use of  Proceeds.  There  were no  additional  sales in the year ended
          December 31, 2002.  There were no  additional  sales in the year ended
          December 31, 2001. For the period ended December 31, 2000,  there were
          additional   sales  of  6,266.1056   Units  totaling   $5,931,000  and
          contributions  by  the  General  Partner  representing  125.4784  Unit
          equivalents totaling $120,000.
          Proceeds from the sale of additional  Units are used in the trading of
          commodity interests  including futures contracts,  options and forward
          contracts.


<
                                       20
<PAGE>



Item 6. Selected Financial Data. Realized and unrealized trading gains (losses),
interest  income,  net income (loss) and increase  (decrease) in Net Asset Value
per Unit for the years ended December 31, 2002, 2001 and 2000 and for the period
from February 2, 1999 (commencement of trading  operations) to December 31, 1999
and total assets at December 31, 2002, 2001, 2000 and 1999 were as follows:

<TABLE>
<CAPTION>
                                        2002         2001          2000           1999
                                    ------------- ------------ ------------  --------------
<S>                                      <C>           <C>             <C>          <C>
Realized and unrealized trading
gains (losses) net of brokerage
commissions and  clearing fees
of $3,030,685, $3,312,436,
$4,029,150 and $3,196,873,
respectively                      $  7,180,050   $  2,013,666   $    568,937    $ (3,647,829)
Interest income                        646,856      1,580,323      3,075,979       2,047,606
                                  ------------   ------------   ------------    ------------
                                  $  7,826,906   $  3,593,989   $  3,644,916    $ (1,600,223)
                                  ============   ============   ============    ============

Net income (loss)                 $  5,603,443   $  2,185,742   $  1,661,004    $ (3,252,858)
                                  ============   ============   ============    ============

Increase (decrease) in Net
 Asset Value per Unit             $     128.72   $      41.71   $      59.57    $     (49.05)
                                  ============   ============   ============    ============

Total assets                      $ 52,103,446   $ 54,385,513   $ 61,705,880    $ 89,065,209
                                  ============   ============   ============    ============

</TABLE>


                                       21
<PAGE>


Item 7. Management's  Discussion and Analysis of Financial Condition and Results
     of Operations.
     ---------------
     (a)  Liquidity.  The  Partnership  does  not  engage  in  sales 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
positions and interest  receivable.  Because of the low margin deposits normally
required in commodity  trading,  relatively  small price movements may result in
substantial  losses to the Partnership.  Such substantial losses could lead to a
material decrease in liquidity.  To minimize this risk, the Partnership  follows
certain policies including:
     (1)  Partnership  funds are invested only in commodity  interests which are
traded in sufficient volume to permit,  in the opinion of the Advisors,  ease of
taking and liquidating positions.
     (2) The Partnership diversifies its positions among various commodities.
     (3) No Advisor  initiates  additional  positions  in any  commodity if such
additional  positions  would result in aggregate  positions for all  commodities
requiring as margin more than 66-2/3% of the  Partnership's  assets allocated to
the Advisor.
     (4) The Partnership may occasionally accept delivery of a commodity. Unless
such  delivery is disposed of promptly  by  retendering  the  warehouse  receipt
representing  the  delivery to the  appropriate  clearing  house,  the  physical
commodity position will be fully hedged.
     (5) The Partnership will not employ the trading technique commonly known as
"pyramiding",  in which the  speculator  uses  unrealized  profits  on  existing


                                       22
<PAGE>

positions as margin for the purchase or sale of additional positions in the same
or related commodities.
     (6)  The  Partnership  will  not  utilize   borrowings   except  short-term
borrowings if the Partnership takes delivery of any cash commodities.
     (7) The Advisor may, from time to time,  employ trading  strategies such as
spreads  or  straddles  on  behalf  of the  Partnership.  The term  "spread"  or
"straddle"   describes  a  commodity  futures  trading  strategy  involving  the
simultaneous  buying and selling of futures  contracts on the same commodity but
involving different delivery dates or markets and in which the trader expects to
earn a profit from a widening or narrowing of the difference  between the prices
of the two contracts.
     The Partnership is party to financial  instruments with  off-balance  sheet
risk,  including  derivative  financial  instruments  and  derivative  commodity
instruments,  in the normal course of its business.  These financial instruments
may  include  forwards,  futures  and  options,  whose  value is  based  upon an
underlying  asset,  index,  or reference  rate, and generally  represent  future
commitments to exchange  currencies or cash flows,  or to purchase or sell other
financial  instruments  at specified  terms at specified  future dates.  Each of
these  instruments  is subject to various risks similar to those relating to the
underlying financial  instruments  including market and credit risk. The General
Partner monitors and controls the  Partnership's  risk exposure on a daily basis
through   financial,   credit  and  risk  management   monitoring  systems  and,


                                       23
<PAGE>

accordingly  believes  that  it has  effective  procedures  for  evaluating  and
limiting the credit and market risks to which the  Partnership is subject.  (See
also  Item  8.  Financial   Statements  and  Supplementary   Data,  for  further
information  on  financial  instrument  risk  included in the notes to financial
statements).
     Other than the risks inherent in commodity  trading,  the Partnership knows
of no trends, demands, commitments, events or uncertainties which will result in
or  which  are  reasonably  likely  to  result  in the  Partnership's  liquidity
increasing or decreasing in any material way. The Limited Partnership  Agreement
provides that the  Partnership  will cease trading  operations and liquidate all
open positions upon the first to occur of the following:  (i) December 31, 2018;
(ii) the vote to dissolve the  Partnership by limited  partners owning more than
50% of the Units; (iii) assignment by the General Partner of all of its interest
in the  Partnership or withdrawal,  removal,  bankruptcy or any other event that
causes the General  Partner to cease to be a general  partner under the New York
Revised Limited Partnership Act unless the Partnership is continued as described
in the  Limited  Partnership  Agreement;  (iv) Net Asset Value per Unit falls to
less than $400 as of the end of any trading  day; or (v) the  occurrence  of any
event which shall make it unlawful for the  existence of the  Partnership  to be
continued.
     (b) Capital resources. (i) The Partnership has made no material commitments
for capital expenditures as of the end of the latest fiscal period.


                                       24
<PAGE>

     (ii) The Partnership's capital consists of the capital contributions of the
partners as increased or decreased by gains or losses on commodity trading,  and
by expenses, interest income, redemptions of Units and distributions of profits,
if any. Gains or losses on commodity  trading cannot be predicted.  Market moves
in commodities are dependent upon  fundamental  and technical  factors which the
Partnership  may or may not be  able  to  identify.  Partnership  expenses  will
consist of, among other things, commissions, management fees and incentive fees.
The level of these  expenses  is  dependent  upon the level of trading  gains or
losses and the ability of the Advisors to identify  and take  advantage of price
movements  in the  commodity  markets,  in  addition  to the level of net assets
maintained.  The amount of  interest  income  payable by SSB is  dependent  upon
interest rates over which the Partnership has no control.
     No forecast can be made as to the level of redemptions in any given period.
A limited  partner  may cause  all or some of his  Units to be  redeemed  by the
Partnership at the  Redemption  value per Unit thereof as of the last day of any
month ending at least three  months  after such Units have been  issued,  on ten
days' notice to the General Partner. No fee is charged for redemptions.  For the
year  ended  December  31,  2002,   8,929.5088  Units  were  redeemed   totaling
$9,615,753. For the year ended December 31, 2001, 8,652.4672 Units were redeemed
totaling  $8,812,326.  For the year ended December 31, 2000,  38,567.0884  Units


                                       25
<PAGE>

were  redeemed  totaling  $34,769,993.  Redemption/subscription  value  per Unit
differs  from net  asset  value  per Unit  calculated  for  financial  reporting
purposes  in that the  accrued  liability  for  reimbursement  of  offering  and
organization  expenses for the Initial  Offering  Period will not be included in
the calculation of redemption/subscription value per Unit.
     Offering and organization expenses of approximately  $700,000,  relating to
the issuance and marketing of the  Partnership's  Units  offered were  initially
paid by SSB.  These costs have been  reimbursed to SSB by the  Partnership in 24
equal monthly  installments  (together with interest at the prime rate quoted by
JPMorgan Chase & Co.).
     For the years ended  December  31,  2002,  2001 and 2000,  $0,  $40,661 and
$362,024,  respectively,  of these  costs have been  reimbursed  to SSB,  by the
Partnership.
     In addition,  the Partnership has recorded interest expense of $0, $161 and
$19,111,  respectively,  for the years ended  December 31, 2002,  2001 and 2000,
which is included in other expenses.
     The Partnership's  public offering  terminated on April 1, 2000. There were
no additional sales for the years ended December 31, 2002 and 2001. For the year
ended  December  31,  2000,  there were  additional  sales of  6,266.1056  Units
totaling  $5,931,000  and  contributions  by the  General  Partner  representing
125.4784 Units equivalents totaling $120,000.
     (c)  Results of Operations.
     For the  year  ended  December  31,  2002,  the Net  Asset  Value  per Unit


