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 fiscal year ended December 31, 2008
 OR ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
 
 000-32599
 CITIGROUP DIVERSIFIED 2000 FUTURES FUND L.P.
 
 New York
    
    13-4077759(State or other jurisdiction of
    
    (I.R.S. Employerincorporation or organization)
    
    Identification No.)
 c/o Citigroup Managed Futures LLC
55 East 59th Street - 10th Fl.
New York, New York 10022
 
 (212) 559-2011
 
 None
 Securities registered pursuant to Section 12(g) of the Act:
    
    Redeemable Units of Limited Partnership Interest(Title of Class)
  Yes  No X
  Yes  No X
  Yes X No
   Large accelerated
filer
    
    Accelerated filer
    
    Non-accelerated filer   X
    
    Smaller reporting company
  Yes           No X




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PART I
 Item 1. Business .
 General development of business
   Financial Statements and Supplementary Data
      2




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3




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4




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Financial information about industry segments Selected Financial
Data
 Narrative description of business
    Financial Information About Geographic Areas
 Available Information
 Reports to Security Holders
 Enforceability of Civil Liabilities Against Foreign Persons
 Smaller
Reporting Companies
 Item 1A. Risk Factors .
 As a result of leverage, small changes in the price of the Partnerships positions may result
in major losses.
  An investor may lose all of their investment.
  The Partnership will pay substantial fees and expenses regardless of profitability.
  An investors ability to redeem or transfer Redeemable Units is limited.
  Conflicts of interest exist.
   5




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Investing in units might not provide the desired diversification of an investors overall
portfolio.
  Past performance is no assurance of future results.
  An investors tax liability may exceed cash distributions.
  The General Partner may allocate the Partnerships assets to undisclosed advisors.
  New
regulation may impact the Partnerships trading
  Item 2. Properties .
  Item 3. Legal Proceedings .
    6




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Regulatory Matters
  IPO Civil Litigation
   In
Re: Initial Public Offering Securities Litigation en banc
 7




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Enron-Related Civil Actions
  Enron v. Citigroup, et al. (In re Enron Corp., et
al.)
 In Re:
NewPower Holdings Securities Litigation
 OCM
Opportunities Fund III, L.P., et al. v. Citigroup Inc., et al.; Pacific Investment Management Co.
LLC, et al. v. Citigroup Inc., et al.; AUSA Life Insurance v. Citigroup Inc., et al. and Principal
Global Investors v. Citigroup Inc., et al
 Newby Retirement Systems of Alabama v. Merrill Lynch, et al.
 Newby, et
al. v. Enron Corp., et al.
 8




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Ravenswood I, L.L.C., et al. v.
Citigroup, Inc., et al. Newby
 American National Insurance Co., et al. v. Citigroup Inc.,
et al. Newby
 Silvercreek Management Inc. v. Salomon Smith Barney, Inc.
 Public Employees Retirement
Systems of Ohio v. Fastow, et al. Newby
 Connecticut Resources Recovery Authority v. Lay,
et al. Newby
 Public Utility District
No. 1 of Snohomish County, Washington v. Citigroup, et al. Newby
 Newby
 9




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Avenue Capital Management II, L.P., et al.
v. J.P. Morgan Chase & Co., et al., DK Acquisition, et al. v. J.P. Morgan Chase, et al. Newby Bayerische Landesbank, et al. v. J.P. Morgan Chase Bank, et al. Newby
  Vanguard Balanced Index Fund, et al. v. Citigroup, et al. Newby
  Dynegy Inc.
 In Re: Dynegy Inc. Securities Litigation
 10




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WorldCom-Related Litigation
 In Re: WorldCom, Inc. Securities
Litigation
   In Re:
WorldCom, Inc. Securities Litigation
 11




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Weinstein, et al. v. Ebbers, et al.
 Retirement Systems of Alabama, et al. v. J.P. Morgan Chase & Co., et al. Public
Employees Retirement System of Ohio v. Ebbers, et al. New York City
Employees Retirement System v. Ebbers, et al.
  Sturm, et al. v. Citigroup, et al.
 In Re: Targets Securities Litigation
 12




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Global Crossing
 In Re: Global Crossing, Ltd.
Securities Litigation
   Adelphia Communications Corporation
  13




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In Re Adelphia Communications Corporation Securities and
Derivative Litigation
 Mutual Funds
   14




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Research Analyst Litigation
   In Re Salomon Analyst Metromedia Litigation
 In Re Salomon
Analyst AT&T Litigation In Re Salomon Analyst Level 3 Litigation, In Re Salomon Analyst
XO Litigation In Re Salomon Analyst Williams Litigation
 California State Teachers Retirement System v. Qwest
Communications
 15




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International, Inc., et al. State Universities Retirement System of Illinois v. Qwest
Communications International Inc., et al
  Norman v. Salomon Smith Barney, et al.
 Disher v. Citigroup Global Markets Inc.
 Supervisory Investigation
  Citigroup Shareholder Litigation
  16




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NASD Settlement
  Auction Rate Securities
  Finn v. Smith
Barney, et al.
 Hansen Beverage Co. v. Citigroup Inc., et al.
 In Re Citigroup Auction Rate Securities Litigation
 Mayor and City Council of Baltimore, Maryland v. Citigroup Inc., et al. Mayfield v.
Citigroup Inc., et al.
 17




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Subprime-Mortgage Related Litigation
 In Re American Home Mortgage Securities
Litigation
 In re Citigroup
Inc. Bond Litigation
 In Re Ambac Financial Group, Inc. Securities Litigation
 Other Matters
 In Re American Home Mortgage securities
 18




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In Re MAT Five Securities Litigation In Re
MAT Five Securities Litigation
 Leber v. Citigroup Inc., et al.
 Leber v. Citigroup, Inc., et al.
   Item 4. Submission of Matters to a Vote of Security Holders .
  19




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PART II
 Item 5. Market for Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities .
 Market Information
 Holders
 Dividends
 Securities
Authorized for Issuance Under Equity Compensation Plans.
 Performance
Graph.
 Use
of Proceeds
 Item 6. Selected Financial Data .
  2008
    
    
    2007
    
    
    2006
    
    
    2005
    
    
    2004Realized and unrealized trading gains (losses) and
investment in Partnership net of brokerage
commissions (including clearing fees), of $5,523,222,
$6,584,804, $7,793,930, $8,924,416 and $11,157,778,
respectively
    
    $
    16,823,665
    
    
    $
    (2,575,632
    )
    
    $
    (1,464,544
    )
    
    $
    (9,197,446
    )
    
    $
    9,110,611Interest income
    
    
    1,027,369
    
    
    
    4,064,499
    
    
    
    5,103,077
    
    
    
    3,637,345
    
    
    
    1,834,824$
    17,851,034
    
    
    $
    1,488,867
    
    
    $
    3,638,533
    
    
    $
    (5,560,101
    )
    
    $
    10,945,435Net income (loss)
    
    $
    13,562,137
    
    
    $
    (801,591
    )
    
    $
    1,023,734
    
    
    $
    (8,982,853
    )
    
    $
    5,440,660Increase (decrease) in Net Asset Value per Unit
    
    $
    195.34
    
    
    $
    (5.96
    )
    
    $
    10.23
    
    
    $
    (62.99
    )
    
    $
    43.49Total assets
    
    $
    92,283,681
    
    
    $
    100,299,729
    
    
    $
    129,994,652
    
    
    $
    152,802,619
    
    
    $
    192,831,825
 Item 7. Managements Discussion and Analysis of Financial Condition and Results of Operations .
 Overview
   20




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
    
    due diligence examinations of the Advisors;
    
    selection, appointment and termination of the Advisors;
    
    negotiation of the Management Agreements; and
    
    monitoring the activity of the Advisors.
    Graham Capital Management, L.P.
    Campbell & Company, Inc.
   21




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Aspect Capital Limited.
    SandRidge Capital L.P.
    Eckhardt Trading Company
  not
 Liquidity
  22




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(i)
    
    The Partnership/Funds invest their assets only in commodity interests that an Advisor
believes are traded in sufficient volume to permit ease of taking and liquidating
positions. Sufficient volume, in this context, refers to a level of liquidity that the
Advisor believes will permit it to enter and exit trades without noticeably moving the
market.(ii)
    
    An Advisor will not initiate additional positions in any commodity if these positions
would result in aggregate positions requiring a margin of more than
662/3% of the
Partnerships/Funds net assets allocated to that Advisor.(iii)
    
    The Partnership/Funds 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 clearinghouse, the physical commodity position is fully
hedged.(iv)
    
    The Partnership/Funds do not employ the trading technique commonly known as
pyramiding, in which the speculator uses unrealized profits on existing positions as
margin for the purchases or sale of additional positions in the same or related
commodities.(v)
    
    The Partnership/Funds do not utilize borrowings except short-term borrowings if the
Partnership/Funds take delivery of any cash commodities.(vi)
    
    The Advisors may, from time to time, employ trading strategies such as spreads or
straddles on behalf of the Partnership/Funds. 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.(vii)
    
    The Partnership/Funds will not permit the churning of their commodity trading
accounts. The term churning refers to the practice of entering and exiting trades with a
frequency unwarranted by legitimate efforts to profit from the trades, driven by the
desire to generate commission income.
   23




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Financial Statements and Supplementary Data
  Capital Resources
    24




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Results of Operations
       25




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Operational Risk
   26




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Operational/Settlement Risk
 Technological Risk
 Legal/Documentation Risk
 Financial Control Risk
 Critical Accounting Policies
 Use of Estimates.
 Statement of Cash Flows.
 Investments.
 Fair
Value Measurements. Fair Value Measurements No. FAS 157-2, Effective Date of FASB Statement No. 157
  Futures Contracts.
 27




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Forward Foreign Currency Contracts.
 London Metals Exchange Forward Contracts
 Options.
 Income Taxes.
   Recent Accounting Pronouncements.
  28




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Item 7A. Quantitative and Qualitative Disclosures About Market Risk .
 Introduction
      29




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Quantifying the Partnerships Trading Value at Risk
      30




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The Partnerships Trading Value at Risk in Different Market Sectors
   December 31,
2008
 Low
    
    
    Average% of Total
    
    
    High
    
    
    Value
    
    
    ValueMarket Sector
    
    Value at Risk
    
    
    Capitalization
    
    
    Value at Risk
    
    
    at Risk
    
    
    at Risk *Currencies
    
    $
    3,826,450
    
    
    
    3.00
    %
    
    $
    6,459,319
    
    
    $
    1,236,850
    
    
    $
    3,885,456Energy
    
    
    141,270
    
    
    
    0.11
    %
    
    
    1,689,425
    
    
    
    5,000
    
    
    
    547,096Interest Rates U.S.
    
    
    295,938
    
    
    
    0.23
    %
    
    
    1,754,540
    
    
    
    126,604
    
    
    
    919,061Interest Rates Non-U.S.
    
    
    1,650,897
    
    
    
    1.30
    %
    
    
    4,744,697
    
    
    
    631,807
    
    
    
    2,018,452Metals
    
    
    238,724
    
    
    
    0.18
    %
    
    
    1,281,336
    
    
    
    47,826
    
    
    
    360,423Indices
    
    
    1,414,857
    
    
    
    1.11
    %
    
    
    8,820,806
    
    
    
    845,740
    
    
    
    4,393,925Total
    
    $
    7,568,136
    
    
    
    5.93
    %
 
 *
    
    Annual average based on month-end Value at Risk  December 31,
2008
 Low
    
    
    Average% of Total
    
    
    High
    
    
    Value
    
    
    ValueMarket Sector
    
    Value at Risk
    
    
    Capitalization
    
    
    Value at Risk
    
    
    at Risk
    
    
    at Risk*Currencies
    
    $
    1,855,003
    
    
    
    0.83
    %
    
    $
    35,051,712
    
    
    $
    1,110,258
    
    
    $
    17,137,503Energy
    
    
    446,536
    
    
    
    0.20
    %
    
    
    5,209,200
    
    
    
    310,300
    
    
    
    1,557,045Grains
    
    
    161,000
    
    
    
    0.07
    %
    
    
    1,281,500
    
    
    
    52,500
    
    
    
    498,714Interest Rates U.S.
    
    
    719,400
    
    
    
    0.32
    %
    
    
    2,381,150
    
    
    
    24,412
    
    
    
    619,143Interest Rates Non-U.S.
    
    
    1,293,650
    
    
    
    0.58
    %
    
    
    4,718,751
    
    
    
    461,503
    
    
    
    1,792,563Livestock
    
    
    13,200
    
    
    
    0.01
    %
    
    
    27,600
    
    
    
    800
    
    
    
    15,664Metals
    
    
    680,383
    
    
    
    0.30
    %
    
    
    2,071,925
    
    
    
    31,044
    
    
    
    777,494Softs
    
    
    201,831
    
    
    
    0.09
    %
    
    
    752,387
    
    
    
    14,000
    
    
    
    395,956Indices
    
    
    592,157
    
    
    
    0.26
    %
    
    
    5,407,658
    
    
    
    235,978
    
    
    
    2,482,935Total
    
    $
    5,963,160
    
    
    
    2.66
    %
 
 *
    
    Annual average of month-end value at risk 31




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December 31,
2008
 Average% of Total
    
    
    High
    
    
    Low
    
    
    Value atMarket Sector
    
    Value at Risk
    
    
    Capitalization
    
    
    Value at Risk
    
    
    Value at Risk
    
    
    Risk*Currencies
    
    $
    3,017,826
    
    
    
    1.26
    %
    
    $
    7,405,062
    
    
    $
    1,762,375
    
    
    $
    3,652,203Energy
    
    
    1,802,535
    
    
    
    0.75
    %
    
    
    4,744,750
    
    
    
    520,250
    
    
    
    2,336,576Grains
    
    
    549,062
    
    
    
    0.23
    %
    
    
    1,268,423
    
    
    
    84,806
    
    
    
    622,221Interest
Rates U.S.
    
    
    1,627,200
    
    
    
    0.68
    %
    
    
    3,458,200
    
    
    
    49,886
    
    
    
    1,299,759Interest
Rates Non-U.S.
    
    
    6,748,387
    
    
    
    2.82
    %
    
    
    8,325,577
    
    
    
    1,490,653
    
    
    
    5,019,733Livestock
    
    
    156,600
    
    
    
    0.06
    %
    
    
    283,500
    
    
    
    66,700
    
    
    
    165,771Metals
    
    
    1,975,576
    
    
    
    0.83
    %
    
    
    4,213,675
    
    
    
    86,337
    
    
    
    1,755,108Softs
    
    
    775,053
    
    
    
    0.32
    %
    
    
    1,461,690
    
    
    
    353,834
    
    
    
    833,381Indices
    
    
    730,475
    
    
    
    0.31
    %
    
    
    7,152,565
    
    
    
    584,698
    
    
    
    2,556,035Total
    
    $
    17,382,714
    
    
    
    7.26
    %
 
 *
    
    Annual average of month-end value at risk  December 31,
2008
 Low
    
    
    Average% of Total
    
    
    High
    
    
    Value at
    
    
    Value atMarket Sector
    
    Value at Risk
    
    
    Capitalization
    
    
    Value at Risk
    
    
    Risk
    
    
    Risk*Energy
    
    $
    25,819,902
    
    
    
    5.74
    %
    
    $
    48,324,167
    
    
    $
    12,297,376
    
    
    $
    27,673,738Total
    
    $
    25,819,902
    
    
    
    5.74
    %
 
 *
    
    Annual average based on month-end Value at Risk  December 31, 2008
 % of Total
    
    
    High
    
    
    Low
    
    
    AverageMarket Sector
    
    Value at Risk
    
    
    Capitalization
    
    
    Value at Risk
    
    
    Value at Risk
    
    
    Value at Risk*Currencies
    
    $
    291,072
    
    
    
    1.42
    %
    
    $
    765,238
    
    
    $
    93,645
    
    
    $
    248,175Interest Rates U.S.
    
    
    178,400
    
    
    
    0.87
    %
    
    
    693,100
    
    
    
    3,300
    
    
    
    171,494Interest Rates Non-U.S.
    
