UNITED STATES
	SECURITIES AND EXCHANGE COMMISSION
	Washington, D.C. 20549

	FORM 10-Q


[X]	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2009 or

[ ]	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from               to__________________

Commission File Number 000-53114

	MORGAN STANLEY MANAGED FUTURES LV, L.P.

	(Exact name of registrant as specified in its charter)

		Delaware						      20-8529012
(State or other jurisdiction of		      	  (I.R.S. Employer
incorporation or organization)			       Identification No.)

Demeter Management Corporation
522 Fifth Avenue, 13th Floor
New York, NY	 						 	    10036
(Address of principal executive offices)	  	      (Zip Code)

Registrant's telephone number, including area code	    (212) 296-1999




(Former name, former address and former fiscal year, if changed since
last report)

Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period
that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.

Yes     X      	No

Indicate by check mark whether the registrant has submitted
electronically and posted on its corporate Web site, if any, every
Interactive Data File required to be submitted and posted pursuant to
Rule 405 of Regulation S-T (?232.405 of this chapter) during the
preceding 12 months (or for such shorter period that the registrant was
required to submit and post such files).

Yes            	No

Indicate by check mark whether the registrant is a large accelerated
filer, an accelerated filer, a non-accelerated filer, or a smaller
reporting company.  See the definitions of ?large accelerated filer?,
?accelerated filer? and ?smaller reporting company ? in Rule 12b-2 of the
Exchange Act.

Large accelerated filer        		Accelerated filer
Non-accelerated filer   X   		Smaller reporting company


Indicate by check mark whether the registrant is a shell company (as
defined in Rule 12b-2 of the Exchange Act).  Yes___  No X



<page> <table> MORGAN STANLEY MANAGED FUTURES LV, L.P.

	INDEX TO QUARTERLY REPORT ON FORM 10-Q

	March 31, 2009

<caption>
PART I. FINANCIAL INFORMATION

				<c>
Item 1. Financial Statements (Unaudited)

		Statements of Financial Condition as of March 31, 2009
 		and December 31, 2008 (Unaudited)	2

		Statements of Operations for the Quarters Ended
March 31, 2009 and 2008 (Unaudited) 	3

		Statements of Changes in Partners? Capital for the
		Quarters Ended March 31, 2009 and 2008 (Unaudited)..	4

		Statements of Cash Flows for the Quarters Ended
		March 31, 2009 and 2008 (Unaudited)	5

		Notes to Financial Statements (Unaudited)	6-20

Item 2.	Management?s Discussion and Analysis of
			Financial Condition and Results of Operations	21-28

Item 3.	Quantitative and Qualitative Disclosures About
			Market Risk	29-45

Item 4T.	Controls and Procedures	45


PART II. OTHER INFORMATION

Item 1A.	Risk Factors	46

Item 2.	Unregistered Sales of Equity Securities and
        Use of Proceeds	46

Item 6.	Exhibits	46-47
</table>


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

MORGAN STANLEY MANAGED FUTURES LV, L.P.
STATEMENTS OF FINANCIAL CONDITION
(Unaudited)

<caption>

	March 31,	                     December 31,
            	      2009   	                      2008
	 $ 	                          $

ASSETS

	<c>	<c>
Investments in Affiliated Trading Companies:
	Investment in Kaiser I, LLC	9,055,624	                                7,441,619
	Investment in DKR I, LLC	7,169,866	                                6,658,448
	Investment in Transtrend II, LLC	   7,145,559	                                6,658,448
	Investment in Strategic Alternatives I, LLC	   6,438,750	                                4,489,472
	Investment in Chesapeake I, LLC	   6,359,456	                                5,826,142

	     Total Investments in Affiliated Trading Companies
            (cost $33,511,232 and $27,747,188, respectively)	36,169,255	                               31,074,129
	     Receivable for securities sold	        ?      	                                 2,540,032

	     Total Assets	 36,169,255	                               33,614,161

LIABILITIES

	Redemptions payable	       225,378 	                                1,244,106

	     Total Liabilities	      225,378	                                 1,244,106

PARTNERS? CAPITAL

	Class A (17,926.423 and 15,963.975 Units, respectively)	19,547,420 	                             17,878,869
	Class B (4,446.670 and 4,282.849 Units, respectively)	4,889,165	                                4,830,459
	Class C (8,282.658 and 8,219.736 Units, respectively)	9,182,763	                                9,336,195
	Class D (1,759.015 Units)	1,957,975	?
	Class Z (325.186 and 281.733 Units, respectively)	        366,554	                                   324,532

	     Total Partners? Capital	   35,943,877 	                            32,370,055

	     Total Liabilities and Partners? Capital	   36,169,255	                             33,614,161

NET ASSET VALUE PER UNIT

	Class A	1,090.43	                                1,119.95
	Class B	1,099.51	                                1,127.86
	Class C	1,108.67	                                1,135.83
	Class D	1,113.11	n/a
	Class Z	1,127.21	                                1,151.91

<fn>




The accompanying notes are an integral part
of these financial statements.  </table>


<page> <table> MORGAN STANLEY MANAGED FUTURES LV, L.P.
STATEMENTS OF OPERATIONS
(Unaudited)
	   	    For the Quarters Ended March 31,
<caption>
                                                                         		        2009    	       2008
                                                                               	                      $		     $

		<c>		<c>
EXPENSES
	Placement agent fees		  140,687			   58,215
	General partner fees		   86,925			   35,925
	Administrative fees		   34,770			    14,371

		Total Expenses		  262,382			   108,511

NET INVESTMENT LOSS 	                                                     (262,382)                          (108,511)

UNREALIZED APPRECIATION
 ON INVESTMENTS
	Trading profit (loss):
	    Realized		            ?                                (65,306)
	    Net change in unrealized appreciation
  		on investments	      	      (668,918)                          608,522

   	       Total Trading Results                                      		       (668,918)                          543,216

NET INCOME (LOSS) 	                                                      (931,300)                          434,705

NET INCOME (LOSS) ALLOCATION:

	Class A                                      	                                         (534,640)		    222,837
	Class B                                                                               (122,745)		      62,853
	Class C                                      	                                         (223,912)		    143,628
	Class D                                      	                                           (42,025)		            ?
	Class Z                                      	                                              (7,978)	 	       5,387