                                       26
<PAGE>

increased  12.2% from  $1,052.23 to $1,180.95.  For the year ended  December 31,
2001,  the Net Asset Value per Unit  increased 4.1% from $1,010.52 to $1,052.23.
For the year ended  December  31, 2000,  the Net Asset Value per Unit  increased
6.3% from $950.95 to $1,010.52.
     The  Partnership  experienced  net  trading  gains  of  $10,210,735  before
commissions and expenses for the year ended December 31, 2002.  These gains were
primarily attributable to the trading of currencies,  livestock, softs, U.S. and
non-U.S.  interest rates and were partially  offset by losses  recognized in the
trading of metals, grains and energy products.
     The  Partnership   experienced  net  trading  gains  of  $5,326,102  before
commissions  and  expenses  for the year ended  December  31,  2001.  Gains were
primarily attributable to the trading of currencies,  U.S. and non-U.S. interest
rates,  metals, softs and indices and were partially offset by losses recognized
in energy, grains and livestock.
     The  Partnership   experienced  net  trading  gains  of  $4,598,087  before
commissions  and  expenses  for the year ended  December  31,  2000.  Gains were
primarily attributable to the trading of currencies,  energy products,  U.S. and
non- U.S.  interest  rates and  livestock  and were  partially  offset by losses
recognized in grains, indices, metals and softs.
     Commodity markets are highly volatile.  Broad price  fluctuations and rapid
inflation  increase the risks involved in commodity  trading,  but also increase
the possibility of profit.  The profitability of the Partnership  depends on the


                                       27
<PAGE>

existence of major price trends and the ability of the Advisor to identify those
price trends  correctly.  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 Advisor is able to identify them, the  Partnership  expects
to increase capital through operations.
     (d)  Operational Risk
     The Partnership is directly  exposed to market risk and credit risk,  which
arise in the normal course of its business activities. Slightly less direct, but
of critical  importance,  are risks  pertaining to  operational  and back office
support.  This is particularly  the case in a rapidly  changing and increasingly
global environment with increasing  transaction  volumes and an expansion in the
number and complexity of products in the marketplace.
Such risks include:
Operational/Settlement  Risk - the risk of financial  and  opportunity  loss and
legal liability attributable to operational problems, such as inaccurate pricing
of transactions,  untimely trade execution,  clearance and/or settlement, or the
inability to process large volumes of  transactions.  The Partnership is subject
to increased  risks with respect to its trading  activities  in emerging  market
securities,  where clearance,  settlement, and custodial risks are often greater
than in more established markets.


                                       28
<PAGE>

Technological Risk - the risk of loss attributable to technological  limitations
or hardware failure that constrain the Partnership's ability to gather, process,
and communicate information efficiently and securely, without interruption, with
customers,  among units  within the  Partnership,  and in the markets  where the
Partnership participates.
Legal/Documentation  Risk - the risk of loss attributable to deficiencies in the
documentation  of  transactions  (such  as  trade  confirmations)  and  customer
relationships  (such as master  netting  agreements)  or errors  that  result in
noncompliance with applicable legal and regulatory requirements.
Financial  Control  Risk - the  risk  of loss  attributable  to  limitations  in
financial  systems and controls.  Strong  financial  systems and controls ensure
that assets are safeguarded,  that  transactions are executed in accordance with
management's   authorization,   and  that  financial   information  utilized  by
management and  communicated to external  parties,  including the  Partnership's
unitholder, creditors, and regulators, is free of material errors.
     (e)  Critical Accounting Policies
The General  Partner  believes  that the  accounting  policies that will be most
critical to the  Partnership's  financial  condition  and results of  operations
relate to the  valuation  of the  Partnership's  positions.  The majority of the
Partnership's positions will be exchange-traded futures contracts, which will be
valued daily at settlement prices published by the exchanges. If applicable, the


                                       29
<PAGE>

Partnership's spot and forward foreign currency contracts will also be valued at
published daily  settlement  prices or at dealers'  quotes.  The General Partner
expects that under normal  circumstances  substantially all of the Partnership's
assets will be valued by objective measures and without difficulty.
     Item 7A. Quantitative and Qualitative Disclosures About Market Risk
Introduction
     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 market 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 market value of financial  instruments  and  contracts,  the
diversification results 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


                                       30
<PAGE>

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.

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


                                       31
<PAGE>

sensitive instruments held during or at the end of the reporting period).
     The Partnership's risk exposure in the various market sectors traded by the
Advisor is quantified below in terms of Value at Risk. Due to the  Partnership's
mark-to-market  accounting, any loss in the fair value of the Partnership's open
positions is directly  reflected in the  Partnership's  earnings  (realized  and
unrealized).
     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
intervals.  The  maintenance  margin  levels  are  established  by  dealers  and
exchanges  using  historical  price  studies as well as an assessment of current
market  volatility  (including the implied  volatility of the options on a given
futures contract) and economic fundamentals to provide a probabilistic  estimate
of the maximum expected near-term one-day price fluctuation.  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.
     In the case of market sensitive  instruments  which are not exchange traded
(almost  exclusively  currencies  in the case of the  Partnership),  the  margin
requirements  for the  equivalent  futures  positions have been used as Value at
Risk. In those rare cases in which a futures-equivalent margin is not available,
dealers' margins have been used.


                                       32
<PAGE>

     The fair value of the Partnership's  futures and forward positions does not
have any optionality component. However, certain of the Advisors trade commodity
options. The Value at Risk associated with options is reflected in the following
table as the margin requirement  attributable to the instrument  underlying each
option.  Where this instrument is a futures  contract,  the futures margin,  and
where  this  instrument  is  a  physical   commodity,   the   futures-equivalent
maintenance  margin has been used.  This  calculation is conservative in that it
assumes  that the fair value of an option will decline by the same amount as the
fair value of the underlying  instrument,  whereas,  in fact, the fair values of
the options traded by the  Partnership in almost all cases fluctuate to a lesser
extent than those of the underlying instruments.
     In quantifying the Partnership's  Value at Risk, 100% positive  correlation
in the different  positions  held in each market risk category has been assumed.
Consequently,  the margin  requirements  applicable to the open  contracts  have
simply been added to determine each trading category's  aggregate Value at Risk.
The  diversification  effects  resulting  from the fact  that the  Partnership's
positions  are  rarely,  if  ever,  100%  positively  correlated  have  not been
reflected.


                                       33
<PAGE>

The Partnership's Trading Value at Risk in Different Market Sectors
     The following table indicates the trading Value at Risk associated with the
Partnership's  open positions by market category as of December 31, 2002 and the
highest and lowest value at any point during the year. All open position trading
risk exposures of the Partnership  have been included in calculating the figures
set forth below. As of December 31, 2002, the Partnership's total capitalization
was $49,391,625.
                                        December 31, 2002
                                          ---------------
<TABLE>
<CAPTION>
                                                                           Year  to Date
                                                  % of Total           High           Low
Market Sector                   Value at Risk   Capitalization   Value at Risk  Value at Risk
----------------------------------------------------------------------------------------------
<S>                                  <C>              <C>              <C>          <C>
Currencies
- Exchange Traded Contracts       $  321,807         0.65%        $  717,675   $   22,562
- OTC Contracts                      920,417         1.86%         1,149,794      614,695
Energy                               885,800         1.79%           915,600       57,590
Grains                                85,571         0.17%           162,671       16,940
Interest rates U.S.                  489,100         0.99%           821,800       46,700
Interest rates Non-U.S             1,628,326         3.31%         1,938,276      370,252
Metals
- Exchange Traded Contracts          174,800         0.35%           224,200       50,000
- OTC Contracts                       81,150         0.16%           328,025       52,750
Softs                                 77,300         0.16%           140,000       36,600
Indices                              172,486         0.35%         2,544,972       (9,560)
                                  ----------   ----------
Total                             $4,836,757         9.79%
                                  ==========   ==========

</TABLE>


                                       34
<PAGE>


As of December 31, 2001, the Partnership's total capitalization was $53,403,935.