    
    498,525
    
    
    
    2.43
    %
    
    
    818,628
    
    
    
    26,466
    
    
    
    228,987Metals
    
    
    21,510
    
    
    
    0.10
    %
    
    
    142,500
    
    
    
    7,500
    
    
    
    34,890Softs
    
    
    37,872
    
    
    
    0.18
    %
    
    
    146,081
    
    
    
    6,446
    
    
    
    46,542Total
    
    $
    1,027,379
    
    
    
    5.00
    %
 
 *
    
    Annual average based on month-end Value at Risk 32




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Material Limitations on Value at Risk as an Assessment of Market Risk
  Non-Trading Risk
   Qualitative Disclosures Regarding Primary Trading Risk Exposures
   Interest Rates e.g.,
 Currencies
 Stock Indices
 33




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Metals
 Softs
 Energy
 Grains
 Qualitative Disclosures Regarding Non-Trading Risk Exposure
  Foreign Currency Balances
 Qualitative Disclosures Regarding Means of Managing Risk Exposure
     34




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Item 8. Financial Statements and Supplementary Data .
 CITIGROUP DIVERSIFIED 2000 FUTURES FUND L.P.
 INDEX TO FINANCIAL STATEMENTS
 PageNumberOath or Affirmation
    
    F-4Managements Report on Internal Control over Financial Reporting
    
    F-5Reports of Independent Registered Public Accounting Firms
    
    F-6  F-8Financial Statements:Statements of Financial Condition at December 31, 2008 and 2007
    
    F-9Schedules of Investments at December 31, 2008 and 2007
    
    F-10  F-11Statements of Income and Expenses for the years ended December 31, 2008, 2007,
and 2006
    
    F-12Statements of Changes in Partners Capital for the years ended December 31, 2008, 2007,
and 2006
    
    F-13Notes to Financial Statements
    
    F-14  F-23Selected Unaudited Quarterly Financial Data
    
    F-24Financial Statements of CMF Campbell Master Fund L.P.Oath or Affirmation
    
    F-25Reports of Independent Registered Public Accounting Firms
    
    F-26  F-27Statements of Financial Condition at December 31, 2008 and 2007
    
    F-28Schedules of Investments at December 31, 2008 and 2007
    
    F-29  F-30Statements of Income and Expenses for the year ended December 31, 2008, 2007, and 2006
    
    F-31Statements of Changes in Partners Capital for the years ended December 31, 2008, 2007,
and 2006
    
    F-32Notes to Financial Statements
    
    F-33  F-39Selected Unaudited Quarterly Financial Data
    
    F-40Financial Statements of CMF Aspect Master Fund L.P.Oath or Affirmation
    
    F-41Reports of Independent Registered Public Accounting Firms
    
    F-42  F-43Statements of Financial Condition at December 31, 2008 and 2007
    
    F-44Schedules of Investments at December 31, 2008 and 2007
    
    F-45  F-46
 F-1




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PageNumberStatements of Income and Expenses for the years ended December
31, 2008, 2007, and 2006
    
    F-47Statements of Changes in Partners Capital for the years ended
December 31, 2008, 2007,
and 2006
    
    F-48Notes to Financial Statements
    
    F-49  F-54Selected Unaudited Quarterly Financial Data
    
    F-55Financial Statements of CMF Graham Master Fund L.P.Oath or Affirmation
    
    F-56Reports of Independent Registered Public Accounting Firms
    
    F-57  F-58Statements of Financial Condition at December 31, 2008 and 2007
    
    F-59Schedules of Investments at December 31, 2008 and 2007
    
    F-60  F-61Statements of Income and Expenses for the year ended December 31, 2008, 2007 and for the period from April 1, 2006
(commencement of trading operations) to December 31, 2006
    
    F-62Statements of Changes in Partners Capital for the year ended
December 31, 2008, 2007 and for the period from April 1, 2006
(commencement of trading operations) to December 31, 2006
    
    F-63Notes to Financial Statements
    
    F-64  F-69Selected Unaudited Quarterly Financial Data
    
    F-70Financial Statements of CMF SandRidge Master Fund L.P.Oath or Affirmation
    
    F-71Reports of Independent Registered Public Accounting Firms
    
    F-72  F-73Statements of Financial Condition at December 31, 2008 and 2007
    
    F-74Schedules of Investments at December 31, 2008 and 2007
    
    F-75  F-76Statements of Income and Expenses for the years ended December
31, 2008, 2007, and 2006
    
    F-77Statements of Changes in Partners Capital for the years ended
December 31, 2008, 2007, and 2006
    
    F-78Notes to Financial Statements
    
    F-79  F-84Selected Unaudited Quarterly Financial Data
    
    F-85Financial Statements of CMF Eckhardt Master Fund L.P.Oath or Affirmation
    
    F-86Report of Independent Registered Public Accounting Firm
    
    F-87Statement of Financial Condition at December 31, 2008
    
    F-88Schedule of Investments at December 31, 2008
    
    F-89Statement of Income and Expenses for the period from April 1,
2008 (commencement of trading operations) to December 31, 2008
    
    F-90
 F-2




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PageNumberStatement of Changes in Partners Capital for the period from
April 1, 2008 (commencement of trading operations) to December
31, 2008
    
    F-91Notes to Financial Statements
    
    F-92  F-97Selected Unaudited Quarterly Financial Data
    
    F-98
 F-3




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##### 



TABLE OF CONTENTS  PART IItem 1. BusinessItem 1A. Risk FactorsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Submission of Matters to a Vote of Security HoldersPART IIItem 5. Market for Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of Equity SecuritiesItem 6. Selected Financial DataItem 7. Managements Discussion and Analysis of Financial Condition and Results of OperationsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataTo the Limited Partners of Citigroup Diversified 2000 Futures Fund L.P.Managements Report on Internal Control Over  Financial ReportingStatements of Financial Condition December 31, 2008 and 2007Schedule of Investments December 31, 2008Schedule of Investments December 31, 2007Statements of Income and Expenses for the years ended December 31, 2008, 2007 and 2006Statements of Changes in Partners Capital for the years ended December 31, 2008, 2007 and 2006Notes to Financial Statements December 31, 2008To the Limited Partners of CMF Campbell Master Fund L.P.Report of Independent AuditorsStatements of Financial Condition December 31, 2008 and 2007Schedule of Investments December 31, 2008Statements of Income and Expenses for the years ended December 31, 2008, 2007 and 2006Statements of Changes in Partners Capital for the years ended December 31, 2008, 2007 and 2006Notes to Financial Statements December 31, 2008Statements of Financial ConditionSchedule of InvestmentsSchedule of InvestmentsStatements of Income and ExpensesStatements of Changes in Partners CapitalNotes to Financial Statements December 31, 2008Report of Independent AuditorsStatements of Financial ConditionSchedule of InvestmentsSchedule of InvestmentsStatements of Income and ExpensesStatements of Changes in Partners CapitalNotes to Financial StatementsTo the Limited Partners of CMF SandRidge Master Fund L.P.Report of Independent AuditorsStatements of Financial ConditionSchedule of InvestmentsStatements of Income and Expenses for the years endedStatements of Changes in Partners CapitalNotes to Financial StatementsReport of Independent AuditorsStatement of Financial ConditionSchedule of InvestmentsStatement of Income and Expenses for the period April 1, 2008Statement of Changes in Partners CapitalNotes to Financial Statements December 31, 2008Item 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A(T). Controls and ProceduresItem 9B. Other InformationPART IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accountant Fees and ServicesPART IVItem 15. Exhibits, Financial Statement SchedulesSIGNATURESEX-10.20: LETTERS EXTENDING MANAGEMENT AGREEMENTEX-23.1: CONSENT OF KPMG LLPEX-31.1: CERTIFICATIONEX-31.2: CERTIFICATIONEX-32.1: CERTIFICATIONEX-32.2: CERTIFICATION 
  To the
    Limited Partners of
    Citigroup Diversified 2000 Futures Fund L.P.
    
  By:
    Jennifer Magro      Citigroup Managed Futures LLC
    212-559-2011
 F-4




---



##### 



Managements
    Report on Internal Control Over
    Financial Reporting
             Internal
    Control-Integrated Framework
    
   
 F-5




---



##### 



Report of Independent Registered Public Accounting Firm
     Internal Control  Integrated Framework
   F-6




---



##### 



F-7




---



##### 



Report of Independent Registered Public Accounting Firm
 
     
 F-8




---



##### 



Citigroup
    Diversified 2000 Futures Fund L.P.

    Statements of Financial Condition
    December 31, 2008 and 2007
  2008


2007Assets:Investment in Partnerships, at fair value (Note 5)

$
92,201,303


$
100,065,792Cash (Note 3c)


81,013



37,156Distribution receivable


1,365



196,781Total assets

$
92,283,681


$
100,299,729Liabilities and Partners Capital:Liabilities:Accrued expenses:Brokerage commissions (Note 3c)

$
415,277


$
451,349Management fees (Note 3b)


134,150



145,600Incentive fees (Note 3b)


2,324,181



44,462Professional fees


66,047



36,819Other


24,830



22,014Redemptions payable (Note 6)


2,406,939



631,876Total liabilities


5,371,424



1,332,120Partners Capital (Notes 1 and 6):General Partner, 2,005.1490 Unit equivalents outstanding at
    December 31, 2008 and 2007


2,975,581



2,583,895Limited Partners, 56,562.1227 and 74,795.7497 Redeemable Units
    of Limited Partnership Interest outstanding at December 31,
    2008 and 2007, respectively


83,936,676



96,383,714Total partners capital


86,912,257



98,967,609Total liabilities and partners capital

$
92,283,681


$
100,299,729   See accompanying notes to financial statements.
 F-9




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##### 



Citigroup
    Diversified 2000 Futures Fund L.P.

    Schedule of Investments
    December 31, 2008
  % of PartnersFair Value


CapitalInvestment in PartnershipsCMF Campbell Master Fund L.P.

$
13,096,758



15.07
%CMF Aspect Master Fund L.P.


30,244,528



34.80CMF Graham Capital Master Fund L.P.


28,384,237



32.66CMF SandRidge Master Fund L.P.


12,612,569



14.51CMF Eckhardt Master Fund L.P.


7,863,211



9.05Total investment in Partnerships, at fair value

$
92,201,303


$
106.09
%   See accompanying notes to financial statements.
 F-10




---



##### 



Citigroup
    Diversified 2000 Futures Fund L.P.

    Schedule of Investments
    December 31, 2007
  % of PartnersFair Value


CapitalInvestment in PartnershipsCMF Campbell Master Fund L.P.

$
26,332,937



26.61
%CMF Aspect Master Fund L.P.


33,241,108



33.59CMF Graham Capital Master Fund L.P.


30,339,599



30.65CMF SandRidge Master Fund L.P.


10,152,148



10.26Total investment in Partnerships, at fair value

$
100,065,792



101.11
%   See accompanying notes to financial statements.
 F-11




---



##### 



Citigroup
    Diversified 2000 Futures Fund L.P.

    Statements of Income and Expenses
    for the years ended
    December 31, 2008, 2007 and 2006
  2008


2007


2006Income:Net gains (losses) on trading of commodity interests and
    investment in Partnerships:Net realized gains (losses) on closed positions and sale of
    investment in Partnership

$



$
(6,919,777
)

$
3,481,214Net realized gains (losses) on investment in Partnerships


25,034,325



9,010,536



(1,968,687
)Change in net unrealized gains (losses) on open positions










(1,037,579
)Change in net unrealized gains (losses) on investment in
    Partnerships


(2,687,438
)


1,918,413



5,854,438Gain (loss) from trading, net


22,346,887



4,009,172



6,329,386Interest income (Note 3c)










340,673Interest income from investment in Partnerships


1,027,369



4,064,499



4,762,404Total income (loss)


23,374,256



8,073,671



11,432,463Expenses:Brokerage commissions including clearing fees (Note 3c)


5,523,222



6,584,804



7,793,930Management fees (Note 3b)


1,726,905



2,034,794



2,459,169Incentive fees (Note 3b)


2,324,181



44,462



Professional fees


190,320



142,627



104,973Other


47,491



68,575



50,657Total expenses


9,812,119



8,875,262



10,408,729Net income (loss)

$
13,562,137


$
(801,591
)

$
1,023,734Net income (loss) per Redeemable Unit of Limited Partnership
    Interest and General Partner Unit equivalent (Notes 1 and 7)

$
195.34


$
(5.96
)

$
10.23   See accompanying notes to financial statements.
 F-12




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##### 



Citigroup
    Diversified 2000 Futures Fund L.P.

    Statements of Changes in Partners Capital
    for the years ended
    December 31, 2008, 2007 and 2006
  Limited


GeneralPartners


Partner


TotalPartners Capital at December 31, 2005

$
146,419,206


$
2,575,333


$
148,994,539Net income (loss)


1,003,221



20,513



1,023,734Redemption of 17,263.3622 Redeemable Units of Limited
    Partnership Interest


(22,185,675
)






(22,185,675
)Partners Capital at December 31, 2006


125,236,752



2,595,846



127,832,598Net income (loss)


(789,640
)


(11,951
)


(801,591
)Redemption of 21,943.0013 Redeemable Units of Limited
    Partnership Interest


(28,063,398
)






(28,063,398
)Partners Capital at December 31, 2007


96,383,714



2,583,895



98,967,609Net income (loss)


13,170,451



391,686



13,562,137Redemption of 18,233.6270 Redeemable Units of Limited
    Partnership Interest


(25,617,489
)






(25,617,489
)Partners Capital at December 31, 2008

$
83,936,676


$
2,975,581


$
86,912,257Net Asset Value per Unit:   2006:

$
1,294.592007:

$
1,288.632008:

$
1,483.97
   See accompanying notes to financial statements.
 F-13




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##### 



Citigroup
    Diversified 2000 Futures Fund L.P.