NET INCOME (LOSS) PER UNIT:

	Class A                                                                                   (30.63)		       29.98
	Class B                                      	                                             (27.20)		       31.33
	Class C                                      	                                             (27.48) 		       32.68
	Class D                                      	                                             (23.89) 		           ?
	Class Z                                                                                    (26.89)		       35.42

			                                                                                       Units     	                      Units
WEIGHTED AVERAGE NUMBER
	OF UNITS OUTSTANDING
	Class A                                      	                                       17,454.810		7,869.222
	Class B                                      	                                         4,511.916		1,887.502
	Class C                                      	                                         8,148.076		4,066.266
	Class D	                                                                               1,759.015		          n/a
	Class Z                                                                                   296.700		   135.932
<fn>
The accompanying notes are an integral part
of these financial statements. </table>
<page> <table> MORGAN STANLEY MANAGED FUTURES LV, L.P.
STATEMENTS OF CHANGES IN PARTNERS? CAPITAL
For the Quarters Ended March 31, 2009
and 2008  (Unaudited)

                                                                 <caption>

                              Class A         Class B	     Class C	Class D             Class Z               Total
                                   $                   $                     $	      $                      $

                         <c>	        <c>               <c>                  <c>               <c>                 <c>
Partners? Capital,
  December 31, 2007               6,560,236	1,327,960 	      3,364,766             ? 	   	111,559 	   11,364,521

Subscriptions                           2,565,820      	   859,872	       1,000,000             ?		 40,000 	     4,465,692

Net Income                                 222,837	           62,853	          143,628             ?		5,387 	        434,705

Redemptions                             (287,574)            ?                 ?              ?                 ?       (287,574)

Partners? Capital,
   March 31, 2008                    9,061,319	      2,250,685	      4,508,394	             ?    	   156,946 	    15,977,344


Partners? Capital,
   December 31, 2008           17,878,869	      4,830,459	         9,336,195          ?     	  324,532 	   32,370,055

Subscriptions                          3,642,287      	   963,064	         2,605,526      2,000,000	 50,000 	     9,260,877

Net Loss                                   (534,640)       (122,745)	         (223,912)         (42,025)	 (7,978) 	       (931,300)

Redemptions                         (1,439,096)       (781,613)    (2,535,046)         ?        	         ?        	    (4,755,755)

Partners? Capital,
   March 31, 2009                 19,547,420	       4,889,165	       9,182,763	       1,957,975   	  366,554 	    35,943,877


                          Class A         Class B     Class C     Class D             Class Z	               Total
                       Units             Units             Units               Units                 Units	                 Units
Beginning Units,
  December 31, 2007              6,516.111       1,316.286       3,328.248            ?  	            109.890 	   11,270.535

Subscriptions                          2,497.021          847.428          991.563            ?               39.497 	     4,375.509

Redemptions       (272.995)             ?                ?              ?                  ?           (272.995)

Ending Units,
   March 31, 2008                    8,740.137       2,163.714      4,319.811	           ?                149.387 	    15,373.049

Beginning Units,
  December 31, 2008             15,963.975     4,282.849      8,219.736             ?               281.733 	   28,748.293

Subscriptions                           3,260.099        858.969      2,300.259       1,759.015           43.453 	     8,221.795

Redemptions                          (1,297.651)     (695.148)   (2,237.337)           ?                   ?            (4,230.136)

Ending Units,
   March 31, 2009                   17,926.423    4,446.670      8,282.658	      1,759.015          325.186 	    32,739.952
<fn>
The accompanying notes are an integral part
of these financial statements. </table>
<page> <table> MORGAN STANLEY MANAGED FUTURES LV, L.P.
STATEMENTS OF CASH FLOWS
(Unaudited)


<caption>
	                               For the Quarters Ended March 31,

                                                         2009                                2008
	                      $	                                   $


CASH FLOWS FROM OPERATING ACTIVITIES

			<c>		<c>
Net income (loss)	        (931,300)                          434,705
Adjustments to reconcile net income (loss):
	Purchases of Investments in Affiliated Trading Companies                  (5,764,044)                      (9,313,748)
	Proceeds from sale of Investments in Affiliated
        Trading Companies                                   ?                               5,496,359
	Realized	                                  ?                       65,306
 	Net change in unrealized appreciation (depreciation)
        on Investments             	      668,918                             (608,522)

Decrease in operating assets:
	Receivable for securities sold	                                                                 2,540,032			           ?

Net cash used for operating activities              (3,486,394)                      (3,925,900)

CASH FLOWS FROM FINANCING ACTIVITIES

Cash received from offering of Units        	9,260,877                        4,465,692
Cash paid for redemptions of Units            (5,774,483)                        (539,792)

Net cash provided by financing activities         3,486,394                         3,925,900

Net change in cash	                                        ?                                   ?
Cash at beginning of period                                ?                               	   ?
Cash at end of period             	               ?                                  ?


SUPPLEMENTAL DISCLOSURE OF NON-CASH FINANCING ACTIVITIES:
Transfer of partners? capital from Class A into Class B	                       $        197,583


<fn>





The accompanying notes are an integral part
of these financial statements.  </table>


<page> MORGAN STANLEY MANAGED FUTURES LV, L.P.
NOTES TO FINANCIAL STATEMENTS

March 31, 2009

(Unaudited)


The unaudited financial statements contained herein include, in
the opinion of management, all adjustments necessary for a fair
presentation of the financial condition and results of operations
of Morgan Stanley Managed Futures LV, L.P. (?Profile LV? or the
"Partnership").  The financial statements and condensed notes
herein should be read in conjunction with the Partnership?s
December 31, 2008, Annual Report on Form 10-K/A.