                                  December 31, 2001
<TABLE>
<CAPTION>
                                                                            Year to Date
                                                   % of Total         Low               High
Market Sector                   Value at Risk   Capitalization   Value at Risk  Value at Risk
----------------------------------------------------------------------------------------------
<S>                                <C>               <C>               <C>              <C>
Currencies
- Exchange Traded Contracts      $  72,796           0.14%         $  704,245      $   72,796
- OTC Contracts                  1,181,261           2.21%          4,656,072         537,456
Energy                             381,100           0.71%            950,800          64,940
Grains                              98,467           0.18%            274,215          13,000
Interest rates U.S.                132,200           0.25%          1,278,438          96,975
Interest rates Non-U.S.            676,353           1.27%          2,545,790         418,013
Metals
- Exchange Traded Contracts         47,100           0.09%            248,000          43,500
- OTC Contracts                     98,850           0.19%            328,375          50,825
Softs                               54,500           0.10%            184,500          22,600
Livestock                            3,112           0.01%             50,440           2,320
Indices                            263,090           0.49%          1,065,066          24,520
                                ----------          ------
Total                           $3,008,829           5.63%
                                ==========          ======
</TABLE>



                                       35
<PAGE>


Material Limitations on Value at Risk as an Assessment of Market Risk
---------------------------------------------------------------- ----
     The face value of the market sector  instruments held by the Partnership is
typically  many times the  applicable  maintenance  margin  requirement  (margin
requirements  generally range between 2% and 15% of contract face value) as well
as many  times the  capitalization  of the  Partnership.  The  magnitude  of the
Partnership's  open  positions  creates a "risk of ruin" not typically  found in
most other investment  vehicles.  Because of the size of its positions,  certain
market  conditions -- unusual,  but historically  recurring from time to time --
could cause the  Partnership to incur severe losses over a short period of time.
The  foregoing  Value at Risk  table -- as well as the past  performance  of the
Partnership -- give no indication of this "risk of ruin."
Non-Trading Risk
     The Partnership  has  non-trading  market risk on its foreign cash balances
not needed for margin.  However, these balances (as well as any market risk they
represent) are immaterial.
     Materiality  as  used  in  this  section,   "Qualitative  and  Quantitative
Disclosures About Market Risk," is based on an assessment of reasonably possible
market movements and the potential losses caused by such movements,  taking into
account the leverage,  optionality and multiplier  features of the Partnership's
market sensitive instruments.


                                       36
<PAGE>

Qualitative Disclosures Regarding Primary Trading Risk Exposures
     The following  qualitative  disclosures  regarding the Partnership's market
risk  exposures  - except  for (i)  those  disclosures  that are  statements  of
historical fact and (ii) the  descriptions  of how the  Partnership  manages its
primary market risk exposures - constitute forward-looking statements within the
meaning of Section 27A of the  Securities  Act and Section 21E of the Securities
Exchange Act. The  Partnership's  primary  market risk  exposures as well as the
strategies  used and to be used by the  General  Partner  and the  Advisors  for
managing such exposures are subject to numerous uncertainties, contingencies and
risks, any one of which could cause the actual results of the Partnership's risk
controls to differ materially from the objectives of such strategies. Government
interventions,  defaults and expropriations,  illiquid markets, the emergence of
dominant fundamental factors,  political upheavals,  changes in historical price
relationships,  an influx of new market  participants,  increased regulation and
many  other  factors  could  result in  material  losses as well as in  material
changes to the risk exposures and the management  strategies of the Partnership.
There can be no assurance that the Partnership'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
Partnership.
     The following were the primary trading risk exposures of the Partnership as
of December 31, 2002, by market sector:


                                       37
<PAGE>

     Interest  Rates.  Interest rate movements  directly affect the price of the
futures  positions held by the Partnership and indirectly the value of its stock
index and currency positions.  Interest rate movements in one country as well as
relative  interest  rate  movements  between  countries  materially  impact  the
Partnership's profitability. The Partnership's primary interest rate exposure is
to interest rate  fluctuations in the United States and the other G-7 countries.
However,  the Partnership also takes futures positions on the government debt of
smaller nations -- e.g.,  Australia.  The General Partner  anticipates  that G-7
interest rates will remain the primary market  exposure of the  Partnership  for
the foreseeable future.
     Currencies.  The  Partnership's  currency  exposure  is  to  exchange  rate
fluctuations,  primarily  fluctuations  which  disrupt  the  historical  pricing
relationships   between   different   currencies  and  currency   pairs.   These
fluctuations  are  influenced  by interest rate changes as well as political and
general economic  conditions.  The Partnership's  major exposures have typically
been in the  dollar/yen,  dollar/Swiss  franc and  dollar/pound  positions.  The
General Partner does not anticipate  that the risk profile of the  Partnership's
currency sector will change  significantly  in the future.  The currency trading
Value at Risk figure includes foreign margin amounts converted into U.S. dollars
with an incremental adjustment to reflect the exchange rate risk inherent to the


                                       38
<PAGE>

dollar-based  Partnership in expressing  Value at Risk in a functional  currency
other than dollars.
     Stock Indices. The Partnership's primary equity exposure is to equity price
risk in the G-7 countries. The stock index futures traded by the Partnership are
limited to futures on broadly  based  indices.  As of  December  31,  2002,  the
Partnership's  primary  exposures were in the LIFFE  (England),  Nikkei (Japan),
EUREX (German) and S&P stock indices.  The  Partnership is primarily  exposed to
the risk of adverse price trends or static  markets in the major U.S.,  European
and Japanese  indices.  (Static markets would not cause major market changes but
would make it difficult  for the  Partnership  to avoid being  "whipsawed"  into
numerous small losses.)
     Metals. The Partnership's  primary metal market exposure is to fluctuations
in the price of gold and silver.  Although  the  Advisor  will from time to time
trade base  metals  such as  aluminum,  copper  and tin,  the  principal  market
exposures of the Partnership have consistently been in the precious metals, gold
and silver. The General Partner anticipates that gold and silver will remain the
primary  metals market  exposure for the  Partnership.
Qualitative  Disclosures Regarding Non-Trading Risk Exposure
     The following were the only  non-trading  risk exposures of the Partnership
as of December 31, 2002.
     Foreign  Currency  Balances.  The  Partnership's  primary foreign  currency
balances are in Japanese yen, Euro dollar, British pounds and Australian dollar.
The  Advisor  regularly  converts  foreign  currency  balances  to dollars in an
attempt to control the Partnership's non-trading risk.


                                       39
<PAGE>

Qualitative Disclosures Regarding Means of Managing Risk Exposure
     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.
     The  General  Partner  monitors  the  Partnership's   performance  and  the
concentration of its open positions,  and consults with the Advisors  concerning
the Partnership's overall risk profile. If the General Partner felt it necessary
to do so, the General Partner could require the Advisors to close out individual
positions  as  well  as  enter  certain   positions  traded  on  behalf  of  the
Partnership. However, any such intervention would be a highly unusual event. The
General  Partner  primarily  relies on the Advisors'  own risk control  policies
while maintaining a general  supervisory  overview of the  Partnership's  market
risk exposures.
     Each Advisor applies its own risk management  policies to its trading.  The
Advisors often follow  diversification  guidelines,  margin limits and stop loss
points to exit a  position.  The  Advisors'  research of risk  management  often
suggests ongoing modifications to its trading programs.
     As part of the General  Partner's  risk  management,  the  General  Partner
periodically  meets with the Advisors to discuss  their risk  management  and to
look for any material  changes to the  Advisors'  portfolio  balance and trading


                                       40
<PAGE>

techniques.  The  Advisors  are  required to notify the  General  Partner of any
material changes to its programs.


                                       41
<PAGE>


Item 8.   Financial Statements and Supplementary Data.
          --------------------------------------------

            SALOMON SMITH BARNEY GLOBAL DIVERSIFIED FUTURES FUND L.P.
                          INDEX TO FINANCIAL STATEMENTS


                                                                          Page
                                                                          Number

                        Oath or Affirmation.                              F-2

                        Reports of Independent Accountants.            F-3 - F-4

                        Financial Statements:
                        Statements of Financial Condition at
                        December 31, 2002 and 2001.                       F-5

                        Condensed Schedules of Investments at
                        December 31, 2002 and 2001.                    F-6 - F-7

                        Statements of Income and Expenses for
                        the years ended December 31, 2002 2001
                        and 2000.                                         F-8

                        Statements of Partners' Capital for the
                        years ended December 31, 2002, 2001 and
                        2000.                                             F-9

                        Notes to Financial Statements.                 F-10-F-13

                        Selected unaudited quarterly financial
                        data.                                             F-14


                                       F-1

<PAGE>





                           To The Limited Partners of
            Salomon Smith Barney Global Diversified Futures Fund L.P.