    Notes to Financial Statements
    December 31, 2008
  1.
    Partnership
    Organization:              2.
    Accounting
    Policies:  a.
    Use of Estimates.The preparation of financial
    statements and accompanying notes in conformity with
    U.S. generally accepted accounting principles
    (GAAP) requires management to make estimates and
    assumptions that affect the reported amounts of assets and
    liabilities, income and expenses, and related disclosures of
    contingent assets and liabilities in the financial statements
    and accompanying notes. Actual results could differ from these
    estimates.b.
    Statement of Cash Flows.The Partnership has
    elected not to provide a Statement of Cash Flows as permitted by
    Statement of Financial Accounting Standards No. 102
    Statement of Cash Flows-Exemption of Certain Enterprises
    and Classification of Cash Flows from Certain Securities
    Acquired for Resale (FAS 102). F-14




---



##### 



Citigroup
    Diversified 2000 Futures Fund L.P.
    Notes to Financial Statements
    December 31, 2008
   c.
    Investments.All commodity interests
    (including derivative financial instruments and derivative
    commodity instruments), through its investment in other
    partnerships, are held for trading purposes. The commodity
    interests are recorded on trade date and open contracts are
    recorded at fair value (as described below) at the measurement
    date. Investments in commodity interests denominated in foreign
    currencies are translated into U.S. dollars at the exchange
    rates prevailing at the measurement date. Gains or losses are
    realized when contracts are liquidated. Unrealized gains or
    losses on open contracts are included as a component of equity
    in commodity futures trading account on the Statements of
    Financial Condition. Realized gains or losses and any change in
    net unrealized gains or losses from the preceding period are
    reported in the Statements of Income and Expenses.  Fair Value Measurements. Fair Value Measurements No. FAS 157-2, Effective Date of FASB Statement No. 157
    QuotedPrices inActive


SignificantMarkets for


Other


SignificantIdentical


Observable


UnobservableAssets


Inputs


Inputs12/31/2008


(Level 1)


(Level 2)


(Level 3)AssetsInvestment in Partnerships

$
92,201,303


$



$
92,201,303


$
Total fair value

$
92,201,303


$



$
92,201,303


$

   d.
    Futures Contracts.The Funds trade futures
    contracts. A futures contract is a firm commitment to buy or
    sell a specified quantity of investments, currency or a
    standardized amount of a deliverable grade commodity, at a
    specified price on a specified future date, unless the contract
    is closed before the delivery date or if the delivery quantity
    is something where physical delivery cannot occur (such as
    S&P 500 Index), whereby such contract is settled in cash.
    Payments (variation margin) may be made or received
    by the Funds each business day, depending on the daily
    fluctuations in the value of the underlying contracts, and are
    recorded as unrealized gains or losses by the Funds. When the
    contract is closed, the F-15




---



##### 



Citigroup
    Diversified 2000 Futures Fund L.P.
    Notes to Financial Statements
    December 31, 2008
  Funds record a realized gain or loss equal to the difference
    between the value of the contract at the time it was opened and
    the value at the time it was closed. Because transactions in
    futures contracts require participants to make both initial
    margin deposits of cash or other assets and variation margin
    deposits, through the futures broker, directly with the exchange
    on which the contracts are traded, credit exposure is limited.
    Realized gains (losses) and changes in unrealized gains (losses)
    on futures contracts are included in the Statements of Income
    and Expenses.  e.
    Forward Foreign Currency Contracts.Foreign
    currency contracts are those contracts where the Funds agree to
    receive or deliver a fixed quantity of foreign currency for an
    agreed-upon
    price on an agreed future date. Foreign currency contracts are
    valued daily, and the Funds net equity therein,
    representing unrealized gain or loss on the contracts as
    measured by the difference between the forward foreign exchange
    rates at the dates of entry into the contracts and the forward
    rates at the reporting date, is included in the Statements of
    Financial Condition. Realized gains (losses) and changes in
    unrealized gains (losses) on foreign currency contracts are
    recognized in the period in which the contract is closed or the
    changes occur, respectively, and are included in the Statements
    of Income and Expenses.  f.
    London Metals Exchange Forward
    Contracts.  Metal contracts traded on the London
    Metals Exchange (LME) represent a firm commitment to
    buy or sell a specified quantity of Aluminum, Copper, Lead,
    Nickel, Tin or Zinc. LME contracts traded by the Funds are cash
    settled based on prompt dates published by the LME. Payments
    (variation margin) may be made or received by the
    Funds each business day, depending on the daily fluctuations in
    the value of the underlying contracts, and are recorded as
    unrealized gains or losses by the Funds. A contract is
    considered offset when all long positions have been matched with
    short positions. When the contract is closed at the prompt date,
    the Funds record a realized gain or loss equal to the difference
    between the value of the contract at the time it was opened and
    the value at the time it was closed. Because transactions in LME
    contracts require participants to make both initial margin
    deposits of cash or other assets and variation margin deposits,
    through the broker, directly with the LME, credit exposure is
    limited. Realized gains (losses) and changes in unrealized gains
    (losses) on metal contracts are included in the Statements of
    Income and Expenses.  g.
    Options.The Funds may purchase and write
    (sell) both exchange listed and over-the-counter, options on
    commodities or financial instruments. 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 Funds write an option, the premium received
    is recorded as a liability in the Statements of Financial
    Condition and marked to market daily. When the Funds purchase an
    option, the premium paid is recorded as an asset in the
    Statements of Financial Condition and marked to market daily.
    Realized gains (losses) and changes in unrealized gains (losses)
    on options contracts are included in the Statements of Income
    and Expenses.h.
    Income Taxes.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.  more-likely-than-not
 F-16




---



##### 



Citigroup
    Diversified 2000 Futures Fund L.P.
    Notes to Financial Statements
    December 31, 2008
      i.
    Recent Accounting Pronouncements.On
    March 19, 2008, Financial Accounting Standards Board
    released Statement of Financial Accounting Standards
    No. 161, Disclosures about Derivative Instruments and
    Hedging Activities (FAS 161).
    FAS 161 requires qualitative disclosures about objectives
    and strategies for using derivatives, quantitative disclosures
    about fair value amounts of and gains and losses on derivative
    instruments, and disclosures about credit-risk-related
    contingent features in derivative agreements. The application of
    FAS 161 is required for fiscal years beginning after
    November 15, 2008 and interim periods within those fiscal
    years. The standard expands the disclosure requirements for
    derivatives and hedged items and has no impact on how the
    Partnership accounts for derivatives (the Partnership does not
    have hedged items). Management is evaluating the enhanced
    disclosure requirements and does not believe that there will be
    any material impact on the financial statement disclosures.j.
    Certain prior period amounts have been reclassified to conform
    to the current year presentation.  3.
    Agreements:  a.
    Limited Partnership Agreement:    b.
    Management Agreement:      c.
    Customer Agreement:   F-17




---



##### 



Citigroup
    Diversified 2000 Futures Fund L.P.
    Notes to Financial Statements
    December 31, 2008
  give-up 30-day 3-month
  4.
    Trading
    Activities:      5.
    Investment
    in Partnerships:       F-18




---



##### 



Citigroup
    Diversified 2000 Futures Fund L.P.
    Notes to Financial Statements
    December 31, 2008
                 F-19




---



##### 



Citigroup
    Diversified 2000 Futures Fund L.P.
    Notes to Financial Statements
    December 31, 2008
      December 31, 2008Total


Total


TotalAssets


Liabilities


CapitalCampbell Master

$
130,426,422


$
2,951,460


$
127,474,962Aspect Master


240,239,697



885,364



239,354,333Graham Master


227,486,890



2,995,948



224,490,942SandRidge Master


565,098,044



115,379,598



449,718,446Eckhardt Master


20,545,262



15,827



20,529,435Total

$
1,183,796,315


$
122,228,197


$
1,061,568,118   December 31, 2007Total


Total


TotalAssets


Liabilities


CapitalCampbell Master

$
226,825,488


$
10,129,288


$
216,696,200Aspect Master


209,651,889



6,956,669



202,695,220Graham Master


223,277,892



9,683,505



213,594,387SandRidge Master


319,006,831



6,475,106



312,531,725Total

$
978,762,100


$
33,244,568


$
945,517,532     % of














NetPartnerships


Fair


Income


Expenses


Income


Investment

RedemptionsInvestment

Net Assets


Value


(Loss)


Commissions


Other


(Loss)


Objective

PermittedFor the year ended December 31, 2008Campbell Master


15.07
%

$
13,096,758


$
856,952


$
13,133


$
5,107


$
838,712


Financials
    Metals &
    Energy
    Portfolio

MonthlyAspect Master


34.80
%


30,244,528



10,170,889



43,867



5,051



10,121,971


Commodity
    Portfolio

MonthlyGraham Master


32.66
%


28,384,237



8,512,344



124,616



3,944



8,383,784


Commodity
    Portfolio

MonthlySandRidge Master


14.51
%


12,612,569



3,432,303



11,877



8,205



3,412,221


Energy
    Portfolio

MonthlyEckhardt Master


9.05
%


7,863,211



401,768



9,580



29,074



363,114


Commodity
    Portfolio

MonthlyTotal





$
92,201,303


$
23,374,256


$
203,073


$
51,381


$
23,119,802   F-20




---



##### 



Citigroup
    Diversified 2000 Futures Fund L.P.
    Notes to Financial Statements
    December 31, 2008
  % of














NetPartnerships








Expenses


Income


Investment

RedemptionsInvestment

Net Assets


Fair Value


Income (Loss)


Commissions


Other


(Loss)


Objective

PermittedFor the year ended December 31, 2007JWH Master*





$



$
(1,620,737
)

$
7,358


$
1,458


$
(1,629,553
)

Commodity
    Portfolio

MonthlyCampbell Master


26.61
%


26,332,937



(2,143,088
)


52,573



4,568



(2,200,229
)

Financials,
    Metals &
    Energy
    Portfolio

MonthlyAspect Master


33.59
%


33,241,108



4,490,856



77,325



4,770



4,408,761


Commodity
    Portfolio

MonthlyGraham Master


30.65
%


30,339,599



6,267,220



135,663



4,816



6,126,741


Commodity
    Portfolio

MonthlySandRidge Master


10.26
%


10,152,148



1,079,420



20,092



8,455



1,050,873


Energy
    Portfolio

MonthlyTotal





$
100,065,792


$
8,073,671


$
293,011


$
24,067


$
7,756,593
*    *
    
    The sale of the Partnerships investment in JWH Master on
    March 31, 2007 resulted in the reversal of accumulated
    unrealized losses of $6,919,777 to realized losses, as disclosed
    on the Statements of Income and Expenses.  6.
    Distributions
    and Redemptions:    7.
    Financial
    Highlights:    2008


2007


2006Net realized and unrealized gains (losses)*

$
243.94


$
(25.24
)

$
(13.15
)Interest income


14.30



44.61



47.64Expenses**


(62.90
)


(25.33
)


(24.26
)Increase (decrease) for the year


195.34



(5.96
)


10.23Net Asset Value per Redeemable Unit, beginning of year


1,288.63



1,294.59



1,284.36Net Asset Value per Redeemable Unit, end of year

$
1,483.97


$
1,288.63


$
1,294.59    *
    
    Includes brokerage commissions**
    
    Excludes brokerage commissions F-21




---



##### 



Citigroup
    Diversified 2000 Futures Fund L.P.
    Notes to Financial Statements
    December 31, 2008
   Ratios to Average Net Assets:Net investment income (loss) before incentive fees***


(6.8
)%


(4.1
)%


(3.9
)%Operating expenses


7.9
%


7.7
%


7.6
%Incentive fees


2.4
%






Total expenses


10.3
%


7.7
%


7.6
%Total return:Total return before incentive fees


18.2
%


(0.4
)%


0.8
%Incentive fees


(3.0
)%


(0.1
)%


Total return after incentive fees


15.2
%


(0.5
)%


0.8
%    ***
    
    Interest income less total expenses    8.
    Financial
    Instrument Risks:     F-22




---



##### 



Citigroup
    Diversified 2000 Futures Fund L.P.
    Notes to Financial Statements
    December 31, 2008
           F-23




---



##### 



For the period
    
    
    
    
    
    For the period
    
    For the periodfrom
    
    For the period from
    
    from
    
    fromOctober 1, 2008 to
    
    July 1, 2008 to
    
    April 1, 2008 to
    
    January 1, 2008 toDecember 31, 2008
    
    September 30, 2008
    
    June 30, 2008
    
    March 31, 2008Net realized and
unrealized trading
gains (losses) and investment in Partnerships net
of brokerage
commissions and
clearing fees
including interest
income
    
    $
    9,437,191
    
    
    $
    (7,311,419
    )
    
    $
    7,222,624
    
    
    $
    8,502,638Net income (loss)
    
    $
    7,321,935
    
    
    $
    (6,629,710
    )
    
    $
    5,812,186
    
    
    $
    7,057,726Increase (decrease)
in Net Asset Value
per Unit
    
    $
    115.85
    
    
    $
    (95.97
    )
    
    $
    83.02
    
    
    $
    92.44
 For the period
    
    
    
    
    
    For the period
    
    For the periodfrom
    
    For the period from
    
    from
    
    fromOctober 1, 2007 to
    
    July 1, 2007 to
    
    April 1, 2007 to
    
    January 1, 2007 toDecember 31, 2007
    
    September 30, 2007
    
    June 30, 2007
    
    March 31, 2007Net realized and
unrealized trading
gains (losses) and investment in Partnerships net
of brokerage
commissions and
clearing fees
including interest
income
    
    $
    2,632,755
    
    
    $
    (9,759,445
    )
    
    $
    17,803,122
    
    
    $
    (9,187,565
    )Net income (loss)
    
    $
    2,065,506
    
    
    $
    (9,934,340
    )
    
    $
    16,830,609
    
    
    $
    (9,763,366
    )Increase (decrease)
in Net Asset Value
per Unit
    
    $
    23.40
    
    
    $
    (109.98
    )
    
    $
    180.99
    
    
    $
    (100.37
    )
 F-24




---



##### 



To the
    Limited Partners of
    CMF Campbell Master Fund L.P.
    
  By:
    Jennifer Magro      Citigroup Managed Futures LLC
 212-559-2011
 F-25




---



##### 



Report of Independent Auditors
       
 F-26




---



##### 



Report of Independent Registered Public Accounting Firm
 
     
 F-27




---



##### 



CMF
    Campbell Master Fund L.P.

    Statements of Financial Condition
    December 31, 2008 and 2007
  2008


2007Assets:Equity in commodity futures trading account:Cash (Note 3c)

$
119,063,081


$
202,331,563Cash margin (Note 3c)


7,947,067



17,299,861Net unrealized appreciation on open futures contracts


159,230



1,316,942Unrealized appreciation on open forward contracts


3,234,818



5,178,307Options owned, at fair value (cost $36,166 and $269,832 at
    December 31, 2008 and 2007, respectively)


20,304



263,000130,424,500



226,389,673Interest receivable


1,922



435,815Total assets

$
130,426,422


$
226,825,488Liabilities and Partners Capital:Liabilities:Unrealized depreciation on open forward contracts

$
2,837,275


$
7,684,822Options written, at fair value (premium $108,994 and $153,329 at
    December 31, 2008 and 2007, respectively)


82,624



110,504Accrued expenses:Professional fees


29,639



22,189Redemption payable (Note 5)






1,875,958Distribution payable (Note 5)


1,922



435,815Total liabilities


2,951,460



10,129,288Partners Capital:General Partner, 0.0000 Unit equivalents at December 31,
    2008 and 2007






Limited Partners Capital, 112,523.4490 and 197,763.9128
    Redeemable Units of Limited Partnership Interest outstanding at
    December 31, 2008 and 2007, respectively


127,474,962



216,696,200Total liabilities and partners capital

$
130,426,422


$
226,825,488   See accompanying notes to financial statements.
 F-28




---



##### 



CMF
    Campbell Master Fund L.P.

    Schedule of Investments
    December 31, 2008
  % of PartnersFair Value


CapitalFutures Contracts PurchasedInterest Rates Non-U.S

$
600,131



0.47
%Interest Rates U.S


(204,258
)


(0.16
)Indices


44,667



0.04Metals


3,250



0.00
*Total futures contracts purchased


443,790



0.35Futures Contracts SoldEnergy


(42,257
)


(0.03
)Interest Rates Non-U.S


(92,304
)


(0.07
)Interest Rates U.S


(987
)


(0.00
)*Indices


(149,012
)


(0.12
)Total futures contracts sold


(284,560
)


(0.22
)Net unrealized appreciation on open futures contracts


159,230



0.13Unrealized Appreciation on Open Forward ContractsCurrencies


3,229,485



2.53Metals


5,333



0.00
*Total unrealized appreciation on open forward contracts


3,234,818



2.53Unrealized Depreciation on Open Forward ContractsCurrencies


(2,741,087
)


(2.15
)Metals


(96,188
)


(0.08
)Total unrealized depreciation on open forward contracts


(2,837,275
)


(2.23
)Options OwnedCurrencies


20,304



0.02Options WrittenCurrencies


(82,624
)


(0.06
)Total fair value

$
494,453



0.39
%   *
    
    Due to rounding.  See accompanying notes to financial statements.
 F-29




---



##### 



CMF
    Campbell Master Fund L.P.
    Schedule of Investments
    December 31, 2007
  % of PartnersFair Value


CapitalFutures Contracts PurchasedEnergy

$
504,120



0.23
%Interest Rates Non-U.S.


111,291



0.05Interest Rates U.S.


380,506



0.18Indices


698,091



0.32Metals


215,440



0.10Total futures contracts purchased


1,909,448



0.88Futures Contracts SoldEnergy


(391,048
)


(0.18
)Interest Rates Non-U.S.


(159,023
)


(0.07
)Interest Rates U.S.