1.  Organization
Morgan Stanley Managed Futures LV, L.P. was formed on February 22,
2007, under the Delaware Revised Uniform Limited Partnership Act,
as a multi-advisor commodity pool created to profit from the
speculative trading of domestic and foreign futures contracts,
forward contracts, foreign exchange commitments, options on
physical commodities and futures contracts, spot (cash)
commodities and currencies, exchange of futures contracts on
physicals transactions and futures contracts transactions, and any
rights pertaining thereto (collectively, ?Futures Interests?)
through its investments in affiliated trading companies (each a
?Trading Company?, or collectively the ?Trading Companies?).  The
Partnership is one of the Partnerships in the Morgan Stanley
Managed Futures Profile Series, comprised of the Partnership,




<page> MORGAN STANLEY MANAGED FUTURES LV, L.P.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)

Morgan Stanley Managed Futures MV, L.P., and Morgan Stanley
Managed Futures HV, L.P. (collectively, the ?Profile Series?).

The Partnership allocates substantially all of its assets to
multiple affiliated Trading Companies, each of which allocates
substantially all of its assets to the trading program of an
unaffiliated commodity trading advisor which makes investment
decisions for each respective Trading Company.

The Partnership commenced trading operations on August 1, 2007, in
accordance with the terms of its Limited Partnership Agreement.
The primary commodity broker for each Trading Company is Morgan
Stanley & Co. Incorporated (?MS&Co.?), except for Morgan Stanley
Managed Futures Kaiser I, LLC (?Kaiser I?), which uses Newedge
Financial Inc. (?Newedge?) as its primary commodity broker.
Morgan Stanley & Co. International plc (?MSIP?) acts as each
Trading Company?s commodity broker to the extent it trades on the
London Metal Exchange (except that Kaiser I, which uses Newedge)
(collectively, MS&Co., MSIP, and Newedge are referred to as the
?Commodity Brokers?).  Each Trading Company?s over-the-counter
foreign exchange spot, options, and forward contract counterparty
is either MS&Co. or Morgan Stanley Capital Group Inc. (?MSCG?) to
the extent a Trading Company trades options on over-the-counter
foreign currency forward contracts (except that Newedge serves in
such capacity with respect to Kaiser I).


<page> MORGAN STANLEY MANAGED FUTURES LV, L.P.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)

The financial statements of the Partnership have been prepared
using the ?Fund of Funds? approach and accordingly all revenue and
expense information from the Trading Companies is reflected as a
net change in unrealized appreciation on investments on the
Statements of Operations.  The Partnership maintains sufficient
cash balances on hand to satisfy ongoing operating expenses for
the Partnership.  The Trading Companies and their trading advisors
(each individually, a ?Trading Advisor?, or collectively, the
?Trading Advisors?) for the Partnership at March 31, 2009, are as
follows:
Trading Company						Trading Advisor
Morgan Stanley Managed Futures Chesapeake I, LLC		Chesapeake Capital Corporation
Morgan Stanley Managed Futures DKR I, LLC			DKR Fusion Management L.P.
Morgan Stanley Managed Futures Kaiser I, LLC			Kaiser Trading Group Pty. Ltd.
Morgan Stanley Managed Futures Transtrend II, LLC		Transtrend B.V.
Morgan Stanley Strategic Alternatives, L.L.C.			Bridgewater Associates, Inc.


The general partner of the Partnership and the trading manager of
each Trading Company is Demeter Management Corporation
(?Demeter?).  Demeter may reallocate the Partnership?s assets to
the different Trading Companies at its sole discretion.

Demeter, MS&Co., MSIP, and MSCG are wholly-owned subsidiaries of
Morgan Stanley.



<page> MORGAN STANLEY MANAGED FUTURES LV, L.P.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)

Units of limited partnership interest (?Units?) of the Partnership
are being offered to limited partners in four share classes.
Depending on the aggregate amount invested in the Partnership,
limited partners receive class A, B, C or D Units in the
Partnership (each a ?Class? and collectively the ?Classes?).
Certain limited partners who are not subject to the ongoing
placement agent fee are deemed to hold Class Z Units.   Demeter
received Class Z Units with respect to its investment in the
Partnership.

Demeter is not required to maintain any investment in the
Partnership, and may withdraw any portion of its interest in the
Partnership at any time, as permitted by the Limited Partnership
Agreement.  In addition, Class Z shares are only being offered to
certain individuals affiliated with Morgan Stanley at Demeter?s
sole discretion.  Class Z Units are not subject to paying the
placement agent fee.

2.  Related Party Transactions of the Trading Companies
The Trading Companies? cash is on deposit with MS&Co. and MSIP in
futures interest trading accounts to meet margin requirements as
needed.  MS&Co. pays each Trading Company at each month end
interest income on 100% of its average daily funds on deposit with


<page> MORGAN STANLEY MANAGED FUTURES LV, L.P.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)

MS&Co.  Assets deposited with MS&Co. as margin are credited with
interest income at a rate approximately equivalent to what MS&Co.
pays or charges other customers on such assets deposited as
margin.  Assets not deposited as margin with MS&Co. are credited
with interest income at a rate equal to the monthly average of the
4-week U.S. Treasury bill discount rate less 0.15% during such
month but in no event less than zero.  For purposes of such
interest payments, Net Assets do not include monies owed to the
Trading Company on Futures Interests.

3.  Income Taxes
No provision for income taxes has been made in the accompanying
financial statements, as limited partners are individually
responsible for reporting income or loss based upon their
respective share of the Partnership?s revenues or expenses for
income tax purposes. The Partnership files U.S. federal and state
tax returns.

Financial Accounting Standards Board ("the FASB") Interpretation
No. 48 "Accounting for Uncertainty in Income Taxes, an
interpretation of FASB Statement No. 109" ("FIN 48"), clarifies
the accounting for uncertainty in income taxes recognized in a
Partnership's financial statements, and prescribes a recognition
threshold and measurement attribute for financial statement



<page> MORGAN STANLEY MANAGED FUTURES LV, L.P.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)

recognition and measurement of a tax position taken or expected
to be taken.  The adoption of FIN 48 does not have a material
impact on the Partnership's financial statements.  The 2005
through 2008 tax years generally remain subject to examination by
U.S. federal and most state tax authorities.

4.  Financial Instruments of the Trading Companies
The Trading Companies trade Futures Interests.  Futures and
forwards represent contracts for delayed delivery of an
instrument at a specified date and price.  Risk arises from
changes in the value of these contracts and the potential
inability of counterparties to perform under the terms of the
contracts.  There are numerous factors which may significantly
influence the fair value of these contracts, including interest
rate volatility.