To the best of the  knowledge  and belief of the  undersigned,  the  information
contained herein is accurate and complete.






By:  Daniel R. McAuliffe, Jr.
     Chief Financial Officer and Director
     Smith Barney Futures Management LLC
     General Partner, Salomon Smith Barney
     Global Diversified Futures Fund L.P.

Smith Barney Futures Management LLC
388 Greenwich Street
7th Floor
New York, N.Y. 10013
212-723-5424








                                       F-2
<PAGE>


                         Report of Independent Auditors

To the Partners of
   Salomon Smith Barney Global Diversified Futures Fund L.P.:

We have audited the  accompanying  statement  of financial  condition of Salomon
Smith Barney Global Diversified  Futures Fund L.P. (the Partnership),  including
the condensed schedule of investments,  as of December 31, 2002, and the related
statements  of income and  expenses,  and  partners'  capital  for the year then
ended.  These financial  statements are the  responsibility of the Partnership's
management.  Our  responsibility  is to express  an  opinion on these  financial
statements based on our audit. The financial statements of the Partnership as of
December  31,  2001 and for the  years  ended  December  31,  2001 and 2000 were
audited by other  auditors  whose  report dated  February 28, 2002  expressed an
unqualified opinion on those statements.

We conducted our audit in accordance with auditing standards  generally accepted
in the  United  States of  America.  Those  standards  require  that we plan and
perform the audit to obtain  reasonable  assurance  about  whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.   We  believe  that  our  audit  provides  a
reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material  respects,  the  financial  position of Salomon Smith Barney Global
Diversified  Futures Fund L.P. as of December  31, 2002,  and the results of its
operations  and changes in its  partners'  capital  for the year then ended,  in
conformity with accounting principles generally accepted in the United States of
America.

KPMG LLP
New York, New York
March 7, 2003


                                      F-3
<PAGE>


                        Report of Independent Accountants

To the Partners of
   Salomon Smith Barney Global Diversified Futures Fund L.P.:

In our opinion, the accompanying statement of financial condition, including the
condensed  schedule of  investments,  and the related  statements  of income and
expenses and of partners' capital present fairly, in all material respects,  the
financial position of Salomon Smith Barney Global Diversified  Futures Fund L.P.
at  December  31,  2001 and the  results of its  operations  for the years ended
December 31, 2001 and 2000 in conformity  with accounting  principles  generally
accepted in the United States of America.  These  financial  statements  are the
responsibility of the management of the General Partner;  our  responsibility is
to express an opinion on these  financial  statements  based on our  audits.  We
conducted our audits of these  financial  statements in accordance with auditing
standards generally accepted in the United States of America, which require that
we plan and perform the audit to obtain  reasonable  assurance about whether the
financial  statements  are free of  material  misstatement.  An  audit  includes
examining,  on a test basis,  evidence supporting the amounts and disclosures in
the  financial   statements,   assessing  the  accounting  principles  used  and
significant  estimates  made  by the  management  of the  General  Partner,  and
evaluating the overall  financial  statement  presentation.  We believe that our
audits provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP
New York, New York
February 28, 2002




                                      F-4
<PAGE>



                              Salomon Smith Barney
                      Global Diversified Futures Fund L.P.
                        Statements of Financial Condition
                           December 31, 2002 and 2001

<TABLE>
<CAPTION>

                                                                     2002            2001
<S>                                                                   <C>            <C>
Assets:
Equity in commodity futures trading account:
   Cash (restricted $5,827,594 and 3,406,754 in 2002 and 2001,
     respectively) (Note 3c)                                     $48,802,978   $53,304,715
   Net unrealized appreciation on open positions*                  3,260,533     1,018,420
                                                                 -----------   -----------
                                                                  52,063,511    54,323,135
Interest receivable                                                   39,935        62,378
                                                                 -----------   -----------
                                                                 $52,103,446   $54,385,513
                                                                 -----------   -----------

Liabilities and Partners' Capital:
Liabilities:
  Accrued expenses:
   Commissions (Note 3c)                                         $   238,962   $   249,428
   Management fees (Note 3b)                                          77,066        91,845
   Incentive fees (Note 3b)                                        1,293,471       203,932
   Professional fees                                                  51,066        54,039
   Other                                                               6,484        12,025
 Redemptions payable (Note 5)                                      1,044,772       370,309
                                                                 -----------   -----------
                                                                   2,711,821       981,578
                                                                 -----------   -----------
Partners' capital (Notes 1 and 5):
  General Partner, 619.7983 and 1,067.4488 Unit equivalents
   outstanding in 2002 and 2001, respectively                        731,951     1,123,202
  Limited Partners, 41,203.7225 and 49,685.5808
   Units of Limited Partnership Interest
   outstanding in 2002 and 2001, respectively                     48,659,674    52,280,733
                                                                 -----------   -----------
                                                                  49,391,625    53,403,935
                                                                 -----------   -----------
                                                                 $52,103,446   $54,385,513
                                                                 -----------   -----------

</TABLE>


    *  Forward contracts included in this balance are presented gross in the
       accompanying Condensed Schedule of Investments.

 See accompanying notes to financial statements.



                                      F-5
<PAGE>

                              Salomon Smith Barney
                      Global Diversified Futures Fund L.P.
                        Condensed Schedule of Investments
                                December 31, 2002
<TABLE>
<CAPTION>
<S>                          <C>                                                          <C>
Sector                       Contract                                                  Fair Value
-------------------------    -------------------------------------------               ------------
Currencies
                             Unrealized appreciation on forward contracts 3.65%        $1,801,294
                             Unrealized depreciation on forward contracts (2.79)%      (1,377,940)
                                                                                       ----------
                                      Total Forward contracts 0.86%                       423,354
                                                                                       ----------

                             Futures contracts sold 0.00%*                                  1,288
                             Futures contracts purchased 0.81%                            399,987
                                                                                       ----------
                             Total Futures contracts 0.81%                                401,275
                                                                                       ----------
  Total Currencies 1.67%                                                                  824,629
                                                                                       ----------

Energy 0.34%                 Futures contracts purchased 0.34%                            170,204
                                                                                       ----------

Grains
                             Futures contracts sold 0.08%                                  38,536
                             Futures contracts purchased 0.00%*                             1,358
                                                                                       ----------
  Total Grains 0.08%                                                                       39,894
                                                                                       ----------

Interest Rates U.S. 0.90%    Futures contracts purchased 0.90%                            444,087
                                                                                       ----------

Interest Rates Non-U.S.2.64% Futures contracts purchased 2.64%                          1,306,021
                                                                                       ----------
Metals
                             Unrealized appreciation on forward contracts 0.29%          $141,506
                             Unrealized depreciation on forward contracts (0.43)%        (212,942)
                                                                                       ----------
                             Total Forward contracts (0.14)%                              (71,436)
                                                                                       ----------

                             Futures contracts sold 0.01%                                   5,987
                             Futures contracts purchased 0.43%                            213,790
                                                                                       ----------
                             Total Futures contracts 0.44%                                219,777
                                                                                       ----------
  Total Metals 0.30%                                                                      148,341
                                                                                       ----------
Softs
                             Futures contracts sold 0.01%                                   4,481
                             Futures contracts purchased 0.10%                             49,886
                                                                                       ----------
  Total Softs 0.11%                                                                        54,367
                                                                                       ----------
Indices
                             Futures contracts sold 0.57%                                 282,260
                             Futures contracts purchased (0.02)%                           (9,270)
                                                                                       ----------
  Total Indices 0.55%                                                                     272,990
                                                                                       ----------

Total Fair Value 6.59%                                                                 $3,260,533
                                                                                       ==========

                                  Investments at   % of Investments at
Country Composition                Fair Value           Fair Value
--------------------------      ------------------- -------------------
 Australia                         $183,783             5.64%
 Canada                              78,916             2.42
 France                              (7,297)           (0.22)
 Germany                            506,816            15.54
 Hong Kong                           30,660             0.94
 Japan                              129,109             3.96
 Spain                               (1,522)           (0.05)
 Sweden                               1,231             0.04
 United Kingdom                     462,397            14.18
 United States                    1,876,440            57.55
                                ------------------- ---------------------
                                 $3,260,533           100.00%
                                =================== =====================
</TABLE>
  Percentages are based on Partners' capital unless otherwise indicated
 * Due to rounding
 See accompanying notes to financial statements.