(3,078
)


(0.00
)*Indices


(39,357
)


(0.02
)Total futures contracts sold


(592,506
)


(0.27
)Net unrealized appreciation on open futures contracts


1,316,942



0.61Unrealized Appreciation on Forward ContractsCurrencies


5,081,872



2.35Metals


96,435



0.04Total unrealized appreciation on forward contracts


5,178,307



2.39Unrealized Depreciation on Forward ContractsCurrencies


(7,615,465
)


(3.52
)Metals


(69,357
)


(0.03
)Total unrealized depreciation on forward contracts


(7,684,822
)


(3.55
)Options OwnedCurrencies


263,000



0.12Options WrittenCurrencies


(110,504
)


(0.05
)Total fair value

$
(1,037,077
)


(0.48
)%    *
    
    Due to rounding  See accompanying notes to financial statements.
 F-30




---



##### 



CMF
    Campbell Master Fund L.P.
 Statements of Income and Expenses
 for the years ended December 31, 2008, 2007 and 2006
  2008


2007


2006Income:Net gains (loss) on trading of commodity interests:Net realized gains (losses) on closed positions

$
5,096,789


$
(7,020,650
)

$
(8,703,477
)Change in net unrealized gains (losses) on open positions


1,720,861



(19,893,661
)


29,791,293Gain (loss) from trading, net


6,817,650



(26,914,311
)


21,087,816Interest income (Note 3c)


1,898,928



9,721,573



12,424,375Total income (loss)


8,716,578



(17,192,738
)


33,512,191Expenses:Clearing fees


114,965



436,254



318,206Professional fees


46,143



38,051



52,325Total expenses


161,108



474,305



370,531Net income (loss)

$
8,555,470


$
(17,667,043
)

$
33,141,660Net income (loss) per Redeemable Unit of Limited Partnership
    Interest (Notes 1 and 6)

$
48.81


$
(82.98
)

$
123.70   See accompanying notes to financial statements.
 F-31




---



##### 



CMF
    Campbell Master Fund L.P.
 Statements of Changes in Partners Capital
 for the years ended December 31, 2008, 2007 and 2006
   PartnersCapitalPartners capital at December 31, 2005

$
326,390,773Net income (loss)


33,141,660Sale of 43,164.5073 Redeemable Units of Limited Partnership
    Interest


50,450,807Redemption of 61,604.6087 Redeemable Units of Limited
    Partnership Interest


(70,468,475
)Distribution of interest to feeder funds


(12,424,375
)Partners capital at December 31, 2006


327,090,390Net income (loss)


(17,667,043
)Sale of 6,744.0375 Redeemable Units of Limited Partnership
    Interest


7,969,328Redemption of 77,141.7434 Redeemable Units of Limited
    Partnership Interest


(90,974,902
)Distribution of interest to feeder funds


(9,721,573
)Partners capital at December 31, 2007


216,696,200Net income (loss)


8,555,470Sale of 7,110.7187 Redeemable Units of Limited Partnership
    Interest


7,921,000Redemption of 92,351.1825 Redeemable Units of Limited
    Partnership Interest


(103,798,780
)Distribution of interest to feeder funds


(1,898,928
)Partners capital at December 31, 2008

$
127,474,962Net Asset Value per Redeemable Unit of Limited Partnership
    Interest:   2006:

$
1,219.752007:

$
1,095.732008:

$
1,132.87
   See accompanying notes to financial statements.
 F-32




---



##### 



CMF
    Campbell Master Fund L.P.

    Notes to Financial Statements
    December 31, 2008
  1.
    Partnership
    Organization:           F-33




---



##### 



CMF
    Campbell Master Fund L.P.
    Notes to Financial Statements
    December 31, 2008
    2.
    Accounting
    Policies:  a.
    Use of Estimates.The preparation of financial
    statements and accompanying notes in conformity with
    U.S. generally accepted accounting principles
    (GAAP) requires management to make estimates and
    assumptions that affect the reported amounts of assets and
    liabilities, income and expenses, and related disclosures of
    contingent assets and liabilities in the financial statements
    and accompanying notes. Actual results could differ from these
    estimates.b.
    Statement of Cash Flows.The Master has
    elected not to provide a Statement of Cash Flows as permitted by
    Statement of Financial Accounting Standards No. 102
    Statement of Cash Flows-Exemption of Certain Enterprises
    and Classification of Cash Flows from Certain Securities
    Acquired for Resale (FAS 102).c.
    Investments.All commodity interests of the
    Master (including derivative financial instruments and
    derivative commodity instruments) are held for trading purposes.
    The commodity interests are recorded on trade date and open
    contracts are recorded at fair value (as described below) at the
    measurement date. Investments in commodity interests denominated
    in foreign currencies are translated into U.S. dollars at
    the exchange rates prevailing at the measurement date. Gains or
    losses are realized when contracts are liquidated. Unrealized
    gains or losses on open contracts are included as a component of
    equity in commodity futures trading account on the Statements of
    Financial Condition. Realized gains or losses and any change in
    net unrealized gains or losses from the preceding period are
    reported in the Statements of Income and Expenses.  Fair Value Measurements. Fair Value Measurements No. FAS 157-2, Effective Date of FASB Statement No. 157
    F-34




---



##### 



CMF
    Campbell Master Fund L.P.
    Notes to Financial Statements
    December 31, 2008
  Quoted Prices inActive Markets for


Significant Other


SignificantIdentical Assets


Observable Inputs


Unobservable12/31/2008


(Level 1)


(Level 2)


Inputs (Level 3)AssetsFutures

$
159,230


$
159,230


$



$
Forwards


3,234,818



5,333



3,229,485



Options owned


20,304







20,304



Total assets

$
3,414,352


$
164,563


$
3,249,789


$
LiabilitiesForwards

$
2,837,275


$
96,188


$
2,741,087


$
Options written


82,624







82,624



Total liabilities


2,919,899



96,188



2,823,711



Total fair value

$
494,453


$
68,375


$
426,078


$
   d.
    Futures Contracts.The Master trades futures
    contracts. A futures contract is a firm commitment to buy or
    sell a specified quantity of investments, currency or a
    standardized amount of a deliverable grade commodity, at a
    specified price on a specified future date, unless the contract
    is closed before the delivery date or if the delivery quantity
    is something where physical delivery cannot occur (such as
    S&P 500 Index), whereby such contract is settled in cash.
    Payments (variation margin) may be made or received
    by the Master each business day, depending on the daily
    fluctuations in the value of the underlying contracts, and are
    recorded as unrealized gains or losses by the Master. When the
    contract is closed, the Master records a realized gain or loss
    equal to the difference between the value of the contract at the
    time it was opened and the value at the time it was closed.
    Because transactions in futures contracts require participants
    to make both initial margin deposits of cash or other assets and
    variation margin deposits, through the futures broker, directly
    with the exchange on which the contracts are traded, credit
    exposure is limited. Realized gains (losses) and changes in
    unrealized gains (losses) on futures contracts are included in
    the Statements of Income and Expenses.  e.
    Forward Foreign Currency Contracts.Foreign
    currency contracts are those contracts where the Master agrees
    to receive or deliver a fixed quantity of foreign currency for
    an
    agreed-upon
    price on an agreed future date. Foreign currency contracts are
    valued daily, and the Masters net equity therein,
    representing unrealized gain or loss on the contracts as
    measured by the difference between the forward foreign exchange
    rates at the dates of entry into the contracts and the forward
    rates at the reporting date, is included in the Statements of
    Financial Condition. Realized gains (losses) and changes in
    unrealized gains (losses) on foreign currency contracts are
    recognized in the period in which the contract is closed or the
    changes occur, respectively, and are included in the Statements
    of Income and Expenses.  f.
    London Metals Exchange Forward
    Contracts.  Metal contracts traded on the London
    Metals Exchange (LME) represent a firm commitment to
    buy or sell a specified quantity of Aluminum, Copper, Lead,
    Nickel, Tin  or Zinc. LME contracts traded by the Master are
    cash settled based on prompt dates published by the LME.
    Payments (variation margin) may be made or received
    by the Master each business day, depending on the daily
    fluctuations in the value of the underlying contracts, and are
    recorded as unrealized gains or losses by the Master. A contract
    is considered offset when all long positions have been matched
    with short positions. When the contract is closed at the prompt
    date, the Master records a realized gain or loss equal to the
    difference between the value of the contract at the time it was
    opened and the value at the time it was closed. Because
    transactions in LME contracts require participants to make both
    initial margin deposits of cash or other assets and variation
    margin deposits, through the broker, directly with the LME, F-35




---



##### 



CMF
    Campbell Master Fund L.P.
    Notes to Financial Statements
    December 31, 2008
  credit exposure is limited. Realized gains (losses) and changes
    in unrealized gains (losses) on metal contracts are included in
    the Statements of Income and Expenses.  g.
    Options.The Master may purchase and write
    (sell), both exchange listed and over-the-counter, options on
    commodities or financial instruments. 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 Master writes an option, the premium received
    is recorded as a liability in the Statements of Financial
    Condition and marked to market daily. When the Master purchases
    an option, the premium paid is recorded as an asset in the
    Statements of Financial Condition and marked to market daily.
    Realized gains (losses) and changes in unrealized gains (losses)
    on options contracts are included in the Statements of Income
    and Expenses.h.
    Income and Expenses Recognition.All of the
    income and expenses and realized and unrealized gains and losses
    on trading of commodity interests are determined on each
    valuation day and allocated pro rata among the Funds at the time
    of such determination.  i.
    Income Taxes.Income taxes have not been
    provided as each partner is individually liable for the taxes,
    if any, on their share of the Masters income and expenses.      j.
    Recent Accounting Pronouncements.On
    March 19, 2008, Financial Accounting Standards Board
    released Statement of Financial Accounting Standards
    No. 161, Disclosures about Derivative Instruments and
    Hedging Activities (FAS 161).
    FAS 161 requires qualitative disclosures about objectives
    and strategies for using derivatives, quantitative disclosures
    about fair value amounts of and gains and losses on derivative
    instruments, and disclosures about credit-risk-related
    contingent features in derivative agreements. The application of
    FAS 161 is required for fiscal years beginning after
    November 15, 2008 and interim periods within those fiscal
    years. The standard expands the disclosure requirements for
    derivatives and hedged items and has no impact on how the Master
    accounts for derivatives (the Master does not have hedged
    items). Management is evaluating the enhanced disclosure
    requirements and does not believe that there will be any
    material impact on the financial statement disclosures.  3.
    Agreements:  a.
    Limited Partnership Agreement:   F-36




---



##### 



CMF
    Campbell Master Fund L.P.
    Notes to Financial Statements
    December 31, 2008
  b.
    Management Agreement:    c.
    Customer Agreement:  give-up,
  4.
    Trading
    Activities:      5.
    Distributions
    and Redemptions:   F-37




---



##### 



CMF
    Campbell Master Fund L.P.
    Notes to Financial Statements
    December 31, 2008
  6.
    Financial
    Highlights:    2008


2007


2006Net realized and unrealized gains (losses)*

$
37.47


$
(123.87
)

$
81.10Interest income


11.67



41.04



42.78Expenses**


(0.33
)


(0.15
)


(0.18
)Increase (decrease) for the year


48.81



(82.98
)


123.70Distribution of interest income to feeder funds


(11.67
)


(41.04
)


(42.78
)Net Asset Value per Redeemable Unit of Limited Partnership
    Interest, beginning of year


1,095.73



1,219.75



1,138.83Net Asset Value per Redeemable Unit of Limited Partnership
    Interest, end of year

$
1,132.87


$
1,095.73


$
1,219.75    *
    
    Includes clearing fees

**
    
    Excludes clearing fees  Ratios to average net assets:Net investment income (loss)***


1.0
%


3.3
%


3.6
%Operating expenses


0.1
%


0.2
%


0.1
%Total return


4.5
%


(6.8
)%


10.9
%    ***
    
    Interest income less total expenses    7.
    Financial
    Instrument Risks:       F-38




---



##### 



CMF
    Campbell Master Fund L.P.
    Notes to Financial Statements
    December 31, 2008
         F-39




---



##### 



For the period from
    
    For the period from
    
    For the period from
    
    For the period fromOctober 1, 2008 to
    
    July 1, 2008 to
    
    April 1, 2008 to
    
    January 1, 2008 toDecember 31, 2008
    
    September 30, 2008
    
    June 30, 2008
    
    March 31, 2008Net realized and
unrealized trading
gains (losses) net
of brokerage
commissions and
clearing fees
including interest
income
    
    $
    (587,579
    )
    
    $
    (4,348,292
    )
    
    $
    10,671,583
    
    
    $
    2,865,901Net income
(loss)
    
    $
    (607,961
    )
    
    $
    (4,356,671
    )
    
    $
    10,663,067
    
    
    $
    2,857,035Increase (decrease)
in Net Asset Value
per Redeemable Unit
    
    $
    (4.11
    )
    
    $
    (32.44
    )
    
    $
    70.15
    
    
    $
    15.21
 For the period
    
    
    
    
    
    For the period
    
    For the periodfrom
    
    For the period from
    
    from
    
    fromOctober 1, 2007 to
    
    July 1, 2007 to
    
    April 1, 2007 to
    
    January 1, 2007 toDecember 31, 2007
    
    September 30, 2007
    
    June 30, 2007
    
    March 31, 2007Net realized and
unrealized trading
gains (losses) net
of brokerage
commissions and
clearing fees
including interest
income
    
    $
    (1,543,815
    )
    
    $
    (42,641,288
    )
    
    $
    41,745,049
    
    
    $
    (15,188,938
    )Net income (loss)
    
    $
    (1,548,757
    )
    
    $
    (42,653,118
    )
    
    $
    41,733,260
    
    
    $
    (15,198,428
    )Increase (decrease)
in Net Asset Value
per Redeemable Unit
    
    $
    (9.68
    )
    
    $
    (184.66
    )
    
    $
    171.71
    
    
    $
    (60.35
    )
 F-40




---



##### 



To the
    Limited Partners of
    CMF Aspect Master Fund L.P.
    
  By:
    Jennifer Magro      Citigroup Managed Futures LLC
    212-559-2011
 F-41




---



##### 



Report of
    Independent Auditors
       
 F-42




---



##### 



Report of Independent Registered Public Accounting Firm
 
     
 F-43




---



##### 



CMF
    Aspect Master Fund L.P.
 Statements
    of Financial Condition
    December 31, 2008 and 2007
  2008


2007Assets:Equity in commodity futures trading account:Cash (Note 3c)

$
213,611,724


$
172,348,954Cash margin (Note 3c)


18,981,887



26,790,029Net unrealized appreciation on open futures contracts


7,642,556



7,548,017Unrealized appreciation on open forward contracts


1,432,401



2,552,933241,668,568



209,239,933Interest receivable


3,530



411,956Total assets

$
241,672,098


$
209,651,889Liabilities and Partners Capital:Liabilities:Unrealized depreciation on open forward contracts

$
2,298,578



2,353,916Accrued expenses:Professional fees


15,657



21,488Distribution payable (Note 5)


3,530



411,956Redemption payable (Note 5)






4,169,309Total liabilities


2,317,765



6,956,669Partners Capital:General Partner, 0.0000 Unit equivalents at December 31,
    2008 and 2007






Limited Partners Capital, 125,803.5845 and 145,379.0375
    Redeemable Units of Limited Partnership Interest outstanding at
    December 31, 2008 and 2007, respectively


239,354,333



202,695,220Total liabilities and partners capital

$
241,672,098


$
209,651,889   See accompanying notes to financial statements.
 F-44




---



##### 



CMF
    Aspect Master Fund L.P.
 Schedule of
    Investments
 December 31, 2008
  % of PartnersFair Value


CapitalFutures Contracts PurchasedEnergy

$
60,984



0.02
%Indices


2,573



0.00
*Interest Rates U.S.


2,077,625



0.87Interest Rates Non-U.S.