The fair value of exchange-traded contracts is based on the
settlement price quoted by the exchange on the day with respect
to which fair value is being determined.  If an exchange-traded
contract could not have been liquidated on such day due to the
operation of daily limits or other rules of the exchange, the
settlement price shall be the settlement price on the first
subsequent day on which the contract could be liquidated.  The
fair value of off-exchange-traded contracts is based on the fair
value quoted by the counterparty.
<page> MORGAN STANLEY MANAGED FUTURES LV, L.P.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)

The Trading Companies contracts are accounted for on a trade-date
basis and marked to market on a daily basis. The Trading
Companies account for their derivative investments in accordance
with the provisions of Statement of Financial Accounting
Standards (?SFAS?) No. 133, "Accounting for Derivative
Instruments and Hedging Activities" ("SFAS No. 133").  SFAS No.
133 defines a derivative as a financial instrument or other
contract that has all three of the following characteristics:


1)	One or more underlying notional amounts or payment
provisions;
2)	Requires no initial net investment or a smaller initial net
investment than would be required relative to changes in
market factors;
3)	Terms require or permit net settlement.

Generally, derivatives include futures, forward, swap or options
contracts, and other financial instruments with similar
characteristics such as caps, floors, and collars.

The futures, forwards and options traded by the Trading Companies
involve varying degrees of related market risk.  Market risk is
dependent upon changes in the level or volatility of interest
rates, exchange rates and prices of financial instruments and

<page> MORGAN STANLEY MANAGED FUTURES LV, L.P.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)

commodities.  These factors result in frequent changes in the
fair value of the Trading Companies? open positions, and
consequently in its earnings, whether realized or unrealized, and
cash flow.  Gains and losses on open positions of exchange-traded
futures, exchange-traded forward, and exchange-traded futures-
styled options contracts are settled daily through variation
margin.  Gains and losses on off-exchange-traded forward currency
contracts and forward currency options contracts are settled upon
termination of the contract.  However, the Trading Companies are
required to meet margin requirements equal to the net unrealized
loss on open forward currency contracts in the Trading Companies?
accounts with the counterparty, which is accomplished by daily
maintenance of the cash balance in a custody account held at
MS&Co.

Derivative Instruments and Hedging Activities
In March 2008, the FASB issued SFAS No. 161, ?Disclosures about
Derivative Instruments and Hedging Activities, an amendment of
FASB Statement NO. 133? (?SFAS No. 161?).  SFAS No. 161 is
intended to improve financial reporting about derivative
instruments and hedging activities by requiring enhanced
disclosures to enable investors to better understand how those
instruments and activities are accounted for; how and why they
are used; and their effects on the Partnership?s financial

<page> MORGAN STANLEY MANAGED FUTURES LV, L.P.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)

position, financial performance, and cash flows.  SFAS No. 161 is
effective for financial statements issued for fiscal years
beginning after November 15, 2008, and interim periods within
those fiscal years.  The adoption of SFAS No. 161 did not have a
material impact on the Partnership?s financial statements.

5.  Fair Value Measurements
Management has continued to evaluate the application of Statement
of Financial Accounting Standards (?SFAS?) No. 157 ("SFAS No.
157"), "Fair Value Measurements" to the Partnership, and has
determined that SFAS No. 157 does not have a material impact on
the financial statements.  Fair value is the amount that would be
recovered when an asset is sold or an amount paid to transfer a
liability, or an amount paid to transfer a liability, in an
ordinary transaction between market participants at the
measurement date (exit price).  Market price observability is
impacted by a number of factors, including the types of
investments, the characteristics specific to the investment, and
the state of the market (including the existence and the
transparency of transactions between market participants).
Investments with readily available actively quoted prices in an
ordinary market will generally have a higher degree of market
price observability and a lesser degree of judgment used in
measuring fair value.

<page> MORGAN STANLEY MANAGED FUTURES LV, L.P.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)

SFAS No. 157 requires use of a fair value hierarchy that
prioritizes the inputs to valuation techniques used to measure
fair value into three levels: Level 1 ? unadjusted quoted market
prices in active markets for identical assets and liabilities;
Level 2 - inputs other than unadjusted quoted market prices that
are observable for the asset or liability, either directly or
indirectly (including quoted prices for similar investments,
interest rates, credit risk); and Level 3 - unobservable inputs
for the asset or liability (including the Partnership?s own
assumptions used in determining the fair value of investments).

In certain cases, the inputs used to measure fair value may fall
into different levels of the fair value hierarchy.  In such cases,
an investment?s level within the fair value hierarchy is based on
the lowest level of input that is significant to the fair value
measurement.  The Partnership?s assessment of the significance of
a particular input to the fair value measurement in its entirety
requires judgment, and considers factors specific to the
investment.






<page> MORGAN STANLEY MANAGED FUTURES LV, L.P.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)

The following table summarizes the valuation of the Partnership?s
investments by the above SFAS No. 157 fair value hierarchy as of
March 31, 2009: <table> <caption>



Assets
 Quoted Prices in
Active Markets for
  Identical Assets
        (Level 1)
 Significant Other
   Observable
       Inputs
     (Level 2)
  Significant
   Unobservable
     Inputs
   (Level 3)




        Total

$
   $
   $

 $


<c>
<c>
 <c>

<c>
Investment in Kaiser I, LLC
    ?
 9,055,624
   n/a

 9,055,624
Investment in DKR I, LLC
    ?
 7,169,866
   n/a

 7,169,866
Investment in Transtrend II, LLC
    ?
 7,145,559
          n/a

 7,145,559
Investment in Strategic Alternatives  L.L.C.
    ?
 6,438,750
   n/a

 6,438,750
Investment in Chesapeake I, LLC
    ?
 6,359,456
   n/a

 6,359,456
</table>
The Partnership?s assets identified as ?Investment in Trading
Companies? reflected on the Statements of Financial Condition
represents the net asset value of the Partnership?s pro rata share
of each Trading Company.  The Net Assets of each Trading Company
is equal to the total assets of the Trading Company (including,
but not limited to all cash and cash equivalents, accrued interest
and amortization of original issue discount, and the market value
of all open Futures Interests contract positions
and other assets) less all liabilities of the Trading Company
(including, but not limited to, brokerage commissions that would
be payable upon the closing of open Futures Interest positions,
management fees, incentive fees, and extraordinary expenses),
determined in accordance with accounting principles generally
accepted in the United States of America (?GAAP?).