                                      F-6
<PAGE>

                              Salomon Smith Barney
                      Global Diversified Futures Fund L.P.
                        Condensed Schedule of Investments
                                December 31, 2001
<TABLE>
<CAPTION>
<S>                              <C>                                                         <C>
Sector                           Contract                                                  Fair Value
---------------------------      -----------------------------------                     ------------
Currencies
                                 Exchange traded contracts purchased 0.08%                   $ 43,336
                                 Exchange traded contracts sold 0.11%                          58,200
                                                                                           ----------
                                 Total Exchange traded contracts 0.19%                        101,536
                                                                                           ----------
                                 Over the counter contracts purchased 1.42%                   760,465
                                 Over the counter contracts sold 0.28%                        147,088
                                                                                           ----------
                                 Total Over the counter 1.70%                                 907,553
                                                                                           ----------
  Total Currencies 1.89%                                                                    1,009,089
                                                                                           ----------
Energy
                                 Futures contracts purchased 0.00% *                              780
                                 Futures contracts sold (0.09)%                               (50,752)
                                                                                           ----------
  Total Energy (0.09)%                                                                        (49,972)
                                                                                           ----------
Grains
                                 Futures contracts purchased (0.01)%                           (3,712)
                                 Futures contracts sold 0.14%                                  74,614
                                                                                           ----------
  Total Grains 0.13%                                                                           70,902
                                                                                           ----------
Interest Rates Non-U.S.
                                 Futures contracts purchased (0.12)%                          (64,972)
                                 Futures contracts sold 0.12%                                  62,970
                                                                                           ----------
  Total Interest Rates Non-U.S. 0.00%*                                                         (2,002)
                                                                                           ----------
Interest Rates U.S.
                                Futures contracts purchased 0.09%                             47,044
                                Futures contracts sold 0.02%                                  14,726
                                                                                          ----------
  Total Interest Rates U.S. 0.11%                                                             61,770
                                                                                          ----------
Livestock
                                Futures contracts purchased (0.00)% *                           (350)
                                Futures contracts sold 0.00% *                                (1,840)
                                                                                          ----------
  Total Livestock 0.00% *                                                                     (2,190)
                                                                                          ----------
Metals
                                Futures contracts purchased (0.07)%                          (40,003)
                                Futures contracts sold (0.17)%                               (88,562)
                                                                                          ----------
  Total Metals (0.24)%                                                                      (128,565)
                                                                                          ----------
Softs
                                Futures contracts purchased 0.05%                             31,670
                                Futures contracts sold (0.01)%                                (7,629)
                                                                                          ----------
  Total Softs 0.04%                                                                           24,041
                                                                                          ----------
Indices
                                Futures contracts purchased 0.06%                             29,992
                                Futures contracts sold 0.01%                                   5,355
                                                                                          ----------
  Total Indices 0.07%                                                                         35,347
                                                                                          ----------

Total Fair Value 1.91%                                                                    $1,018,420
                                                                                          ==========

                              Investments at       % of Investments at
Country Composition           Fair Value                 Fair Value
------------------------      ----------------    ----------------------
 Australia                     $(21,872)                    (2.15)%
 Canada                          39,947                      3.92
 France                          (4,395)                    (0.43)
 Germany                         72,053                      7.07
 Hong Kong                          724                      0.07
 Japan                          (63,666)                    (6.25)
 Sweden                             (45)                    (0.00)
 United Kingdom                (166,823)                   (16.38)
 United States                1,162,497                    114.15
                             -----------------    -----------------------
                             $1,018,420                    100.00%
                            ==================    =======================
</TABLE>
  Percentages are based on Partners' capital unless otherwise indicated
  * Due to rounding
  See accompanying notes to financial statements.

                                      F-7
<PAGE>

                              Salomon Smith Barney
                      Global Diversified Futures Fund L.P.
                        Statements of Income and Expenses
              for the years ended December 31, 2002, 2001 and 2000
<TABLE>
<CAPTION>
                                                          2002          2001            2000
<S>                                                        <C>          <C>              <C>
Income:
  Net gain on trading of commodity interests:
   Realized gains on closed positions and foreign
    currencies                                       $ 7,968,622   $ 8,321,777    $ 3,740,830
   Change in unrealized gains (losses) on
    open positions                                     2,242,113    (2,995,675)       857,257
                                                     -----------   -----------    -----------
                                                      10,210,735     5,326,102      4,598,087
  Interest income (Note 3c)                              646,856     1,580,323      3,075,979
                                                     -----------   -----------    -----------
                                                      10,857,591     6,906,425      7,674,066
                                                     -----------   -----------    -----------
Expenses:
  Brokerage commissions including clearing fees of
   $134,403, $106,521 and $101,456 in 2002, 2001
   and 2000, respectively (Note 3c)                    3,030,685     3,312,436      4,029,150
  Management fees (Note 3b)                              849,528     1,134,883      1,380,183
  Incentive fees (Note 3b)                             1,293,471       203,932        534,071
  Professional fees                                       73,737        43,228         52,350
  Other expenses                                           6,727        26,204         17,308
                                                     -----------   -----------    -----------
                                                       5,254,148     4,720,683      6,013,062
                                                     -----------   -----------    -----------
Net income                                           $ 5,603,443   $ 2,185,742    $ 1,661,004
                                                     -----------   -----------    -----------
Net income per Unit of Limited Partnership
  Interest and General Partner Unit equivalent
  (Notes 1 and 7)                                    $    128.72   $     41.71    $     54.65
                                                     -----------   -----------    -----------

</TABLE>

     See accompanying notes to financial statements.



                                      F-8
<PAGE>

                              Salomon Smith Barney
                      Global Diversified Futures Fund L.P.
                         Statements of Partners' Capital
              for the years ended December 31, 2002, 2001 and 2000

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

                                                     Limited           General
                                                     Partners          Partner         Total

Partners' capital at December 31, 1999              86,192,741         895,767      87,088,508
Net income                                           1,598,093          62,911       1,661,004
Sale of 6,266.1056 Units of Limited Partnership
  Interest and General Partner's contribution
  representing 125.4784 Unit equivalents             5,931,000         120,000       6,051,000
Redemption of 38,567.0884 Units of Limited
  Partnership Interest                             (34,769,993)           --       (34,769,993)
                                                  ------------    ------------    ------------
Partners' capital at December 31, 2000              58,951,841       1,078,678      60,030,519
Net income                                           2,141,218          44,524       2,185,742
Redemption of 8,652.4672 Units of Limited
   Partnership Interest                             (8,812,326)           --        (8,812,326)
                                                  ------------    ------------    ------------
Partners' capital at December 31, 2001              52,280,733       1,123,202      53,403,935
Net income                                           5,494,695         108,748       5,603,443
Redemption of 8,481.8583 Units of Limited
   Partnership Interest and 447.6505 Units of
   General Partnership Interest                     (9,115,754)       (499,999)     (9,615,753)
                                                  ------------    ------------    ------------
Partners' capital at December 31, 2002            $ 48,659,674    $    731,951    $ 49,391,625
                                                  ------------    ------------    ------------
</TABLE>

 See accompanying notes to financial statements.




                                     F-9
<PAGE>


                              Salomon Smith Barney
                      Global Diversified Futures Fund L.P.
                          Notes to Financial Statements


1.  Partnership Organization:

     Salomon   Smith  Barney   Global   Diversified   Futures  Fund  L.P.   (the
     "Partnership")  is a limited  partnership  organized  under the laws of the
     State of New York on June 15,  1998 to engage in  speculative  trading of a
     diversified portfolio of commodity interests,  including futures contracts,
     options  and  forwards.  The  commodity  interests  that are  traded by the
     Partnership are volatile and involve a high degree of market risk.

     Between  November  25,  1998  (commencement  of the  offering  period)  and
     February 1, 1999, 33,379 Units of Limited  Partnership  Interest  ("Units")
     were sold at $1,000 per Unit.  The  proceeds of the initial  offering  were
     held in an escrow  account until  February 2, 1999, at which time they were
     turned over to the Partnership for trading.  The Partnership was authorized
     to sell 100,000 Units during its offering  period which ended  November 25,
     2000.

     Smith  Barney  Futures  Management  LLC acts as the  general  partner  (the
     "General Partner") of the Partnership.  The Partnership's  commodity broker
     is Salomon  Smith Barney Inc.  ("SSB").  SSB is an affiliate of the General
     Partner.  The  General  Partner  is wholly  owned by Salomon  Smith  Barney
     Holdings Inc. ("SSBHI"),  which is the sole owner of SSB. SSBHI is a wholly
     owned subsidiary of Citigroup Inc.