5,498,661



2.30Metals


16,820



0.01Softs


206,200



0.08Total futures contracts purchased


7,862,863



3.28Futures Contracts SoldEnergy


505,202



0.21Grains


(604,114
)


(0.25
)Indices


(146,058
)


(0.06
)Livestock


61,865



0.03Metals


31,653



0.01Softs


(68,855
)


(0.03
)Total futures contracts sold


(220,307
)


(0.09
)Net unrealized appreciation on open futures contracts


7,642,556



3.19Unrealized Appreciation on Open Forward ContractsCurrencies


1,384,014



0.58Metals


48,387



0.02Total unrealized appreciation on open forward contracts


1,432,401



0.60Unrealized Depreciation on Open Forward ContractsCurrencies


(1,743,244
)


(0.73
)Metals


(555,334
)


(0.23
)Total unrealized depreciation on open forward contracts


(2,298,578
)


(0.96
)Total fair value

$
6,776,379



2.83
%    *
    
    Due to rounding  See accompanying notes to financial statements.
 F-45




---



##### 



CMF
    Aspect Master Fund L.P.
 Schedule
    of Investments
    December 31, 2007
  % of PartnersFair Value


CapitalFutures Contracts PurchasedEnergy

$
1,962,673



0.97
%Grains


1,862,650



0.92Interest Rates U.S.


1,202,975



0.59Interest Rates Non-U.S.


1,031,546



0.51Indices


134,363



0.07Metals


574,260



0.28Softs


51,114



0.02Total futures contracts purchased


6,819,581



3.36Futures Contracts SoldEnergy


(330,950
)


(0.16
)Livestock


170,140



0.08Interest Rates Non-U.S.


676,237



0.33Indices


245,479



0.12Metals


(30,150
)


(0.01
)Softs


(2,320
)


(0.00
)*Total futures contracts sold


728,436



0.36Net unrealized appreciation on open futures contracts


7,548,017



3.72Unrealized Appreciation on Open Forward ContractsCurrencies


1,490,999



0.74Metals


1,061,934



0.52Total unrealized appreciation on open forward contracts


2,552,933



1.26Unrealized Depreciation on Open Forward ContractsCurrencies


(1,864,872
)


(0.92
)Metals


(489,044
)


(0.24
)Total unrealized depreciation on open forward contracts


(2,353,916
)


(1.16
)Total fair value

$
7,747,034



3.82
%    *
    
    Due to rounding  See accompanying notes to financial statements.
 F-46




---



##### 



CMF
    Aspect Master Fund L.P.
 Statements
    of Income and Expenses
    for the years ended December 31, 2008, 2007, and
    2006
  2008


2007


2006Income:Net gains (losses) on trading of commodity interests:Net realized gains (losses) on closed positions

$
69,752,159


$
20,714,242


$
17,726,947Change in net unrealized gains (losses) on open positions


(970,655
)


(2,250,581
)


5,369,829Gain (loss) from trading, net


68,781,504



18,463,661



23,096,776Interest income


2,247,200



7,517,273



7,531,039Total income (loss)


71,028,704



25,980,934



30,627,815Expenses:Clearing fees


302,515



431,717



453,387Professional fees


35,989



26,148



24,429Total expenses


338,504



457,865



477,816Net income (loss)

$
70,690,200


$
25,523,069


$
30,149,999Net income (loss) per Redeemable Unit of Limited Partnership
    Interest (Notes 1 and 6)

$
524.62


$
160.42


$
180.03   See accompanying notes to financial statements.
 F-47




---



##### 



CMF
    Aspect Master Fund L.P.

    Statements of Changes in Partners Capital
    for the years ended December 31, 2008, 2007, and
    2006
  PartnersCapitalPartners capital at December 31, 2005

$
194,826,943Net income (loss)


30,149,999Sale of 24,832.0192 Redeemable Units of Limited Partnership
    Interest


29,793,461Redemption of 29,585.6693 Redeemable Units of Limited
    Partnership Interest


(35,480,451
)Distribution of interest income to feeder funds


(7,531,039
)Partners capital at December 31, 2006


211,758,913Net income (loss)


25,523,069Sale of 12,102.0599 Redeemable Units of Limited Partnership
    Interest


15,485,588Redemption of 32,110.2714 Redeemable Units of Limited
    Partnership Interest


(42,555,077
)Distribution of interest income to feeder funds


(7,517,273
)Partners capital at December 31, 2007


202,695,220Net income (loss)


70,690,200Sale of 14,969.5777 Redeemable Units of Limited Partnership
    Interest


24,526,285Redemption of 34,545.0307 Redeemable Units of Limited
    Partnership Interest


(56,310,172
)Distribution of interest income to feeder funds


(2,247,200
)Partners capital at December 31, 2008

$
239,354,333Net Asset Value per Redeemable Unit of Limited Partnership
    Interest:   2006:

$
1,280.382007:

$
1,394.252008:

$
1,902.60
   See accompanying notes to financial statements.
 F-48




---



##### 



CMF
    Aspect Master Fund L.P.

    Notes to Financial Statements
    December 31, 2008
  1.
    Partnership
    Organization:             F-49




---



##### 



CMF
    Aspect Master Fund L.P.
    Notes to Financial Statements
    December 31, 2008
  2.
    Accounting
    Policies:  a.
    Use of Estimates.The preparation of financial
    statements and accompanying notes in conformity with
    U.S. generally accepted accounting principles
    (GAAP) requires management to make estimates and
    assumptions that affect the reported amounts of assets and
    liabilities, income and expenses, and related disclosures of
    contingent assets and liabilities in the financial statements
    and accompanying notes. Actual results could differ from these
    estimates.b.
    Statement of Cash Flows.The Master has
    elected not to provide a Statement of Cash Flows as permitted by
    Statement of Financial Accounting Standards No. 102
    Statement of Cash Flows-Exemption of Certain Enterprises
    and Classification of Cash Flows from Certain Securities
    Acquired for Resale (FAS 102).c.
    Investments.All commodity interests of the
    Master (including derivative financial instruments and
    derivative commodity instruments) are held for trading purposes.
    The commodity interests are recorded on trade date and open
    contracts are recorded at fair value (as described below) at the
    measurement date. Investments in commodity interests denominated
    in foreign currencies are translated into U.S. dollars at
    the exchange rates prevailing at the measurement date. Gains or
    losses are realized when contracts are liquidated. Unrealized
    gains or losses on open contracts are included as a component of
    equity in commodity futures trading account on the Statements of
    Financial Condition. Realized gains or losses and any change in
    net unrealized gains or losses from the preceding period are
    reported in the Statements of Income and Expenses.  Fair Value Measurements. Fair Value Measurements No. FAS 157-2, Effective Date of FASB Statement No. 157
    F-50




---



##### 



CMF
    Aspect Master Fund L.P.
    Notes to Financial Statements
    December 31, 2008
  Quoted Prices inActive Markets


Significant Other


Significantfor Identical


Observable Inputs


Unobservable12/31/2008


Assets (Level 1)


(Level 2)


Inputs (Level 3)AssetsFutures

$
7,642,556


$
7,642,556


$



$
Forwards


1,432,401



48,387



1,384,014



Total assets


9,074,957



7,690,943



1,384,014



LiabilitiesForwards

$
2,298,578


$
555,334


$
1,743,244


$
Total liabilities


2,298,578



555,334



1,743,244



Total fair value

$
6,776,379


$
7,135,609


$
(359,230
)

$
   d.
    Futures Contracts.The Master trades futures
    contracts. A futures contract is a firm commitment to buy or
    sell a specified quantity of investments, currency or a
    standardized amount of a deliverable grade commodity, at a
    specified price on a specified future date, unless the contract
    is closed before the delivery date or if the delivery quantity
    is something where physical delivery can not occur (such as
    S&P 500 Index), whereby such contract is settled in cash.
    Payments (variation margin) may be made or received
    by the Master each business day, depending on the daily
    fluctuations in the value of the underlying instruments, and are
    recorded as unrealized gains or losses by the Master. When the
    contract is closed, the Master records a realized gain or loss
    equal to the difference between the value of the contract at the
    time it was opened and the value at the time it was closed.
    Because transactions in futures contracts require participants
    to make both initial margin deposits of cash or other assets and
    variation margin deposits, through the futures broker directly
    with the exchange on which the contracts are traded, credit
    exposure is limited. Realized gains (losses) and changes in
    unrealized gains (losses) on futures contracts are included in
    the Statements of Income and Expenses.  e.
    Forward Foreign Currency Contracts.Foreign
    currency contracts are those contracts where the Master agrees
    to receive or deliver a fixed quantity of foreign currency for
    an
    agreed-upon
    price on an agreed future date. Foreign currency contracts are
    valued daily, and the Masters net equity therein,
    representing unrealized gain or loss on the contracts as
    measured by the difference between the forward foreign exchange
    rates at the dates of entry into the contracts and the forward
    rates at the reporting date, is included in the Statements of
    Financial Condition. Realized gains (losses) and changes in
    unrealized gains (losses) on foreign currency contracts are
    recognized in the period in which the contract is closed or the
    changes occur, respectively, and are included in the Statements
    of Income and Expenses.  f.
    London Metals Exchange Forward
    Contracts.  Metal contracts traded on the London
    Metals Exchange (LME) represent a firm commitment to
    buy or sell a specified quantity of Aluminum, Copper, Lead,
    Nickel, Tin or Zinc. LME contracts traded by the Master are cash
    settled based on prompt dates published by the LME. Payments
    (variation margin) may be made or received by the
    Master each business day, depending on the daily fluctuations in
    the value of the underlying contracts, and are recorded as
    unrealized gains or losses by the Master. A contract is
    considered offset when all long positions have been matched with
    short positions. When the contract is closed at the prompt date,
    the Master records a realized gain or loss equal to the
    difference between the value of the contract at the time it was
    opened and the value at the time it was closed. Because
    transactions in LME contracts require participants to make both
    initial margin deposits of cash or other assets and variation
    margin deposits, through the broker, directly with the LME,
    credit exposure is limited. Realized gains (losses) and changes
    in unrealized gains (losses) on metal contracts are included in
    the Statements of Income and Expenses. F-51




---



##### 



CMF
    Aspect Master Fund L.P.
    Notes to Financial Statements
    December 31, 2008
   g.
    Income and Expenses Recognition.All of the
    income and expenses and realized and unrealized gains and losses
    on trading of commodity interests are determined on each
    valuation day and allocated pro rata among the Funds at the time
    of such determination.h.
    Income Taxes.Income taxes have not been
    provided as each partner is individually liable for the taxes,
    if any, on their share of the Masters income and expenses.      i.
    Recent Accounting Pronouncements.On
    March 19, 2008, Financial Accounting Standards Board
    released Statement of Financial Accounting Standards
    No. 161, Disclosures about Derivative Instruments and
    Hedging Activities (FAS 161).
    FAS 161 requires qualitative disclosures about objectives
    and strategies for using derivatives, quantitative disclosures
    about fair value amounts of and gains and losses on derivative
    instruments, and disclosures about credit-risk-related
    contingent features in derivative agreements. The application of
    FAS 161 is required for fiscal years beginning after
    November 15, 2008 and interim periods within those fiscal
    years. The standard expands the disclosure requirements for
    derivatives and hedged items and has no impact on how the Master
    accounts for derivatives (the Master does not have hedged
    items). Management is evaluating the enhanced disclosure
    requirements and does not believe that there will be any
    material impact on the financial statement disclosures.  3.
    Agreements:  a.
    Limited Partnership Agreement:    b.
    Management Agreement:    c.
    Customer Agreement:  give-up,
 F-52




---



##### 



CMF
    Aspect Master Fund L.P.
    Notes to Financial Statements
    December 31, 2008
    4.
    Trading
    Activities:      5.
    Distributions
    and Redemptions:    6.
    Financial
    Highlights:    2008


2007


2006Net realized and unrealized gains (losses)*

$
508.62


$
114.03


$
135.44Interest income


16.27



46.55



44.74Expenses**


(0.27
)


(0.16
)


(0.15
)Increase (decrease) for the year


524.62



160.42



180.03Distribution of interest income to feeder funds


(16.27
)


(46.55
)


(44.74
)Net Asset Value per Redeemable Unit of Limited Partnership
    Interest, beginning of year


1,394.25



1,280.38



1,145.09Net Asset Value per Redeemable Unit of Limited Partnership
    Interest, end of year

$
1,902.60


$
1,394.25


$
1,280.38    *
    
    Includes clearing fees**
    
    Excludes clearing fees 2008


2007


2006Ratios to Average Net Assets:Net investment income (loss)***


0.9
%


3.3
%


3.5
%Operating expenses


0.2
%


0.2
%


0.2
%Total return


37.6
%


12.5
%


15.7
%    ***
    
    Interest income less total expenses F-53




---



##### 



CMF
    Aspect Master Fund L.P.
    Notes to Financial Statements
    December 31, 2008
     7.
    Financial
    Instrument Risks:           F-54




---



##### 



For the period
    
    
    
    
    
    For the period
    
    For the periodfrom
    
    For the period from
    
    from
    
    fromOctober 1, 2008 to
    
    July 1, 2008 to
    
    April 1, 2008 to
    
    January 1, 2008 toDecember 31, 2008
    

September 30, 2008
    

June 30, 2008
    

March 31, 2008Net realized and
unrealized trading
gains (losses) net
of brokerage
commissions and
clearing fees
including interest
income
    
    $
    46,521,870
    
    
    $
    (19,743,784
    )
    
    $
    14,513,377
    
    
    $
    29,434,726Net income
(loss)
    
    $
    46,511,766
    
    
    $
    (19,753,889
    )
    
    $
    14,503,460
    
    
    $
    29,428,863Increase (decrease)
in Net Asset Value
per Redeemable Unit
    
    $
    363.39
    
    
    $
    (148.72
    )
    
    $
    106.51
    
    
    $
    203.44
 For the period
    
    
    
    
    
    For the period
    
    For the periodfrom
    
    For the period from
    
    from
    
    fromOctober 1, 2007 to
    
    July 1, 2007 to
    
    April 1, 2007 to
    
    January 1, 2007 toDecember 31, 2007
    
    September 30, 2007
    
    June 30, 2007
    
    March 31, 2007Net realized and
unrealized trading
gains (losses) net
of brokerage
commissions and
clearing fees
including interest
income
    
    $
    14,896,548
    
    
    $
    (14,493,042
    )
    
    $
    34,069,186
    
    
    $
    (8,923,475
    )Net income (loss)
    
    $
    14,892,989
    
    
    $
    (14,499,836
    )
    
    $
    34,061,861
    
    
    $
    (8,931,945
    )Increase (decrease)
in Net Asset Value
per Redeemable Unit
    
    $
    97.45
    
    
    $
    (90.31
    )
    
    $
    207.47
    
    
    $
    (54.19
    )
 F-55




---



##### 



To the
    Limited Partners of
    CMF Graham Capital Master Fund L.P.
    
  By:
    Jennifer Magro      Citigroup Managed Futures LLC
    212-559-2011
 F-56




---



##### 



Report of
    Independent Auditors
       
 F-57




---



##### 



Report of Independent Registered Public Accounting Firm
 
     
 F-58




---



##### 



CMF
    Graham Capital Master Fund L.P.
 Statements
    of Financial Condition
    December 31, 2008 and 2007
  2008


2007Assets:Equity in commodity futures trading account:Cash (Note 3c)

$
214,551,266


$
191,110,075Cash margin (Note 3c)


9,073,580



24,672,137Net unrealized appreciation on open futures contracts


1,162,793



278,888Unrealized appreciation on open forward contracts


2,695,908



6,792,116227,483,547



222,853,216Interest receivable


3,343



424,676Total assets

$
227,486,890


$
223,277,892Liabilities and Partners Capital:Liabilities:Unrealized depreciation on open forward contracts

$
2,975,865


$
7,439,350Accrued expenses:Professional fees


16,740



24,122Distribution payable


3,343



424,676Redemptions payable






1,795,357Total liabilities


2,995,948



9,683,505Partners Capital:General Partner, 0.0000 Unit equivalents at December 31,
    2008 and 2007






Limited Partners Capital, 146,784.8652 and 186,334.8221
    Redeemable Units of Limited Partnership Interest outstanding at
    December 31, 2008 and 2007, respectively


224,490,942



213,594,387Total liabilities and partners capital

$
227,486,890


$
223,277,892   See accompanying notes to financial statements.
 F-59




---



##### 



CMF
    Graham Capital Master Fund L.P.
 Schedule of
    Investments
    December 31, 2008
  % of PartnersFair Value


CapitalFutures Contracts PurchasedCurrencies

$
1,840



0.00
%*Energy


325,615



0.15Grains


13,370



0.01Indices


(19,645
)


(0.01
)Interest Rates Non-U.S.