<page> MORGAN STANLEY MANAGED FUTURES LV, L.P.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)

The Partnership?s investment in the Trading Companies represents
approximately: Kaiser I, LLC 25.04%; Transtrend II, LLC 19.76%;
DKR I, LLC 19.82%; Strategic Alternatives, L.L.C. 17.80%; and
Chesapeake I, LLC 17.58%; of the total investments of the
Partnership, respectively.

Summarized information for the Partnership?s investment in the
Trading Companies as of March 31, 2009 is as follows:
<table> <caption>





Investment


 % of Profile
           LV?s Partners?
        Capital




Fair Value


     Total
    Income/
           (Loss)



   Management
         Fees



      Incentive
         Fees



     Administrative
             Fees


             <c>
<c>
<c>
 <c>
 <c>
<c>
Tr Kaiser I, LLC
25.2
    9,055,624
   (153,918)
       43,557
       ?
 7,623
K  DKR I, LLC
19.9
   7,169,866
   (197,769)
           34,156
       ?
 5,977
K  Transtrend II, LLC
19.9
   7,145,559
   (222,075)
           34,751
       ?
 6,081
K  Strategic Alternatives,






       L.L.C.
17.9
   6,438,750
       (7,931)
           30,600
       ?
 5,355
      Chesapeake I, LLC
17.7
   6,359,456
     (87,225)
           30,349
       ?
 5,311

 </table>
Total Income/(Loss) reflects the Net Realized and Net change in unrealized
appreciation/(depreciation) on investment in each Trading Company
net of all fees.
For all Trading Companies, Contributions and Withdrawals are permitted
on a monthly basis.

     6.  New Accounting Developments
In April 2009, the FASB issued FASB Staff Position (?FSP?) FAS
No. 157-4, Determining Fair Value When the Volume and Level of
Activity for the Asset or Liability Have Significantly Decreased
and Identifying Transactions That Are Not Orderly (?FSP FAS No.
157-4?).  FSP FAS No. 157-4 provides additional guidance for

<page> MORGAN STANLEY MANAGED FUTURES LV, L.P.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)

determining fair value and requires new disclosures regarding the
categories of fair value instruments, as well as the inputs and
valuation techniques utilized to determine fair value and any
changes to the inputs and valuation techniques during the period.
FSP FAS No. 157-4 is effective for interim and annual periods
ending after June 15, 2009.  The Partnership is currently
evaluating the impact of the adoption of FSP FAS No. 157-4.

In April 2009, the FASB issued FSP FAS No. 107-1 and Accounting
Principals Board (?APB?) No. 28-1, Interim Disclosures About Fair
Value of Financial Instruments (?FSP FAS No. 107-1? and ?APB No.
28-1?).  The staff position requires fair value disclosures of
financial instruments on a quarterly basis, as well as new
disclosures regarding the methodology and significant assumptions
underlying the fair value measures and any changes to the
methodology and assumptions during the reporting period.  FSP FAS
No. 107-1 and APB No. 28-1 are effective for interim and annual
periods ending after June 15, 2009.  The Partnership is currently
evaluating the impact of the adoption of FSP FAS No. 107-1 and
APB No. 28-1.





<page> MORGAN STANLEY MANAGED FUTURES LV, L.P.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)


7.  Subsequent Event

On January 13, 2009, Morgan Stanley and Citigroup announced that
they had agreed to combine the Global Wealth Management Group of
Morgan Stanley and the Smith Barney division of Citigroup Global
Markets Inc. into a new joint venture (the ?Transaction?).  The
joint venture will own Morgan Stanley Smith Barney LLC, a newly
formed investment advisor and broker dealer that will be
registered with the U.S. Securities and Exchange Commission and
as a non-clearing futures commission merchant with the
Commodities Futures Trading Commission.  Upon the closing of the
Transaction, subsidiaries of Morgan Stanley collectively will
have a 51 percent ownership interest in the joint venture and
Citigroup Inc. (?Citi?) will have 49 percent ownership interest
in the joint venture.  The Transaction is expected to close by
the end of the third quarter of 2009.

As part of the Transaction, the Board of Directors of Demeter
resolved that Demeter should be converted from a Delaware
corporation to a Delaware limited liability company (the
?Conversion?).  The Conversion became effective on April 30, 2009
and Demeter?s name changed to Demeter Management LLC.



<page> MORGAN STANLEY MANAGED FUTURES LV, L.P.
NOTES TO FINANCIAL STATEMENTS (CONCLUDED)

In addition, in the near future Morgan Stanley, the sole member
of Demeter, intends to contribute all of the membership interests
in Demeter (along with other Morgan Stanley subsidiaries being
contributed to the joint venture as part of the Transaction) to
Morgan Stanley Commercial Financial Services, Inc.  It is
anticipated that on or about the time of the consummation of the
Transaction, Morgan Stanley Commercial Financial Services, Inc.
will contribute to Morgan Stanley JV Holdings LLC all of its in-
scope assets and liabilities (including all of the membership
interests of Demeter) (collectively, the ?Contribution?).  Upon
the completion of both the Conversion and the Contribution,
Demeter will be a Delaware limited liability company that is a
wholly owned subsidiary of Morgan Stanley Smith Barney Holdings
LLC, which in turn will be owned 51 percent by Morgan Stanley and
49 percent by Citi.


At all times Demeter shall remain the General Partner of the
Partnership and at no time will it cease to exist.  In addition,
neither the Conversion nor the Contribution will materially impact
the daily trading activities of the Partnership?s respective
commodity Trading Advisors.  The Board of Directors of Demeter
believes that the Conversion and the Contribution shall not have a
material impact on the Partnership?s Limited Partners.