     The  General  Partner  and each  limited  partner  share in the profits and
     losses of the  Partnership  in  proportion  to the  amount  of  partnership
     interest  owned by each except that no limited  partner shall be liable for
     obligations  of  the   Partnership  in  excess  of  their  initial  capital
     contribution and profits, if any, net of distributions.

     The  Partnership  will  be  liquidated  upon  the  first  to  occur  of the
     following:  December 31, 2018;  the net asset value of a Unit  decreases to
     less than $400 as of a close of any business  day; or under  certain  other
     circumstances as defined in the Limited Partnership Agreement.

2.  Accounting Policies:

     a. 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 statement of financial  condition at fair value on the last
     business day of the year, which represents market value for those commodity
     interests for which market quotations are 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 year.  Realized gains (losses) and changes in unrealized gains (losses)
     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.

     b. The Partnership  may purchase and write (sell)  options.  An option is a
     contract  allowing,  but not  requiring,  its  holder to buy (call) or sell
     (put) a  specific  or  standard  commodity  or  financial  instrument  at a
     specified  price during a specified time period.  The option premium is the
     total price paid or received for the option contract.  When the Partnership
     writes an option,  the premium  received is recorded as a liability  in the
     statement  of  financial  condition  and marked to market  daily.  When the
     Partnership  purchases an option,  the premium paid is recorded as an asset
     in the statement of financial condition and marked to market daily.

     c.  Income  taxes have not been  provided as each  partner is  individually
     liable for the taxes,  if any, on their share of the  Partnership's  income
     and expenses.

     d. 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,  disclosure  of  contingent  assets and
     liabilities  at the  date of the  financial  statements  and  the  reported
     amounts of  revenues  and  expenses  during the  reporting  period.  Actual
     results could differ from these estimates.

     e.  Certain  prior  period  amounts  have been  reclassified  to conform to
     current year presentation.

3.  Agreements:

    a. Limited Partnership Agreement:

     The General Partner administers the business and affairs of the Partnership
     including  selecting one or more advisors to make trading decisions for the
     Partnership.


                                      F-10
<PAGE>

    b. Management Agreement:

     The  General  Partner,  on  behalf of the  Partnership,  has  entered  into
     Management  Agreements with Campbell & Company, Inc.  ("Campbell"),  Aspect
     Capital  Limited  ("Aspect")  and  Eckhardt  Trading  Company  ("Eckhardt")
     (collectively,  the  "Advisors"),  each of which are  registered  commodity
     trading advisors. The Advisors are not affiliated with one another, are not
     affiliated  with the General Partner or SSB and are not responsible for the
     organization or operation of the Partnership. The Partnership will pay each
     Advisor  a  monthly  management  fee  equal  to 1/6 of 1%  (2% a  year)  of
     month-end  Net Assets  allocated to the Advisor,  except for Aspect,  which
     will receive a monthly management fee equal to 1/12 of 1.25% (1.25% a year)
     of month-end Net Assets allocated to the Advisor. Month-end Net Assets, for
     the purpose of calculating  management  fees are Net Assets,  as defined in
     the Limited  Partnership  Agreement,  prior to the reduction of redemptions
     and incentive fees.

     In addition,  the Partnership is obligated to pay each Advisor an incentive
     fee payable annually equal to 20% of the New Trading Profits, as defined in
     the Management Agreements, earned by each Advisor for the Partnership.

    c. Customer Agreement:

     The Partnership  has entered into a Customer  Agreement which provides that
     the  Partnership  will pay SSB a monthly  brokerage fee equal to 9/20 of 1%
     (5.4% per year) of month-end Net Assets,  in lieu of brokerage  commissions
     on a per trade basis.  Month-end Net Assets, for the purpose of calculating
     commissions  are  Net  Assets,  as  defined  in  the  Limited   Partnership
     Agreement,  prior to the reduction of all  liabilities of the  Partnership.
     SSB will pay a portion of brokerage fees to its financial  consultants  who
     have sold Units in this  Partnership.  Brokerage  fees will be paid for the
     life of the Partnership,  although the rate at which such fees are paid may
     be changed.  The Partnership will pay for National Futures Association fees
     as well as exchange,  clearing, user, give-up and floor brokerage fees. All
     of the Partnership's  assets are deposited in the Partnership's  account at
     SSB. The Partnership's cash is deposited by SSB in segregated bank accounts
     to the extent required by Commodity Futures Trading Commission regulations.
     At  December  31,  2002 and  2001,  the  amount  of cash  held  for  margin
     requirements was $5,827,594 and $3,406,754,  respectively. SSB will pay the
     Partnership  interest on 80% of the average daily equity maintained in cash
     in its  account  during  each  month at a 30-day  U.S.  Treasury  bill rate
     determined  weekly  by SSB  based on the  average  noncompetitive  yield on
     3-month U.S. Treasury bills maturing in 30 days from the date on which such
     weekly rate is determined.  The Customer  Agreement between the Partnership
     and SSB gives the Partnership  the legal right to net unrealized  gains and
     losses.  The Customer  Agreement  may be  terminated  upon notice by either
     party.

4.  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  interests.  The  results  of the  Partnership's
     trading activities are shown in the statement of income and expenses.

     All of the  commodity  interests  owned  by the  Partnership  are  held for
     trading  purposes.  The average fair value during the years ended  December
     31,  2002 and 2001,  based on a monthly  calculation,  was  $1,607,834  and
     $2,303,242, respectively.

5.  Distributions and Redemptions:

     Distributions  of profits,  if any, will be made at the sole  discretion of
     the General  Partner  and at such times as the General  Partner may decide.
     Beginning  with the first full month ending at least three months after the
     commencement  of trading,  a limited partner may require the Partnership to
     redeem his Units at their Redemption value per unit as of the last day of a
     month on 10 days  notice  to the  General  Partner.  For the  purpose  of a
     redemption,  any  accrued  liability  for  reimbursement  of  offering  and
     organization  expenses  for the  Initial  Offering  Period  will not reduce
     Redemption  value per Unit.  There is no fee charged to limited partners in
     connection with redemptions.


                                     F-11
<PAGE>


6.  Offering Costs:

     Offering  costs of  approximately  $700,000  relating to the  issuance  and
     marketing of the  Partnership's  Units offered were  initially paid by SSB.
     The  Partnership  has reimbursed SSB for all such costs incurred during the
     initial offering and continuous  offering period (together with interest at
     the prime rate quoted by JPMorgan Chase & Co.).

     For  the  years  ended   December  31,  2002  and  2001,  $0  and  $40,661,
     respectively,   of  these  costs  have  been   reimbursed  to  SSB  by  the
     Partnership.  In addition, the Partnership has recorded interest expense of
     $0 and $161,  respectively,  for the years ended December 31, 2002 and 2001
     which is included in other expenses.

  7.   Financial Highlights:
     Changes in the net asset  value per Unit of  Partnership  interest  for the
     years ended December 31, 2002, 2001 and 2000 were as follows:

<TABLE>
<CAPTION>
                                                     2002          2001         2000
<S>                                                   <C>          <C>          <C>
Net realized and unrealized gains*            $     163.76 $      39.09 $      40.86
Interest income                                      13.69        28.35        43.07
Expenses**                                          (48.73)      (25.73)      (29.28)
                                                 ---------    ---------    ---------
Increase for year                                   128.72        41.71        54.65
Net asset value per Unit, beginning of year       1,052.23     1,010.52       950.95
Redemption/subscription value per Unit
 versus net asset value per Unit                       --           --          4.92
                                                 ---------    ---------    ---------
Net asset value per Unit, end of year         $   1,180.95 $   1,052.23 $   1,010.52
                                                 ---------    ---------    ---------
Redemption/subscription value per Unit,
 end of year***                               $   1,180.95 $   1,052.23 $     956.34
                                                 ---------    ---------    ---------

</TABLE>
    * Includes brokerage commissions.
    ** Excludes brokerage commissions.
    ***For the purpose of a redemption/subscription, any remaining liability for
       reimbursement of offering costs will not reduce redemption/subscription
       value per unit.
<TABLE>
<CAPTION>
<S>                                                <C>      <C>
Ratios to Average Net Assets :
 Net investment loss before incentive fees****     (6.6)%  (5.2)%
 Incentive fees                                    (2.6)%  (0.4)%
                                                   ----     ---
 Net investment loss after incentive fees          (9.2)%  (5.6)%
                                                   ----     ---

 Net income before incentive fees*****             13.8%    4.3%
 Incentive fees*****                               (2.6)%  (0.4)%
                                                   ----     ---
 Net income after incentive fees*****              11.2%    3.9%
                                                   ----     ---

 Operating expenses                                 7.9%    8.0%
 Incentive fees                                     2.6%    0.4%
                                                   ----     ---
 Total expenses                                    10.5%    8.4%
                                                   ----     ---
Total return:
 Total return before incentive fees                15.2%    4.5%
 Incentive fees                                    (3.0)%  (0.4)%
                                                   ----     ---
 Total return after incentive fees                 12.2%    4.1%
                                                   ----     ---

</TABLE>

    **** Interest income less total expenses (exclusive of incentive fees).
    ***** Supplemental information not required.

    The above ratios may vary for individual investors based on the timing of
    capital transactions during the year.