947,609



0.42Interest Rates U.S.


507,653



0.23Metals


33,132



0.01Softs


3,251



0.00
*Total futures contracts purchased


1,812,825



0.81Futures Contracts SoldCurrencies


8,038



0.00
*Energy


(266,237
)


(0.12
)Grains


(207,227
)


(0.09
)Indices


(86,831
)


(0.04
)Interest Rates Non-U.S.


(9,163
)


(0.00
)*Livestock


25,220



0.01Metals


(35,970
)


(0.02
)Softs


(77,862
)


(0.03
)Total futures contracts sold


(650,032
)


(0.29
)Net unrealized appreciation on open futures contracts


1,162,793



0.52Unrealized Appreciation on Open Forward ContractsCurrencies


2,398,640



1.07Metals


297,268



0.13Total unrealized appreciation on open forward contracts


2,695,908



1.20Unrealized Depreciation on Open Forward ContractsCurrencies


(2,764,819
)


(1.23
)Metals


(211,046
)


(0.10
)Total unrealized depreciation on open forward contracts


(2,975,865
)


(1.33
)Total fair value

$
882,836



0.39
%     See accompanying notes to financial statements.
 F-60




---



##### 



CMF
    Graham Capital Master Fund L.P.
 Schedule of
    Investments
    December 31, 2007
  % of PartnersFair Value


CapitalFutures Contracts PurchasedEnergy

$
184,162



0.09
%Grains


219,977



0.10Indices


8,906



0.00
*Interest Rates U.S.


(2,712
)


(0.00
)*Interest Rates Non-U.S.


98,371



0.05Metals


68,690



0.03Softs


(18,009
)


(0.01
)Total futures contracts purchased


559,385



0.26Futures Contracts SoldEnergy


(76,360
)


(0.04
)Indices


31,940



0.02Interest Rates U.S.


(67,681
)


(0.03
)Interest Rates Non-U.S.


(163,383
)


(0.08
)Livestock


11,482



0.01Softs


(16,495
)


(0.01
)Total futures contracts sold


(280,497
)


(0.13
)Net unrealized appreciation on open futures contracts


278,888



0.13Unrealized Appreciation on Open Forward ContractsCurrencies


6,327,560



2.96Metals


464,556



0.22Total unrealized appreciation on open forward contracts


6,792,116



3.18Unrealized Depreciation on Open Forward ContractsCurrencies


(6,976,160
)


(3.26
)Metals


(463,190
)


(0.22
)Total unrealized depreciation on open forward contracts


(7,439,350
)


(3.48
)Total fair value

$
(368,346
)


(0.17
)%     See accompanying notes to financial statements.
 F-61




---



##### 



CMF
    Graham Capital Master Fund L.P.
 Statements
    of Income and Expenses
    for the years ended December 31, 2008, 2007 and
    for the period April 1, 2006
    (commencement of trading operations)
    to December 31, 2006
  2008


2007


2006Income:Net gains (loss) on trading of commodity interests:Net realized gains (losses) on closed positions

$
61,878,532


$
37,612,230


$
(10,694,864
)Change in net unrealized gains (losses) on open positions


1,251,182



(7,303,599
)


6,935,253Gain (loss) from trading, net


63,129,714



30,308,631



(3,759,611
)Interest income


2,202,621



7,463,020



5,820,992Total income (loss)


65,332,335



37,771,651



2,061,381Expenses:Clearing fees


940,378



857,460



473,603Professional fees


30,056



29,466



39,606Total expenses


970,434



886,926



513,209Net income (loss)

$
64,361,901


$
36,884,725


$
1,548,172Net income (loss) per Redeemable Unit of Limited Partnership
    Interest (Notes 1 and 6)

$
396.07


$
187.22


$
24.48   See accompanying notes to financial statements.
 F-62




---



##### 



CMF
    Graham Capital Master Fund L.P.

    Statements of Changes in Partners Capital
    for the years ended December 31, 2008, 2007 and
    for the period April 1, 2006
    (commencement of trading operations)
    to December 31, 2006
  PartnersCapitalInitial capital contribution from Limited Partners at
    April 1, 2006 representing 70,241.9393 Units of Limited
    Partnership Interest

$
70,241,939Net income (loss)


1,548,172Sale of 196,199.4379 Redeemable Units of Limited Partnership
    Interest


198,904,711Redemption of 38,767.3047 Redeemable Units of Limited
    Partnership Interest


(38,200,314
)Distribution of interest income to feeder funds


(5,820,992
)Partners Capital at December 31, 2006


226,673,516Net income (loss)


36,884,725Sale of 20,875.4865 Redeemable Units of Limited Partnership
    Interest


21,067,811Redemption of 62,214.7369 Redeemable Units of Limited
    Partnership Interest


(63,568,645
)Distribution of interest income to feeder funds


(7,463,020
)Partners Capital at December 31, 2007


213,594,387Net income (loss)


64,361,901Sale of 3,998.1810 Redeemable Units of Limited Partnership
    Interest


5,096,496Redemption of 43,548.1379 Redeemable Units of Limited
    Partnership Interest


(56,359,221
)Distribution of interest income to feeder funds


(2,202,621
)Partners Capital at December 31, 2008

$
224,490,942Net Asset Value per Redeemable Unit of Limited Partnership
    Interest:   2006:

$
995.612007:

$
1,146.292008:

$
1,529.39
   See accompanying notes to financial statements.
 F-63




---



##### 



CMF
    Graham Capital Master Fund L.P.
 Notes to
    Financial Statements
    December 31, 2008
  1.  Partnership
    Organization:
           F-64




---



##### 



CMF
    Graham Capital Master Fund L.P.
    Notes to Financial Statements
    December 31, 2008
    2.  Accounting
    Policies:
  a.
    Use of Estimates.The preparation of financial
    statements and accompanying notes in conformity with
    U.S. generally accepted accounting principles
    (GAAP) requires management to make estimates and
    assumptions that affect the reported amounts of assets and
    liabilities, income and expenses, and related disclosures of
    contingent assets and liabilities in the financial statements
    and accompanying notes. Actual results could differ from these
    estimates.b.
    Statement of Cash Flows.The Master has
    elected not to provide a Statement of Cash Flows as permitted by
    Statement of Financial Accounting Standards No. 102
    Statement of Cash Flows-Exemption of Certain Enterprises
    and Classification of Cash Flows from Certain Securities
    Acquired for Resale (FAS 102).c.
    Investments.All commodity interests of the
    Master (including derivative financial instruments and
    derivative commodity instruments) are held for trading purposes.
    The commodity interests are recorded on trade date and open
    contracts are recorded at fair value (as described below) at the
    measurement date. Investments in commodity interests denominated
    in foreign currencies are translated into U.S. dollars at
    the exchange rates prevailing at the measurement date. Gains or
    losses are realized when contracts are liquidated. Unrealized
    gains or losses on open contracts are included as a component of
    equity in commodity futures trading account on the Statements of
    Financial Condition . Realized gains  or losses and any change
    in net unrealized gains or losses from the preceding period are
    reported in the Statements of Income and Expenses.  Fair Value Measurements. Fair Value
    Measurements No. FAS 157-2, Effective Date of FASB Statement No. 157
    F-65




---



##### 



CMF
    Graham Capital Master Fund L.P.
    Notes to Financial Statements
    December 31, 2008
  Quoted Prices inActive Markets for


Significant Other


SignificantIdentical Assets


Observable Inputs


Unobservable Inputs12/31/2008


(Level 1)


(Level 2)


(Level 3)AssetsFutures

$
1,162,793


$
1,162,793


$



$
Forwards


2,695,908



297,268



2,398,640



Total assets


3,858,701



1,460,061



2,398,640



LiabilitiesForwards

$
2,975,865


$
211,046


$
2,764,819


$
Total liabilities


2,975,865



211,046



2,764,819



Total fair value

$
882,836


$
1,249,015


$
(366,179
)

$
   d.
    Futures Contracts.The Master trades futures
    contracts. A futures contract is a firm commitment to buy or
    sell a specified quantity of investments, currency or a
    standardized amount of a deliverable grade commodity, at a
    specified price on a specified future date, unless the contract
    is closed before the delivery date or if the delivery quantity
    is something where physical delivery cannot occur (such as
    S&P 500 Index), whereby such contract is settled in cash.
    Payments (variation margin) may be made or received
    by the Master each business day, depending on the daily
    fluctuations in the value of the underlying contracts, and are
    recorded as unrealized gains or losses by the Master. When the
    contract is closed, the Master records a realized gain or loss
    equal to the difference between the value of the contract at the
    time it was opened and the value at the time it was closed.
    Because transactions in futures contracts require participants
    to make both initial margin deposits of cash or other assets and
    variation margin deposits, through the futures broker, directly
    with the exchange on which the contracts are traded, credit
    exposure is limited. Realized gains (losses) and changes in
    unrealized gains (losses) on futures contracts are included in
    the Statements of Income and Expenses.  e.
    Forward Foreign Currency Contracts.Foreign
    currency contracts are those contracts where the Master agrees
    to receive or deliver a fixed quantity of foreign currency for
    an
    agreed-upon
    price on an agreed future date. Foreign currency contracts are
    valued daily, and the Masters net equity therein,
    representing unrealized gain or loss on the contracts as
    measured by the difference between the forward foreign exchange
    rates at the dates of entry into the contracts and the forward
    rates at the reporting date, is included in the Statements of
    Financial Condition. Realized gains (losses) and changes in
    unrealized gains (losses) on foreign currency contracts are
    recognized in the period in which the contract is closed or the
    changes occur, respectively, and are included in the Statements
    of Income and Expenses.  f.
    London Metals Exchange Forward
    Contracts.Metal contracts traded on the London
    Metals Exchange (LME) represent a firm commitment to
    buy or sell a specified quantity of Aluminum, Copper, Lead,
    Nickel, Tin  or Zinc. LME contracts traded by the Master are
    cash settled based on prompt dates published by the LME.
    Payments (variation margin) may be made or received
    by the Master each business day, depending on the daily
    fluctuations in the value of the underlying contracts, and are
    recorded as unrealized gains or losses by the Master. A contract
    is considered offset when all long positions have been matched
    with short positions. When the contract is closed at the prompt
    date, the Master records a realized gain or loss equal to the
    difference between the value of the contract at the time it was
    opened and the value at the time it was closed. Because
    transactions in LME contracts require participants to make both
    initial margin deposits of cash or other assets and variation
    margin deposits, through the broker, directly with the LME,
    credit exposure is limited. Realized gains (losses) and changes
    in unrealized gains (losses) on metal contracts are included in
    the Statements of Income and Expenses. F-66




---



##### 



CMF
    Graham Capital Master Fund L.P.
    Notes to Financial Statements
    December 31, 2008
   g.
    Income and Expenses Recognition.All of the
    income and expenses and realized and unrealized gains and losses
    on trading of commodity interests are determined on each
    valuation day and allocated pro rata among the Funds at the time
    of such determination.h.
    Income Taxes.Income taxes have not been
    provided as each partner is individually liable for the taxes,
    if any, on their share of the Masters income and expenses.      i.
    Recent Accounting Pronouncements.On
    March 19, 2008, Financial Accounting Standards Board
    released Statement of Financial Accounting Standards
    No. 161, Disclosures about Derivative Instruments and
    Hedging Activities (FAS 161).
    FAS 161 requires qualitative disclosures about objectives
    and strategies for using derivatives, quantitative disclosures
    about fair value amounts of and gains and losses on derivative
    instruments, and disclosures about credit-risk-related
    contingent features in derivative agreements. The application of
    FAS 161 is required for fiscal years beginning after
    November 15, 2008 and interim periods within those fiscal
    years. The standard expands the disclosure requirements for
    derivatives and hedged items and has no impact on how the Master
    accounts for derivatives (the Master does not have hedged
    items). Management is evaluating the enhanced disclosure
    requirements and does not believe that there will be any
    material impact on the financial statement disclosures.  3.  Agreements:
  a.
    Limited Partnership Agreement:    b.
    Management Agreement:    c.
    Customer Agreement:  give-up,
 F-67




---



##### 



CMF
    Graham Capital Master Fund L.P.
    Notes to Financial Statements
    December 31, 2008
    4.
    Trading
    Activities:      5.
    Distributions
    and Redemptions:    6.
    Financial
    Highlights:    2008


2007


2006Net realized and unrealized gains (losses)*

$
383.27


$
150.83


$
(4.18
)Interest income


12.97



36.54



28.87Expenses**


(0.17
)


(0.15
)


(0.21
)Increase (decrease) for the period


396.07



187.22



24.48Distribution of interest income to feeder funds


(12.97
)


(36.54
)


(28.87
)Net Asset Value per Redeemable Unit, beginning of period


1,146.29



995.61



1,000.00Net Asset Value per Redeemable Unit, end of period

$
1,529.39


$
1,146.29


$
995.61   Ratios to Average Net Assets:Net investment income (loss)***


0.6
%


3.0
%


3.8
%****Operating expenses


0.4
%


0.4
%


0.4
%****Total return


34.6
%


18.8
%


2.4
%    *
    
    Includes clearing fees**
    
    Excludes clearing fees***
    
    Interest income less total expenses****
    
    Annualized   F-68




---



##### 



CMF
    Graham Capital Master Fund L.P.
    Notes to Financial Statements
    December 31, 2008
   7.
    Financial
    Instrument Risks:           F-69




---



##### 



For the period
    
    For the period
    
    For the period
    
    For the periodfrom
    
    from
    
    from
    
    fromOctober 1, 2008 to
    
    July 1, 2008 to
    
    April 1, 2008 to
    
    January 1, 2008 toDecember 31, 2008
    
    September 30, 2008
    
    June 30, 2008
    
    March 31, 2008Net realized and
unrealized trading
gains (losses) net
of brokerage
commissions and
clearing fees
including interest
income
    
    $
    34,035,718
    
    
    $
    (8,466,890
    )
    
    $
    18,680,824
    
    
    $
    20,142,305Net income
(loss)
    
    $
    34,029,127
    
    
    $
    (8,473,481
    )
    
    $
    18,672,387
    
    
    $
    20,133,868Increase (decrease)
in Net Asset Value
per Redeemable Unit
    
    $
    224.58
    
    
    $
    (52.04
    )
    
    $
    112.99
    
    
    $
    110.54
 For the period
    
    
    
    
    
    For the period
    
    For the periodfrom
    
    For the period from
    
    from
    
    fromOctober 1, 2007 to
    
    July 1, 2007 to
    
    April 1, 2007 to
    
    January 1, 2007 toDecember 31, 2007
    
    September 30, 2007
    
    June 30, 2007
    
    March 31, 2007Net realized and
unrealized trading
gains (losses) net
of brokerage
commissions and
clearing fees plus
interest income
    
    $
    9,324,937
    
    
    $
    (2,413,943
    )
    
    $
    45,168,613
    
    
    $
    (15,165,416
    )Net income (loss)
    
    $
    9,325,295
    
    
    $
    (2,423,727
    )
    
    $
    45,158,828
    
    
    $
    (15,175,671
    )Increase (decrease)
in Net Asset Value
per Redeemable Unit
    
    $
    45.83
    
    
    $
    (11.73
    )
    
    $
    222.94
    
    
    $
    (69.82
    )
 F-70




---



##### 



To the
    Limited Partners of
    CMF SandRidge Master Fund L.P.
    