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


Liquidity.  MS&Co. and its affiliates (Newedge with respect to
Kaiser I) act as custodians of each Trading Company?s assets
pursuant to customer agreements and foreign exchange customer
agreement.  The Partnership allocates substantially all of its
assets to multiple Trading Companies.  Such assets are deposited
in the Trading Companies? trading accounts with MS&Co. or its
affiliates (Newedge with respect to Kaiser I).  The funds in such
accounts are available for margin and are used to engage in
Futures Interest trading pursuant to instructions provided by the
Trading Advisors.  The assets are held in either non-interest
bearing bank accounts or in securities and instruments permitted
by the Commodity Futures Trading Commission for investment of
customer segregated or secured funds.  Since the Partnership?s
sole purpose is to trade Futures Interests indirectly through the
investment in the Trading Companies, it is expected that the
Trading Companies will continue to own such liquid assets for
margin purposes.

The Trading Companies investment in Futures Interests may, from
time to time, be illiquid.  Most U.S. futures exchanges limit
fluctuations in prices during a single day by regulations referred
to as ?daily price fluctuations limits? or ?daily limits?.  Trades
may not be executed at prices beyond the daily limit.  If the
price for a particular futures or options contract has increased
or decreased by an amount equal to the daily limit, positions in
<page> that futures or options contract can neither be taken nor
liquidated unless traders are willing to effect trades at or
within the limit.  Futures prices have occasionally moved the
daily limit for several consecutive days with little or no
trading.  These market conditions could prevent the Trading
Companies from promptly liquidating its futures or options
contracts and result in restrictions on redemptions.

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

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

Capital Resources.  The Partnership does not have, nor does it
expect to have, any capital assets.  Redemptions, exchanges, and
sales of units of limited partnership interest ("Unit(s)") in the
<page> future will affect the amount of funds available for
investments in Futures Interests in subsequent periods.  It is not
possible to estimate the amount, and therefore the impact, of
future inflows and outflows of Units.

There are no known material trends, favorable or unfavorable,
that would affect, nor any expected material changes to, the
Partnership?s capital resource arrangements at the present time.

Results of Operations
General.  The Partnership?s results depend on the Trading Advisors
and the ability of each Trading Advisor?s trading program to take
advantage of price movements in the futures, forward and options
markets.  The following presents a summary of the Partnership?s
operations for the three month periods ended March 31, 2009 and
2008, and a general discussion of its trading activities during
each period.  It is important to note, however, that the Trading
Advisors trade in various markets at different times and that
prior activity in a particular market does not mean that such
market will be actively traded by the Trading Advisors or will be
profitable in the futures.  Consequently, the results of
operations of the Partnership are difficult to discuss other than
in the context of the Trading Advisors? trading activities on
behalf of the Partnership during the period in question.  Past
performance is no guarantee of future results.

<page> The Partnership?s results of operations set forth in the
financial statements on pages 2 through 20 of this report are
prepared in accordance with GAAP, which require the use of certain
accounting policies that affect the amounts reported in these
financial statements, including the following:  the contracts the
Trading Companies? trade are accounted for on a trade-date basis
and marked to market on a daily basis.  The difference between
their original contract value and fair value is recorded on the
Statements of Operations as ?Net change in unrealized gain (loss)
for open (unrealized) contracts, and recorded as ?Realized?
trading gain (loss) when open positions are closed out.  The sum
of these amounts constitutes the Trading Company?s trading
results.  The fair value of a futures contract is the settlement
price on the exchange on which that futures contract is traded on
a particular day.  The value of a foreign currency forward
contract is based on the spot rate as of the close of business.

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

For the Quarter Ended March 31, 2009
The Partnership recorded total trading results of $(668,918) and
expenses totaling $262,382, resulting in a net loss of $931,300
for the quarter ended March 31, 2009.  The Partnership?s net
<page> asset value per Unit by share Class is provided in the
table below.


Share Class			  NAV at 3/31/09
A						$1,090.43
B						$1,099.51
C						$1,108.67
D						$1,113.11
Z						$1,127.21

The most significant trading losses of approximately 0.9% were
recorded within the currency sector, primarily during February
and March, from long positions in the Japanese yen versus the
U.S. dollar as the value of the Japanese yen reversed lower
against most of its rivals amid speculation that the Bank of
Japan would intervene to weaken the currency, as well as on news
that Japan?s trade deficit substantially increased.  Additional
losses were recorded from short positions in the Canadian dollar
and British pound versus the U.S. dollar as the value of the U.S.
dollar decreased relative to most of its rivals following the
U.S. Federal Reserve?s surprise plans to begin a more aggressive
phase of quantitative easing and economic stimulus spending,
which would include the purchase of $300 billion in longer-term
Treasury bonds and buying significant quantities of ?toxic
assets? from bank balance sheets.  Within the global interest
rate sector, losses of approximately 0.4% were incurred primarily
during January from long positions in U.S., Australian, and
Japanese fixed-income futures as prices dropped following news
that debt sales may increase as governments around the world
boost spending in an effort to ease the deepening economic slump.
<page> Additional losses of approximately 0.4% were experienced
within the agricultural markets, primarily during March, from
short futures positions in coffee, sugar, the soybean complex,
and corn as prices reversed higher on renewed optimism that
government bailouts would possibly help revive the world economy
and boost demand for these commodities.  Smaller losses of
approximately 0.1% were recorded within the metals sector,
primarily during February and March, from short positions in
copper and zinc futures as prices rose amid speculation that
economic stimulus plans in the U.S. and China would help boost
demand for base metals.  A portion of the Partnership?s losses
for the quarter was offset by gains of approximately 0.3%
experienced within the global stock index sector, primarily
during February, from short positions in U.S. and European equity
index futures as prices declined due to disappointing corporate
earnings reports, as well as a lack of clarity regarding U.S.
Treasury Secretary Timothy Geithner?s financial rescue plan.
Smaller gains of approximately 0.2% were recorded within the
energy markets, primarily during January, from short futures
positions in natural gas as prices moved lower amid speculation
that the ongoing global economic recession would continue to
erode energy demand.