                                     F-12
<PAGE>


8.  Financial Instrument Risks:

     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, or 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.

     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 in the statement 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 SSB.
     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 December 31,
     2002.  However,  due to the  nature of the  Partnership's  business,  these
     instruments may not be held to maturity.


                                     F-13
<PAGE>


Selected  unaudited  quarterly  financial  data for the years ended December 31,
2002 and December 31, 2001 is summarized below:

<TABLE>
<CAPTION>
<S>                                              <C>                      <C>                   <C>                   <C>
                                          For the period from     For the period from    For the period from    For the period from
                                           October 1, 2002 to       July 1, 2002 to     April 1, 2002 to June    January 1, 2002 to
                                           December 31, 2002       September 30, 2002          30, 2002            March 31, 2002
         Net realized and unrealized
        trading gains (losses) net of
     brokerage commissions and clearing
      fees including interest income            $855,936               $6,332,521             $3,756,544            $(3,118,095)

              Net Income (loss)                 $516,480               $4,994,409             $3,425,926            $(3,333,372)

      Increase (decrease) in Net Asset            $14.91                  $108.54                 $71.23                $(65.96)
               Value per Unit
                                          For the period from     For the period from    For the period from    For the period from
                                           October 1, 2001 to       July 1, 2001 to     April 1, 2001 to June    January 1, 2001 to
                                          December 31, 2001       September 30, 2001          30, 2001            March 31, 2001
         Net realized and unrealized
        trading gains (losses) net of
     brokerage commissions and clearing
       fees including interest income           $50,806                $4,263,366            $(4,010,228)            $3,290,045

              Net Income (loss)                $(99,146)               $3,617,995            $(4,040,389)            $2,707,282

      Increase (decrease) in Net Asset           $(2.02)                   $68.59               $ (71.10)                $46.24
               Value per Unit
</TABLE>



                                     F-14

<PAGE>


Item 9.  Changes  in  and  Disagreements  with  Accountants  on  Accounting  and
     Financial Disclosure.
     PricewaterhouseCoopers  LLP was previously the principal accountant for the
Partnership.  On July 9, 2002,  that firm was dismissed as principal  accountant
and KPMG LLP was  engaged  as  principal  accountant.  The  decision  to  change
accountants was approved by the general partner of the Partnership.
     In  connection  with the audits of the two fiscal years ended  December 31,
2001,   and   through   July  9,  2002,   there  were  no   disagreements   with
PricewaterhouseCoopers  LLP on any matter of accounting principles or practices,
financial  statement  disclosure,   or  auditing  scope  or  procedures,   which
disagreements  if not resolved to their  satisfaction  would have caused them to
make  reference  thereto in their reports on the financial  statements  for such
years.
     The audit reports of PricewaterhouseCoopers LLP on the financial statements
of the  Partnership as of and for the years ended December 31, 2001 and 2000 did
not  contain  any  adverse  opinion  or  disclaimer  of  opinion,  nor were they
qualified or modified as to uncertainty, audit scope, or accounting principle.
                                    PART III
Item 10. Directors and Executive Officers of the Registrant.
          --------------------------------------------------
     The Partnership has no officers or directors and its affairs are managed by
its General Partner,  Smith Barney Futures Management LLC. Investment  decisions
are made by the Advisors.


                                       42
<PAGE>


Item 11. Executive Compensation.
          ---------------------
     The  Partnership  has no directors or officers.  Its affairs are managed by
Smith Barney Futures  Management LLC, its General Partner.  SSB, an affiliate of
the General  Partner,  is the commodity  broker for the Partnership and receives
brokerage  commissions for such services, as described under "Item 1. Business."
Brokerage commissions and clearing fees of $3,030,685 were earned by SSB for the
year ended December 31, 2002. Management fees and incentive fees of $849,528 and
$1,293,471,  respectively,  were  earned  by the  Advisors  for the  year  ended
December 31, 2002.
Item 12. Security Ownership of Certain Beneficial Owners and Management.
          (a). Security     ownership    of    certain     beneficial    owners.
The  Partnership  knows of no person who  beneficially  owns more than 5% of the
Units outstanding.
          (b). Security ownership of management.  Under the terms of the Limited
Partnership  Agreement,  the  Partnership's  affairs  are managed by the General
Partner.  The  General  Partner  owns  Units  of  general  partnership  interest
equivalent  to  619.7983  (1.5%)  Units of limited  partnership  interest  as of
December 31, 2002.
          (c). Changes in control. None.
Item 13.  Certain Relationship and Related Transactions.
     Salomon Smith Barney Inc. and Smith Barney Futures  Management LLC would be
considered  promoters for purposes of item 404 (d) of Regulation S-K. The nature
and the amounts of compensation  each promoter will receive from the Partnership


                                       43
<PAGE>

are set forth  under  "Item 1.  Business",  "Item 8.  Financial  Statements  and
Supplementary Data." and "Item 11. Executive  Compensation."
Item 14.Control and Procedures
     Based on their  evaluation  of the  Partnership's  disclosure  controls and
procedures  as of a date within 90 days of the filing of this report,  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 subsequent to the
date of their evaluation.
                                     PART IV
Item 15. Exhibits, Financial Statement Schedules, and Reports on Form 8-K.
     (a)  (1) Financial Statements:
          Statements of Financial Condition at December 31, 2002 and 2001.
          Statements  of Income and  Expenses  for the years ended  December 31,
          2002, 2001 and 2000.
          Statements of Partners' Capital for the years ended December 31, 2002,
          2001 and 2000.
          (2) Financial Statement Schedules: Financial Data
          Schedule for the year ended December 31, 2002.
          (3) Exhibits:
     3.1  -  Limited  Partnership   Agreement  (filed  as  Exhibit  3.1  to  the


                                       44
<PAGE>

          Registration   Statement   on  Form  S-1  (File  No.   333-61961   and
          incorporated herein by reference).

     3.2  - Certificate of Limited  Partnership  of the  Partnership as filed in
          the office of the  Secretary of State of the State of New York on June
          15, 1998 (filed as Exhibit 3.2 to the  Registration  Statement on Form
          S-1 (File No. 333-61961) and incorporated herein by reference).
     10.1-Customer  Agreement  between the  Partnership and Salomon Smith Barney
          (filed as Exhibit 10.1 to the Registration Statement on Form S-1 (File
          No. 333-61961) and incorporated herein by reference).
     10.3-Escrow  Instructions  relating to escrow of subscription  funds (filed
          as Exhibit  10.3 to the  Registration  Statement on Form S-1 (File No.
          333-61961) and incorporated herein by reference).
     10.5-Management  Agreement among the  Partnership,  the General Partner and
          Campbell & Company,  Inc.  (filed as Exhibit 10.5 to the  Registration
          Statement on Form S-1 (File No. 333-61961) and incorporated  herein by
          reference).
     10.6-Management  Agreement among the  Partnership,  the General Partner and
          Eagle Trading Systems, Inc. (filed as Exhibit 10.6 to the Registration
          Statement on Form S-1 (File No. 333-61961) and incorporated  herein by
          reference).


                                       45
<PAGE>

     10.7-Management  Agreement among the  Partnership,  the General Partner and
          Eckhardt  Trading  Company (filed as Exhibit 10.7 to the  Registration
          Statement on Form S-1 (File No. 333-61961) and incorporated  herein by
          reference).

     10.8-Management  Agreement among the  Partnership,  the General Partner and
          Rabar  Market  Research  (filed as  Exhibit  10.8 to the  Registration
          Statement on Form S-1 (File No. 333-61961) and incorporated  herein by
          reference).