  By:
    Jennifer Magro      Citigroup Managed Futures LLC
    212-559-2011
 F-71




---



##### 



Report of
    Independent Auditors
        
 F-72




---



##### 



Report of Independent Registered Public Accounting Firm
 
     
 F-73




---



##### 



CMF
    SandRidge Master Fund L.P.
 Statements
    of Financial Condition
    December 31, 2008 and 2007
  2008


2007Assets:Equity in commodity futures trading account:Cash (Note 3c)

$
530,398,527


$
298,469,940Cash margin (Note 3c)


29,705,022



12,277,755Options owned, at fair value (cost $3,510,375 and $9,776,900 at
    December 31, 2008 and 2007, respectively)


4,987,535



7,615,353565,091,084



318,363,048Interest receivable


6,960



643,783Total assets

$
565,098,044


$
319,006,831Liabilities and Partners Capital:Liabilities:Net unrealized depreciation on open futures and exchange cleared
    swap contracts

$
110,973,333


$
1,762,419Options written, at fair value (premium $3,103,510 and
    $6,716,000 at December 31, 2008 and 2007, respectively)


4,282,963



3,988,181Accrued expenses:Professional fees


116,342



80,723Distribution payable (Note 5)


6,960



643,783Total liabilities


115,379,598



6,475,106Partners Capital:General Partner, 0.0000 Unit equivalents at December 31,
    2008 and 2007






Limited Partners Capital, 247,850.0335 and 229,170.7149
    Redeemable Units of Limited Partnership Interest outstanding at
    December 31, 2008 and 2007, respectively


449,718,446



312,531,725Total liabilities and partners capital

$
565,098,044


$
319,006,831   See accompanying notes to financial statements.
 F-74




---



##### 



CMF
    SandRidge Master Fund L.P.
 Schedule of
    Investments
    December 31, 2008
  Number of





% of PartnersContracts


Fair Value


CapitalFutures and Exchange Cleared Swap Contracts PurchasedEnergyICE Henry Hub Natural Gas Swap April 09  Dec. 14


30,555


$
(72,012,250
)


(16.01
)%NYMEX Natural Gas Swap Oct 09  Dec. 14


10,464



(43,628,900
)


(9.70
)NYMEX Natural Gas Aug 09  Oct. 10


6,052



(113,269,862
)


(25.19
)Total futures and exchange cleared swap contracts purchased






(228,911,012
)


(50.90
)Futures and Exchange Cleared Swap Contracts SoldEnergyICE Henry Hub Natural Gas Swap Feb. 09  Oct. 10


25,108



34,592,590



7.69NYMEX Henry Hub Natural Gas Feb. 09  Dec. 12


10,624



42,565,560



9.46NYMEX Natural Gas Feb. 09  Sep. 09


6,572



40,779,529



9.07Total futures and exchange cleared swap contracts sold






117,937,679



26.22Net unrealized depreciation on open futures and exchange cleared
    swap contracts






(110,973,333
)


(24.68
)Options OwnedEnergy






4,987,535



1.11Total options owned






4,987,535



1.11Options WrittenEnergy






(4,282,963
)


(0.95
)Total options written






(4,282,963
)


(0.95
)Total fair value





$
(110,268,761
)


(24.52
)%   See accompanying notes to financial statements.
 F-75




---



##### 



CMF
    SandRidge Master Fund L.P.
    Schedule of Investments
    December 31, 2007
  % of PartnersFair Value


CapitalFutures Contracts PurchasedEnergy

$
5,803,214



1.86
%Total futures contracts purchased


5,803,214



1.86Futures Contracts SoldEnergy


(7,565,633
)


(2.42
)Total futures contracts sold


(7,565,633
)


(2.42
)Net unrealized depreciation on open futures contracts


(1,762,419
)


(0.56
)Options OwnedEnergy


7,615,353



2.44Total options owned


7,615,353



2.44Options WrittenEnergy


(3,988,181
)


(1.28
)Total options written


(3,988,181
)


(1.28
)Total fair value

$
1,864,753



0.60
%   See accompanying notes to financial statements.
 F-76




---



##### 



CMF
    SandRidge Master Fund L.P.

    Statements of Income and Expenses
    for the years ended
    December 31, 2008, 2007 and 2006
  2008


2007


2006Income:Net gains (losses) on trading of commodity interests:Net realized gains (losses) on closed positions

$
209,086,188


$
40,099,593


$
5,867,526Change in net unrealized gains (losses) on open positions


(109,479,479
)


634,796



(2,768,345
)Gain (loss) from trading, net


99,606,709



40,734,389



3,099,181Interest Income


4,119,717



9,737,038



5,048,179Total income (loss)


103,726,426



50,471,427



8,147,360Expenses:Clearing fees


390,792



677,706



652,824Professional fees


269,306



261,470



39,724Total expenses


660,098



939,176



692,548Net income (loss)

$
103,066,328


$
49,532,251


$
7,454,812Net income (loss) per Redeemable Unit of Limited Partnership
    interest (Notes 1 and 6)

$
468.42


$
242.28


$
154.06   See accompanying notes to financial statements.
 F-77




---



##### 



CMF
    SandRidge Master Fund L.P.

    Statements of Changes in Partners Capital
    for the years ended
    December 31, 2008, 2007 and 2006
  PartnersCapitalPartners capital at December 31, 2005

$
15,297,379Net income (loss)


7,454,812Sale of 181,036.5146 Redeemable Units of Limited Partnership
    Interest


210,365,916Redemption of 11,338.8494 Redeemable Units of Limited
    Partnership Interest


(13,004,442
)Distribution of interest income to feeder funds


(5,048,179
)Partners capital at December 31, 2006


215,065,486Net income (loss)


49,532,251Sale of 69,725.8292 Redeemable Units of Limited Partnership
    Interest


89,474,602Redemption of 24,714.6195 Redeemable Units of Limited
    Partnership Interest


(31,803,576
)Distribution of interest income to feeder funds


(9,737,038
)Partners capital at December 31, 2007


312,531,725Net income (loss)


103,066,328Sale of 80,081.4747 Redeemable Units of Limited Partnership
    Interest


141,534,374Redemption of 61,402.1561 Redeemable Units of Limited
    Partnership Interest


(103,294,264
)Distribution of interest income to feeder funds


(4,119,717
)Partners capital at December 31, 2008

$
449,718,446     2006:

$
1,167.822007:

$
1,363.752008:

$
1,814.48
   See accompanying notes to financial statements.
 F-78




---



##### 



CMF
    SandRidge Master Fund L.P.
 Notes to
    Financial Statements
    December 31, 2008
  1.
    Partnership
    Organization:             F-79




---



##### 



CMF
    SandRidge Master Fund L.P.
    Notes to Financial Statements
    December 31, 2008
  2.
    Accounting
    Policies:  a.
    Use of Estimates.  The preparation of financial
    statements and accompanying notes in conformity with
    U.S. generally accepted accounting principles
    (GAAP) requires management to make estimates and
    assumptions that affect the reported amounts of assets and
    liabilities, income and expenses, and related disclosures of
    contingent assets and liabilities in the financial statements
    and accompanying notes. Actual results could differ from these
    estimates.b.
    Statement of Cash Flows.  The Master has
    elected not to provide a Statement of Cash Flows as permitted by
    Statement of Financial Accounting Standards No. 102
    Statement of Cash Flows-Exemption of Certain Enterprises
    and Classification of Cash Flows from Certain Securities
    Acquired for Resale (FAS 102).c.
    Investments.  All commodity interests of the
    Master (including derivative financial instruments and
    derivative commodity instruments) are held for trading purposes.
    The commodity interests are recorded on trade date and open
    contracts are recorded at fair value (as described below) at the
    measurement date. Investments in commodity interests denominated
    in foreign currencies are translated into U.S. dollars at
    the exchange rates prevailing at the measurement date. Gains or
    losses are realized when contracts are liquidated. Unrealized
    gains or losses on open contracts are included as a component of
    equity in commodity futures trading account and the Statements
    of Financial Condition. Realized gains or losses and any change
    in net unrealized gains or losses from the preceding period are
    reported in the Statements of Income and Expenses.  Fair Value Measurements. Fair Value Measurements No. FAS 157-2, Effective Date of FASB Statement No. 157
    F-80




---



##### 



CMF
    SandRidge Master Fund L.P.
    Notes to Financial Statements
    December 31, 2008
  Quoted Prices in





SignificantActive Markets for


Significant Other


UnobservableIdentical Assets


Observable Inputs


Inputs12/31/2008


(Level 1)


(Level 2)


(Level 3)AssetsOptions owned

$
4,987,535


$
4,987,535


$



$
Total assets

$
4,987,535


$
4,987,535


$



$
LiabilitiesFutures and Exchange Cleared Swaps

$
110,973,333


$
110,973,333


$



$
Options written


4,282,963



4,282,963







Total liabilities


115,256,296



115,256,296







Total fair value

$
(110,268,761
)

$
(110,268,761
)

$



$
   d.
    Futures Contracts.  The Master trades futures
    contracts. A futures contract is a firm commitment to buy or
    sell a specified quantity of investments, currency or a
    standardized amount of a deliverable grade commodity, at a
    specified price on a specified future date, unless the contract
    is closed before the delivery date or if the delivery quantity
    is something where physical delivery cannot occur (such as
    S&P 500 Index), whereby such contract is settled in
    cash. Payments (variation margin) may be made or
    received by the Partnership each business day, depending on the
    daily fluctuations in the value of the underlying contracts, and
    are recorded as unrealized gains or losses by the Master. When
    the contract is closed, the Master records a realized gain or
    loss equal to the difference between the value of the contract
    at the time it was opened and the value at the time it was
    closed. Because transactions in futures contracts require
    participants to make both initial margin deposits of cash or
    other assets and variation margin deposits, through the futures
    broker,  directly with the exchange on which the contracts are
    traded, credit exposure is limited. Realized gains (losses) and
    changes in unrealized gains (losses) on futures contracts are
    included in the Statements of Income and Expenses.  e.
    Options.  The Master may purchase and write
    (sell), both exchange listed and
    over-the-counter,
    options on commodities or financial instruments. 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 Master writes an option, the premium
    received is recorded as a liability in the Statements of
    Financial Condition and marked to market daily. When the Master
    purchases an option, the premium paid is recorded as an asset in
    the Statements of Financial Condition and marked to market
    daily. Realized gains (losses) and changes in unrealized gains
    (losses) on options contracts are included in the Statements of
    Income and Expenses.  f.
    Income and Expenses Recognition.  All of the
    income and expenses and realized and unrealized gains and losses
    on trading of commodity interests are determined on each
    valuation day and allocated pro rata among the Funds at the time
    of such determination.  g.
    Income Taxes.  Income taxes have not been
    provided as each partner is individually liable for the taxes,
    if any, on their share of the Masters income and expenses.   F-81




---



##### 



CMF
    SandRidge Master Fund L.P.
    Notes to Financial Statements
    December 31, 2008
      h.
    Recent Accounting Pronouncements.  On
    March 19, 2008, Financial Accounting Standards Board
    released Statement of Financial Accounting Standards
    No. 161, Disclosures about Derivative Instruments and
    Hedging Activities (FAS 161).
    FAS 161 requires qualitative disclosures about objectives
    and strategies for using derivatives, quantitative disclosures
    about fair value amounts of and gains and losses on derivative
    instruments, and disclosures about credit-risk-related
    contingent features in derivative agreements. The application of
    FAS 161 is required for fiscal years beginning after
    November 15, 2008 and interim periods within those fiscal
    years. The standard expands the disclosure requirements for
    derivatives and hedged items and has no impact on how the Master
    accounts for derivatives (the Master does not have hedged
    items). Management is evaluating the enhanced disclosure
    requirements and does not believe that there will be any
    material impact on the financial statement disclosures.  3.
    Agreements:  a.
    Limited Partnership Agreement:    b.
    Management Agreement:    c.
    Customer Agreement:  give-up,
 F-82




---



##### 



CMF
    SandRidge Master Fund L.P.
    Notes to Financial Statements
    December 31, 2008
   4.
    Trading
    Activities:      5.
    Distributions
    and Redemptions:    6.
    Financial
    Highlights:    2008


2007


2006Net realized and unrealized gains (losses)*

$
451.86


$
197.11


$
110.75Interest income


17.69



46.35



44.02Expenses**


(1.13
)


(1.18
)


(0.71
)Increase (decrease) for the year


468.42



242.28



154.06Distribution of interest income to feeder funds


(17.69
)


(46.35
)


(44.02
)Net Asset Value per Redeemable Unit of Limited Partnership
    Interest, beginning of year


1,363.75



1,167.82



1,057.78Net Asset Value per Redeemable Unit of Limited Partnership
    Interest, end of year

$
1,814.48


$
1,363.75


$
1,167.82   *
    
    Includes clearing fees**
    
    Excludes clearing fees  Ratios to average net assets:Net investment income (loss)***


0.9
%


3.3
%


3.7
%Operating expenses


0.2
%


0.3
%


0.6
%Total return


34.3
%


20.8
%


14.6
%    ***
    
    Interest income less total expenses    7.
    Financial
    Instrument Risks:   F-83




---



##### 



CMF
    SandRidge Master Fund L.P.
    Notes to Financial Statements
    December 31, 2008
             F-84




---



##### 



For the period
    
    
    
    
    
    For the periodFor the period from
    
    from
    
    For the period from
    
    fromOctober 1, 2008 to
    
    July 1, 2008 to
    
    April 1, 2008 to
    
    January 1, 2008 toDecember 31, 2008
    
    September 30, 2008
    
    June 30, 2008
    
    March 31, 2008Net realized and
unrealized trading
gains (losses) net
of brokerage
commissions and
clearing fees
including interest
income
    
    $
    10,020,345
    
    
    $
    (31,305,268
    )
    
    $
    66,997,344
    
    
    $
    57,623,213Net income
(loss)
    
    $
    9,955,370
    
    
    $
    (31,370,244
    )
    
    $
    66,929,871
    
    
    $
    57,551,331Increase (decrease)
in Net Asset Value
per Redeemable Unit
    
    $
    39.67
    
    
    $
    (131.21
    )
    
    $
    297.96
    
    
    $
    262.00
 For the period
    
    
    
    
    
    For the periodFor the period from
    
    from
    
    For the period from
    
    fromOctober 1, 2007 to
    
    July 1, 2007 to
    
    April 1, 2007 to
    
    January 1, 2007 toDecember 31, 2007
    
    September 30, 2007
    
    June 30, 2007
    
    March 31, 2007Net realized and
unrealized trading
gains (losses) net
of brokerage
commissions and
clearing fees
including interest
income
    
    $
    10,621,268
    
    
    $
    1,096,202
    
    
    $
    18,465,048
    
    
    $
    19,611,203Net income (loss)
    
    $
    10,494,557
    
    
    $
    984,670
    
    
    $
    18,453,841
    
    
    $
    19,599,183Increase (decrease)
in Net Asset Value
per Redeemable Unit
    
    $
    46.18
    
    
    $
    6.86
    
    
    $
    87.02
    
    
    $
    102.22
 F-85




---



##### 



To the
    Limited Partners of
    CMF Eckhardt Master Fund L.P.
    
  By:
    Jennifer Magro      Citigroup Managed Futures LLC    212-559-2011
 F-86




---



##### 



Report of
    Independent Auditors
        
 F-87




---



##### 



CMF
    Eckhardt Master Fund L.P.
 Statement of
    Financial Condition
    December 31, 2008
  2008Assets:Equity in commodity futures trading account:Cash (Note 3c)

$
19,322,653Cash margin (Note 3c)


1,194,988Net unrealized appreciation on open futures positions


27,31320,544,954Interest receivable


308Total assets

$
20,545,262Liabilities and Partners Capital:Liabilities:Accrued expenses:Professional fees

$
15,519Distribution payable (Note 5)


308Total liabilities


15,827Partners Capital:General Partner, 0.0000 Unit equivalents at December 31,
    2008


Limited Partners Capital, 19,854.0401 Redeemable
    Units of Limited Partnership Interest outstanding at
    December 31, 2008


20,529,435Total liabilities and partners capital

$
20,545,262   See accompanying notes to financial statements.
 F-88




---



##### 



CMF
    Eckhardt Master Fund L.P.
 Schedule of
    Investments
    December 31, 2008
  % of PartnersFair Value


CapitalFutures Contracts PurchasedCurrencies

$
(30,425
)


(0.15
)%Interest Rates U.S


(90,041
)


(0.44
)Interest Rates Non-U.S


117,578



0.57Metals


3,730



0.02Softs


31,088



0.15Total futures contracts purchased


31,930



0.15Futures Contracts SoldCurrencies


(9,807
)


(0.05
)Softs


5,190



0.03Total futures contracts sold


(4,617
)


(0.02
)Net unrealized appreciation on open futures contracts


27,313



0.13Total fair value

$
27,313



0.13
%   See accompanying notes to financial statements.
 F-89




---



##### 



CMF
    Eckhardt Master Fund L.P.