For the Quarter Ended March 31, 2008
The Partnership recorded total trading results of $543,216 and
expenses totaling $108,511, resulting in net income of $434,705
for the quarter ended March 31, 2008.  The Partnership?s net
<page> asset value per Unit by share Class is provided in the
table below.
Share Class			  NAV at 3/31/08
A						$1,036.75
B						$1,040.20
C						$1,043.65
Z						$1,050.60

The most significant trading gains of approximately 1.8% were
recorded within the agricultural sector, primarily during January
and February, from long futures positions in wheat and corn as
prices increased amid diminishing inventories and rising global
demand. Meanwhile, short positions in live cattle futures
resulted in gains as prices declined during January and February
due to speculative selling.  Further gains were experienced
within the agricultural complex from long futures positions in
cocoa as prices moved higher after shipments from the Ivory
Coast, the world?s largest producer, were delayed by a labor
strike.  Within the currency sector, gains of approximately 1.8%
were recorded primarily during February and March from long
positions in the Japanese yen, Swiss franc, euro, and Mexican
peso versus the U.S. dollar as the value of the U.S. dollar moved
lower against these currencies due to disappointing U.S. economic
data and concerns regarding a possible U.S. recession, which
fueled speculation of continued interest rate cuts by the U.S.
Federal Reserve.  Within the energy markets, gains of
approximately 1.0% were experienced primarily during February and
March from long futures positions in crude oil and its related
products as prices increased due to speculation that OPEC may cut
<page> production, ongoing geopolitical concerns in the Middle
East, and strong demand for physical commodities as an inflation
hedge.  Meanwhile, long positions in natural gas futures resulted
in gains as prices rose on expectations of a rise in demand due
to colder weather in the U.S. Northeast and news of a drop in
U.S. inventories.  Within the metals sector, gains of
approximately 0.4% were recorded primarily during January and
February from long futures positions in gold and silver as prices
moved higher due to a drop in the value of the U.S. dollar, which
spurred demand for precious metals as a ?safe haven?.  Additional
gains of approximately 0.3% were experienced within the global
interest rate sector, primarily during February, from long
positions in U.S. and European fixed-income futures as prices
increased in a ?flight-to-quality? following a sharp decline in
the global equity markets and concerns that an economic slowdown
in the United States may weaken the global economy.  Smaller
gains of approximately 0.2% were recorded within the global stock
index sector, primarily during February and March, from short
positions in European and Pacific Rim equity index futures as
prices moved lower on concerns that a persistent U.S. housing
slump, mounting losses linked to U.S. sub-prime mortgage
investments, and a weakening job market may restrain consumer
spending, erode corporate earnings, and curb global economic
growth.



<page>
Item 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Introduction
All of the Partnership?s assets are subject to the risk of trading
loss through its investments in the Trading Companies, each of
which invests substantially all of its assets in the trading
program of an unaffiliated Trading Advisor. The market-sensitive
instruments held by the Trading Companies are acquired for
speculative trading purposes, and substantially all of the
respective Trading Companies? assets are subject to the risk of
trading loss.  Unlike an operating company, the risk of market-
sensitive instruments is integral, not incidental, to the Trading
Companies? main line of business.

The futures, forwards and options traded by the Trading Companies
involve varying degrees of related market risk.  Market risk is
dependent upon changes in the level or volatility of interest
rates, exchange rates and prices of financial instruments and
commodities.  These factors result in frequent changes in the
fair value of the Trading Companies? open positions, and
consequently in its earnings, whether realized or unrealized, and
cash flow.  Gains and losses on open positions of exchange-traded
futures, exchange-traded forward, and exchange-traded futures-
styled options contracts are settled daily through variation
margin.  Gains and losses on off-exchange-traded forward currency
contracts and forward currency options contracts are settled upon
termination of the contract.  However, the Trading Companies are
<page> required to meet margin requirements equal to the net
unrealized loss on open forward currency contracts in the Trading
Companies? accounts with the counterparty, which is accomplished
by daily maintenance of the cash balance in a custody account
held at MS&Co.

The total market risk of the respective Trading Companies may
increase or decrease as it is influenced by a wide variety of
factors, including, but not limited to, the diversification among
the Trading Companies? open positions, the volatility present
within the markets, and the liquidity of the markets.

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

The Partnership?s and the Trading Companies? past performance are
no guarantee of their future results.  Any attempt to numerically
quantify the Trading Companies? market risk is limited by the
uncertainty of its speculative trading.  The Trading Companies?
speculative trading and use of leverage may cause future losses
and volatility (i.e., "risk of ruin") that far exceed the Trading
Companies? experiences to date disclosed under the "Trading
<page> Companies? Value at Risk in Different Market Sectors"
section and significantly exceed the Value at Risk ("VaR") tables
disclosed below.

Limited partners will not be liable for losses exceeding the
current net asset value of their investment.

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

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

The Trading Companies? risk exposure in the market sectors traded
by the Trading Advisors is estimated below in terms of VaR.  VaR
for a particular market sector is estimated by Demeter using a
model based upon historical simulation (with a confidence level of
<page> 99%) which involves constructing a distribution of
hypothetical daily changes in the value of a trading portfolio.
The VaR model takes into account linear exposures to risks
including equity and commodity prices, interest rates, foreign
exchange rates, and correlation among these variables.  The
hypothetical daily changes in the value of a Trading Company?s
portfolio are based on daily percentage changes observed in key
market indices or other market factors ("market risk factors") to
which the portfolio is sensitive. The one-day 99% confidence level
of the Trading Companies? VaR corresponds to the reliability of
the expectations that the Trading Company?s trading losses in one
day will not exceed the maximum loss indicated by the VaR.  The
99% one-day confidence level is not an indication of probability
of such losses, nor does VaR typically represent the worst case
outcome.  Demeter uses approximately four years of daily market
data and re-values its portfolio for each of the historical
market moves that occurred over this period. This enables Demeter
to generate a distribution of daily ?simulated profit and loss?
outcomes.

The Trading Companies? VaR computations are based on the risk
representation of the underlying benchmark for each instrument or
contract and do not distinguish between exchange and non-exchange
dealer-based instruments.  They are also not based on exchange
and/or dealer-based maintenance margin requirements.