     10.9-Letter extending Management Agreements with Campbell & Company,  Inc.,
          Eagle Trading Systems, Inc., Eckhardt Trading Company and Rabar Market
          Research for 1999 (previously filed).

     10.10- Letter  extending  Management  Agreements  with  Campbell & Company,
          Inc., Eagle Trading Systems,  Inc., Eckhardt Trading Company and Rabar
          Market Research for 2000 (previously filed).

     10.11- Letter  extending  Management  Agreements  with  Campbell & Company,
          Inc., Eckhardt Trading Company and Rabar Market Research Inc. for 2001
          (previously filed).

     10.12- Management Agreement among the Partnership,  the General Partner and
          Aspect Capital Management Limited (previously filed).


                                       46
<PAGE>

     10.13- Letters from the General Partner  terminating  Management  Agreement
          with Eagle  Trading  Systems,  Inc.  and Rabar  Market  Research  Inc.
          (previously filed).
     10.14- Letter extending Management Agreements with Campbell & Company Inc.,
          Eckhardt Trading Company and Aspect Capital  Management Limited (filed
          herein).
     99.1 Certificate of Chief Executive Officer.
     99.2 Certificate of Chief Financial Officer.
     (b)  Report on Form 8-K: None filed.


                                       47
<PAGE>


     Supplemental  Information  To Be Furnished  With Reports Filed  Pursuant To
Section 15(d) Of The Act by  Registrants  Which Have Not  Registered  Securities
Pursuant To Section 12 Of the Act.




Annual  Report to Limited  Partners

No proxy  material  has been sent to Limited Partners.


                                       48
<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 annual report on Form 10-K to
be signed on its behalf by the undersigned,  thereunto duly  authorized,  in the
City of New York and State of New York on the 27th day of March 2003.


SMITH BARNEY GLOBAL DIVERSIFIED FUTURES FUND L.P.


By:      Smith Barney Futures Management LLC
         (General Partner)



By       /s/  David J. Vogel
         -------------------------------------
         David J. Vogel, President & Director


Pursuant to the requirements of the Securities Exchange Act of 1934, this annual
report  on Form  10-K has been  signed  below by the  following  persons  in the
capacities and on the date indicated.


/s/ David J. Vogel                                          /s/ Shelley Ullman
------------------------------                     -----------------------------
David J. Vogel                                                       Director
Director, Principal Executive
Officer and President



/s/ Maureen O'Toole                                         /s/ Steve J. Keltz
--------------------------                           ---------------------------
Maureen O'Toole                                         Secretary and Director
Director



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



                                       49
<PAGE>


                                  CERTIFICATION


I, David J. Vogel, certify that:
     1.   I have  reviewed  this  annual  report on Form 10-K of  Salomon  Smith
          Barney Global Diversified Futures Fund L.P.;

     2.   Based on my knowledge,  this annual 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 annual report;

     3.   Based on my knowledge,  the financial statements,  and other financial
          information  included in this  annual  report,  fairly  present in all
          material respects the financial condition and results of operations of
          the  registrant  as of, and for, the periods  presented in this annual
          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-14 and 15d-14) for the  registrant
          and we have:

          a.   designed such  disclosure  controls and procedures to ensure that
               material  information  relating to the registrant,  including its
               consolidated  subsidiaries,  is made known to us by others within
               those  entities,  particularly  during  the  period in which this
               annual report is being prepared;

          b.   evaluated  the  effectiveness  of  the  registrant's   disclosure
               controls and  procedures as of a date within 90 days prior to the
               filing date of this annual report (the "Evaluation Date"); and

          c.   presented  in  this  annual  report  our  conclusions  about  the
               effectiveness of the disclosure  controls and procedures based on
               our evaluation as of the Evaluation Date;

     5.   The registrant's other certifying officer and I have disclosed,  based
          on our most recent  evaluation,  to the registrant's  auditors and the
          audit  committee  of  registrant's  board  of  directors  (or  persons


                                       50
<PAGE>

          performing the equivalent function):

          a.   all  significant  deficiencies  in the  design  or  operation  of
               internal  controls which could adversely  affect the registrant's
               ability to record,  process,  summarize and report financial data
               and have  identified for the  registrant's  auditors any material
               weaknesses in internal controls; and

          b.   any fraud,  whether or not material,  that involves management or
               other employees who have a significant  role in the  registrant's
               internal controls; and

     6.   The registrant's other certifying officer and I have indicated in this
          annual  report  whether  or not  there  were  significant  changes  in
          internal controls or in other factors that could significantly  affect
          internal   controls   subsequent  to  the  date  of  our  most  recent
          evaluation,   including   any   corrective   actions  with  regard  to
          significant deficiencies and material weaknesses.
Date: March 27, 2003

                                                      /s/ David J. Vogel
                                                         -----------------------
                                                          David J. Vogel
                                                         Chief Executive Officer


                                       51
<PAGE>


                                  CERTIFICATION


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

     1.   I have  reviewed  this  annual  report on Form 10-K of  Salomon  Smith
          Barney Global Diversified Futures Fund L.P.;

     2.   Based on my knowledge,  this annual 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 annual report;

     3.   Based on my knowledge,  the financial statements,  and other financial
          information  included in this  annual  report,  fairly  present in all
          material respects the financial condition and results of operations of
          the  registrant  as of, and for, the periods  presented in this annual
          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-14 and 15d-14) for the  registrant
          and we have:

          a.   designed such  disclosure  controls and procedures to ensure that
               material  information  relating to the registrant,  including its
               consolidated  subsidiaries,  is made known to us by others within
               those  entities,  particularly  during  the  period in which this
               annual report is being prepared;
          b.   evaluated  the  effectiveness  of  the  registrant's   disclosure
               controls and  procedures as of a date within 90 days prior to the
               filing date of this annual report (the "Evaluation Date"); and

          c.   presented in this presented in this annual report our conclusions
               about the effectiveness of the disclosure controls and procedures
               based on our evaluation as of the Evaluation Date;


                                       52
<PAGE>

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

          a.   all  significant  deficiencies  in the  design  or  operation  of
               internal  controls which could adversely  affect the registrant's
               ability to record,  process,  summarize and report financial data
               and have  identified for the  registrant's  auditors any material
               weaknesses in internal controls; and

          b.   any fraud,  whether or not material,  that involves management or
               other employees who have a significant  role in the  registrant's
               internal controls; and

     6.   The registrant's other certifying officer and I have indicated in this
          annual  report  whether  or not  there  were  significant  changes  in
          internal controls or in other factors that could significantly  affect
          internal   controls   subsequent  to  the  date  of  our  most  recent
          evaluation,   including   any   corrective   actions  with  regard  to
          significant deficiencies and material weaknesses.
Date: March 27, 2003

                                                    /s/ Daniel R. McAuliffe, Jr.
                                                         -----------------------
                                                        Daniel R. McAuliffe, Jr.
                                                         Chief Financial Officer


                                       53
<PAGE>

CIK>                                               0001068237
NAME>                  Salomon Smith Barney Global Diversified Futures Fund L.P.
PERIOD-TYPE>                                       12-MONTHS
FISCAL-YEAR-END>                                   DEC-31-2002
PERIOD-START>                                      JAN-01-2002
PERIOD-END>                                        DEC-31-2002
CASH>                                                      48,802,978
SECURITIES>                                                 3,260,533
RECEIVABLES>                                                   39,935
ALLOWANCES>                                                         0
INVENTORY>                                                          0
CURRENT-ASSETS>                                            52,103,446
PP&E>                                                               0
DEPRECIATION>                                                       0
TOTAL-ASSETS>                                              52,103,446
CURRENT-LIABILITIES>                                        2,711,821
BONDS>                                                              0
PREFERRED-MANDATORY>                                                0
PREFERRED>                                                          0
COMMON>                                                             0
OTHER-SE>                                                  49,391,625
TOTAL-LIABILITY-AND-EQUITY>                                52,103,446
SALES>                                                              0
TOTAL-REVENUES>                                            10,857,591
CGS>                                                                0
TOTAL-COSTS>                                                        0
OTHER-EXPENSES>                                             5,254,148
LOSS-PROVISION>                                                     0
INTEREST-EXPENSE>                                                   0
INCOME-PRETAX>                                              5,603,443
INCOME-TAX>                                                         0
INCOME-CONTINUING>                                                  0
DISCONTINUED>                                                       0
EXTRAORDINARY>                                                      0
CHANGES>                                                            0
NET-INCOME>                                                 5,603,443
EPS-PRIMARY>                                                   128.72
EPS-DILUTED>                                                        0