    Statement of Income and Expenses
    for the period April 1, 2008
    (commencement of trading operations)
    to December 31, 2008
  2008Income:Net gains on trading of commodity interests:Net realized gains on closed positions

$
821,249Change in net unrealized gains on open positions


27,313Gains from trading, net


848,562Interest income


150,521Total income (Note 3c)


999,083Expenses:Clearing fees


23,298Professional fees


71,050Total expenses


94,348Net income

$
904,735Net income per Redeemable Unit of Limited Partnership Interest
    (Notes 1 and 6)

$
40.34   See accompanying notes to financial statements.
 F-90




---



##### 



CMF
    Eckhardt Master Fund L.P.

    Statement of Changes in Partners Capital
    for the period April 1, 2008
    (commencement of trading operations)
    to December 31, 2008
  PartnersCapitalInitial capital contribution from Limited Partners at
    April 1, 2008 representing 24,000.0000 Redeemable Units of
    Limited Partnership Interest

$
24,000,000Net income


904,735Sale of 964.0322 Redeemable Units of Limited Partnership Interest


1,000,000Redemption of 5,109.9921 Redeemable Units of Limited Partnership
    Interest


(5,224,779
)Distribution of interest income to feeder funds


(150,521
)Partners capital at December 31, 2008

$
20,529,435     2008:

$
1,034.02
   See accompanying notes to financial statements.
 F-91




---



##### 



CMF
    Eckhardt Master Fund L.P.

    Notes to Financial Statements
    December 31, 2008
  1.
    Partnership
    Organization:              2.
    Accounting
    Policies:  a.
    Use of Estimates.The preparation of financial
    statements and accompanying notes in conformity with
    U.S. generally accepted accounting principles
    (GAAP) requires management to make estimates and
    assumptions that affect the reported amounts of assets and
    liabilities, income and expenses, and related disclosures of
    contingent assets and liabilities in the financial statements
    and accompanying notes. Actual results could differ from these
    estimates.b.
    Statement of Cash Flows.The Master has
    elected not to provide a Statement of Cash Flows as permitted by
    Statement of Financial Accounting Standards No. 102
    Statement of Cash Flows-Exemption of Certain Enterprises
    and Classification of Cash Flows from Certain Securities
    Acquired for Resale (FAS 102). F-92




---



##### 



CMF
    Eckhardt Master Fund L.P.
    Notes to Financial Statements
    December 31, 2008
   c.
    Investments.All commodity interests of the
    Master (including derivative financial instruments and
    derivative commodity instruments) are held for trading purposes.
    The commodity interests are recorded on trade date and open
    contracts are recorded at fair value (as described below) at the
    measurement date. Investments in commodity interests denominated
    in foreign currencies are translated into U.S. dollars at
    the exchange rates prevailing at the measurement date. Gains or
    losses are realized when contracts are liquidated. Unrealized
    gains or losses on open contracts are included as a component of
    equity in commodity futures trading account on the Statement of
    Financial Condition. Realized gains or losses and any change in
    net unrealized gains or losses from the preceding period are
    reported in the Statement of Income and Expenses.  Fair Value Measurements. Fair Value Measurements No. FAS 157-2, Effective Date of FASB Statement No. 157
    Quoted Prices in


Significant Other


SignificantActive Markets


Observable


Unobservablefor Identical Assets


Inputs


Inputs12/31/2008


(Level 1)


(Level 2)


(Level 3)AssetsFutures

$
27,313


$
27,313


$



$
Total assets

$
27,313


$
27,313


$



$
   d.
    Futures Contracts.The Master trades futures
    contracts. A futures contract is a firm commitment to buy or
    sell a specified quantity of investments, currency or a
    standardized amount of a deliverable grade commodity, at a
    specified price on a specified future date, unless the contract
    is closed before the delivery date or if the delivery quantity
    is something where physical delivery can not occur (such as
    S&P 500 Index), whereby such contract is settled in cash.
    Payments (variation margin) may be made or received
    by the Master each business day, depending on the daily
    fluctuations in the value of the underlying contracts, and are
    recorded as unrealized gains or losses by the Master. When the
    contract is closed, the Master records a realized gain or loss
    equal to the difference between the value of the contract at the
    time it was opened and the value at the time it was closed.
    Because transactions in futures contracts require participants
    to make both initial margin deposits of cash or other assets and
    variation margin deposits, through the futures broker, directly
    with the exchange on which the contracts are traded, credit
    exposure is F-93




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##### 



CMF
    Eckhardt Master Fund L.P.
    Notes to Financial Statements
    December 31, 2008
  limited. Realized gains (losses) and changes in unrealized gains
    (losses) on futures contracts are included in the Statement of
    Income and Expenses.  e.
    Income and Expenses Recognition.All of the
    income and expenses and realized and unrealized gains and losses
    on trading of commodity interests are determined on each
    valuation day and allocated pro rata among the Funds at the time
    of such determination.f.
    Income Taxes.Income taxes have not been
    provided as each partner is individually liable for the taxes,
    if any, on their share of the Masters income and expenses.  g.
    In 2008, the Master adopted FASB Interpretation No. 48,
    Accounting for Uncertainty in Income Taxes
    (FIN 48). FIN 48 provides guidance for how
    uncertain tax positions should be recognized, measured,
    presented and disclosed in the financial statements. FIN 48
    requires the evaluation of tax positions taken or expected to be
    taken in the course of preparing the Masters financial
    statements to determine whether the tax positions are
    more-likely-than-not to be sustained by the
    applicable tax authority. Tax positions with respect to tax at
    the partnership level not deemed to meet the
    more-likely-than-not threshold would be recorded as
    a tax benefit or expense in the current year. The General
    Partner has concluded that the adoption of FIN 48 had no
    impact on the operations of the Master for the period ended
    December 31, 2008 and that no provision for income tax is
    required in the Masters financial statements.    h.
    Recent Accounting Pronouncements.On
    March 19, 2008, Financial Accounting Standards Board
    released Statement of Financial Accounting Standards
    No. 161, Disclosures about Derivative Instruments and
    Hedging Activities (FAS 161).
    FAS 161 requires qualitative disclosures about objectives
    and strategies for using derivatives, quantitative disclosures
    about fair value amounts of and gains and losses on derivative
    instruments, and disclosures about credit-risk-related
    contingent features in derivative agreements. The application of
    FAS 161 is required for fiscal years beginning after
    November 15, 2008 and interim periods within those fiscal
    years. The standard expands the disclosure requirements for
    derivatives and hedged items and has no impact on how the Master
    accounts for derivatives (the Master does not have hedged
    items). Management is evaluating the enhanced disclosure
    requirements and does not believe that there will be any
    material impact on the financial statement disclosures.  3.
    Agreements:  a.
    Limited Partnership Agreement:    b.
    Management Agreement:    c.
    Customer Agreement:   F-94




---



##### 



CMF
    Eckhardt Master Fund L.P.
    Notes to Financial Statements
    December 31, 2008
  give-up,
  4.
    Trading
    Activities:      5.
    Distributions
    and Redemptions:   F-95




---



##### 



CMF
    Eckhardt Master Fund L.P.
    Notes to Financial Statements
    December 31, 2008
  6.  Financial
    Highlights:
    2008Net realized and unrealized gains*

$
37.11Interest income


6.32Expenses**


(3.09
)Increase for the period


40.34Distribution of interest income to feeder funds


(6.32
)Net Asset Value per Redeemable Unit of Limited Partnership
    Interest, beginning of period


1,000.00Net Asset Value per Redeemable Unit of Limited Partnership
    Interest, end of period

$
1,034.02   *
    
    Includes clearing fees**
    
    Excludes clearing fees  Ratios to Average Net Assets:Net investment income***


0.3
%****Operating expenses


0.4
%****Total return


4.0
%   ***
    
    Interest income less total expenses****
    
    Annualized    7.
    Financial
    Instrument Risks:     F-96




---



##### 



CMF
    Eckhardt Master Fund L.P.
    Notes to Financial Statements
    December 31, 2008
       F-97




---



##### 



For the period from
    
    For the period from
    
    For the period from
April 1, 2008
(commencement ofOctober 1, 2008 to
    
    July 1, 2008 to
    
    trading operations)December 31, 2008
    
    September 30, 2008
    
    to June 30, 2008Net realized and
unrealized trading
gains (losses) net
of brokerage
commissions and
clearing fees
including interest
income
    
    $
    421,041
    
    
    $
    (1,628,764
    )
    
    $
    2,183,508Net income
(loss)
    
    $
    404,056
    
    
    $
    (1,641,549
    )
    
    $
    2,142,228Increase (decrease)
in Net Asset Value
per Redeemable Unit
    
    $
    19.88
    
    
    $
    (68.62
    )
    
    $
    89.08
 F-98




---



##### 



Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure .
    Item 9A(T). Controls and Procedures .
    internal control over financial reporting
 
    
    pertain to the maintenance of records that in reasonable detail accurately and fairly
reflect the transactions and dispositions of the assets of the Partnership;
    
    provide reasonable assurance that (i) transactions are recorded as necessary to
permit preparation of financial statements in accordance with GAAP, and (ii) the Partnerships receipts are handled and expenditures
are made only pursuant to authorizations of the General Partner; and
    
    provide reasonable assurance regarding prevention or timely detection of unauthorized
acquisition, use or disposition of the Partnerships assets that could have a material
effect on the financial statements.
 Financial Statements and Supplementary Data.
  Item 9B. Other Information.
 35




---



##### 



PART III
 Item 10. Directors, Executive Officers and Corporate Governance.
   Item 11. Executive Compensation.
 Business.
 Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
 Security ownership of certain beneficial owners.
 Security ownership of management.
 Changes in control.
 Item 13. Certain Relationships and Related Transactions, and Director Independence.
 Business Financial Statements
and Supplementary Data Executive Compensation.
 Item 14. Principal Accountant Fees and Services.
 Audit Fees
 PwC
    
    $
    79,850KPMG
    
    $
    93,500
 Audit-Related Fees
 Tax Fees
 PwC
    
    $
    30,250KPMG
    
    $
    13,500
 36




---



##### 



(4)
    
    All Other Fees. None.(5)
    
    Not Applicable.(6)
    
    Not Applicable.
 37




---



##### 



PART IV
 Item 15. Exhibits, Financial Statement Schedules.
 (a) (1)
    
    Financial Statements:Statements of Financial Condition
at December 31, 2008 and 2007.Schedules of Investments at
December 31, 2008 and 2007.Statements of Income and Expenses
for the years ended December 31, 2008, 2007 and 2006.Statements of Changes in
Partners Capital for the years ended December 31, 2008, 2007 and
2006.Notes to Financial Statements.(2)
    
    Exhibits:3.1  Limited Partnership Agreement (filed as Exhibit 3.1 to the Registration Statement on
Form S-1 (File No. 333-87663 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 August 25, 1999 (filed as Exhibit 3.2 to the
Registration Statement on Form S-1 (File No. 333-87663) 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. 333-87663) and incorporated herein
by reference).10.3  Escrow Agreement relating to escrow of subscription funds (filed as Exhibit 10.3 to
the Registration Statement on Form S-1 (File No. 333-87663) and incorporated herein by
reference).10.4  Management Agreement among the Partnership, the General Partner and Beacon Management
Corporation (filed as Exhibit 10.4 to the Registration Statement on Form S-1 (File No.
333-87663) and incorporated herein by reference).10.5  Management Agreement among the Partnership, the General Partner and Bridgewater
Associates, Inc. (filed as Exhibit 10.5 to the Registration Statement on Form S-1 (File No.
333-87663) and incorporated herein by reference).10.6  Management Agreement among the Partnership, the General Partner and Campbell &
Company, Inc. (filed as Exhibit 10.6 to the Registration Statement on Form S-1 (File No.
333-87663) and incorporated herein by reference).10.7  Management Agreement among the Partnership, the General Partner and Rabar Market
Research, Inc. (filed as Exhibit 10.7 to the Registration Statement on Form S-1 (File No.
333-87663) and incorporated herein by reference).
 38




---



##### 



10.8  Letters extending Management Agreements between the General Partner and Campbell &
Company, Inc., Beacon Management Corporation and Rabar Market Research, Inc. for 2002
(previously filed).10.9  Management Agreement among the Partnership, the General Partner and Graham Capital
Management L.P. (previously filed).10.10  Letter from the General Partner terminating Bridgewater Associates, Inc. (previously
filed).10.10  Letter from the General Partner terminating Rabar Market Research, Inc. (previously
filed).10.11  Management Agreement among the Partnership, the General Partner and Aspect Capital
Limited (previously filed).10.12  Letters extending Management Agreements between the General Partner and Campbell &
Company, Inc., Beacon Management Corporation and Graham Capital Management L.P. for 2002.
(previously filed).10.13  Letter from the General Partner terminating Beacon Management Corporation
(previously filed).10.14  Management Agreement among the Partnership, the General Partner and John W. Henry
and Company, Inc. (previously filed).10.15  Letters extending Management Agreements between the General Partner and Aspect
Capital Limited, Campbell & Company, Inc., and Graham Capital Management L.P. for 2003.
(previously filed).10.16  Letters extending Management between the General Partner and Aspect Capital Limited,
Campbell and Company Inc., Graham Capital Management L.P. and John W. Henry and Company,
Inc. for 2004 (previously filed).10.17  Letters extending Management between the General Partner and Aspect Capital Limited,
Campbell and Company Inc., Graham Capital Management L.P. and John W. Henry and Company,
Inc. for 2005 (previously filed)10.18  Letters extending Management between the General Partner and Aspect Capital Limited,
Campbell and Company Inc., Graham Capital Management L.P. and John W. Henry and Company,
Inc. for 2006 (previously filed).10.19  Letters extending Management between the General Partner and Aspect Capital Limited,
Campbell and Company Inc., Graham Capital Management L.P. and SandRidge Capital L.P. for
2007 (previously filed).10.20  Letters extending
Management between the General Partner and Aspect Capital Limited,
Campbell and Company Inc., Eckhardt Trading Company, Graham Capital Management L.P.
and SandRidge Capital L.P. for 2008 (filed herein).23.1  Consent from KPMG LLP
dated March 26, 2009 (filed herein).The exhibits required to be filed by Item 601 of regulation S-K are incorporated herein by
reference(a)
    
    Exhibit  31.1  Rule 13a-14(a)/15d-14(a) Certification (Certification of President and
Director)Exhibit  31.2  Rule 13a-14(a)/15d-14(a) Certification (Certification of Chief Financial
Officer and Director)Exhibit 32.1  Section 1350 Certification (Certification of President and Director)Exhibit 32.2  Section 1350 Certification (Certification of Chief Financial Officer and
Director)
 39




---



##### 



SIGNATURES
 st
 Citigroup Diversified 2000 Futures Fund L.P.By:
    /s/ Citigroup Managed Futures LLC(General Partner) By
    /s/ Jerry PascucciJerry Pascucci, President & Director  /s/ Jerry Pascucci
    
    /s/ Shelley Deavitt UllmanJerry Pascucci
    
    Shelley Deavitt UllmanPresident and Director
    
    Director/s/ Jennifer Magro
    
    /s/ Ihor RakowskyJennifer Magro
    
    Ihor RakowskyChief Financial Officer and
Director
    
    Secretary and Director/s/ Steve Ciampi
    
    /s/ Daryl DewbreySteve Ciampi 
Director
    
    Daryl Dewbrey
Director/s/ Raymond NolteRaymond Nolte
Director
 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.
   40