<page> VaR models, including the models used by Morgan Stanley
and Demeter, are continually evolving as trading portfolios
become more diverse and modeling techniques and systems
capabilities improve. Please note that the VaR model is used to
quantify market risk for historic reporting purposes only and is
not utilized by either Demeter or the Trading Advisors in their
daily risk management activities. Please further note that VaR as
described above may not be comparable to similarly-titled
measures used by other entities.

The Trading Companies? Value at Risk in Different Market Sectors
As of March 31, 2009 and 2008, Morgan Stanley Managed Futures
Chesapeake I, LLC?s total capitalization prior to March 31, 2009
and 2008 redemptions was $25,945,171 and $8,104,542,
respectively.  The Partnership owned 25% and 47%, respectively,
of Morgan Stanley Managed Futures Chesapeake I, LLC.
<table> <caption>
Morgan Stanley Managed Futures Chesapeake I, LLC
					      March 31, 2009     March 31, 2008
Primary Market Risk Category         VaR                VaR

							<c>				<c>
Currency						(0.49)%			(0.48)%
Interest Rate					(0.41)			(0.53)
Equity						   -  			(0.20)
Commodity						(0.34)			(2.05)
Aggregate Value at Risk			(0.74)%			(2.29)%

</table>
As of March 31, 2009 and 2008, Morgan Stanley Managed Futures DKR
I, LLC?s total capitalization prior to March 31, 2009 and 2008
redemptions was $7,169,866 and $6,817,962, respectively.  The
<page> Partnership owned 100% and 58%, respectively, of Morgan
Stanley Managed Futures DKR I, LLC.




Morgan Stanley Managed Futures DKR I, LLC
					      March 31, 2009     March 31, 2008
Primary Market Risk Category         VaR                VaR
Currency						(0.28)%			(0.70)%
Interest Rate					(0.33)			(0.51)
Equity						(0.16)			(0.08)
Commodity						(0.54)			(0.92)
Aggregate Value at Risk			(0.66)%			(1.38)%


As of March 31, 2009 and 2008, Morgan Stanley Managed Futures
Kaiser I, LLC?s total capitalization prior to March 31, 2009 and
2008 redemptions was $36,606,442 and $7,880,167, respectively.
The Partnership owned 25% and 53%, respectively, of Morgan
Stanley Managed Futures Kaiser I, LLC.


<table> <caption>

Morgan Stanley Managed Futures Kaiser I, LLC
					      March 31, 2009     March 31, 2008
Primary Market Risk Category         VaR                VaR

							<c>				<c>
Currency						(0.03)%			   - %
Interest Rate					(0.25)			(0.31)
Equity						(0.41)			(0.56)
Commodity						(0.05)			(0.34)
Aggregate Value at Risk			(0.61)%			(0.77)%
</table>

As of March 31, 2009, Morgan Stanley Strategic Alternatives
L.L.C.?s total capitalization prior to March 31, 2009 redemptions
was $33,523,787.  The Partnership owned 19% of Bridgewater
Associates, Inc.

<page> <table>
Morgan Stanley Strategic Alternatives, L.L.C.
					         March 31, 2009
Primary Market Risk Category           VaR

							<c>
Currency					 	   (0.58)%
Interest Rate					   (0.59)
Equity						   (0.10)
Commodity						   (0.41)
Aggregate Value at Risk			   (0.89)%
</table>
As of March 31, 2009 and 2008, Morgan Stanley Managed Futures
Transtrend II, LLC?s total capitalization prior to March 31, 2009
and 2008 redemptions was $34,310,600 and $7,597,324,
respectively.  The Partnership owned 21% and 54% respectively, of
Morgan Stanley Managed Futures Transtrend II, LLC.
<table> <caption>
Morgan Stanley Managed Futures Transtrend II, LLC
					      March 31, 2009     March 31, 2008
Primary Market Risk Category         VaR                VaR

							<c>				<c>
Currency						(0.42)%			(2.96)%
Interest Rate					(0.32)			(1.05)
Equity						(0.10)			(0.36)
Commodity						(0.32)			(5.36)
Aggregate Value at Risk			(0.50)%			(6.27)%

</table>

The VaR for a market category represents the one-day downside
risk for the aggregate exposures associated with this market
category.  The Aggregate Value at Risk listed above represents
the VaR of the respective Trading Companies? open positions
across all the market categories, and is less than the sum of the
<page> VaRs for all such market categories due to the
diversification benefit across asset classes.

Because the business of the Trading Companies is the speculative
trading of futures, forwards and options, the composition of its
trading portfolio can change significantly over any given time
period, or even within a single trading day.  Such changes could
positively or negatively materially impact market risk as
measured by VaR.

The table below supplements the quarter-end VaR set forth above
by presenting the Trading Companies? high, low, and average VaR,
as a percentage of total Net Assets for the quarter-end reporting
periods from April 1, 2008 through March 31, 2009.
<table> <caption>
Morgan Stanley Managed Futures Chesapeake I, LLC
Primary Market Risk Category        High      Low      Average

							<c>		<c>			<c>
Currency						(0.50)%	(0.39)%	(0.45)%
Interest Rate					(0.52)	(0.30)	(0.41)
Equity						(0.20)	   -		(0.10)
Commodity						(1.93)	(0.34)	(0.84)
Aggregate Value at Risk			(2.09)%	(0.74)%	(1.16)%
</table>
<table> <caption>

Morgan Stanley Managed Futures DKR I, LLC
Primary Market Risk Category        High      Low      Average

							<c>		<c>			<c>
Currency						(1.30)%	(0.11)%	(0.47)%
Interest Rate					(0.52)	(0.28)	(0.37)
Equity						(0.16)	(0.06)	(0.11)
Commodity						(0.97)	(0.24)	(0.53)
Aggregate Value at Risk			(1.70)%	(0.57)%	(0.90)%
</table>
<page> <table> <caption>

Morgan Stanley Managed Futures Kaiser I, LLC
Primary Market Risk Category        High      Low      Average

							<c>		<c>		<c>
Currency						(0.07)%	  - 	 %	(0.03)%
Interest Rate					(0.28)	(0.02)	(0.16)
Equity						(0.41)	(0.05)	(0.20)
Commodity						(0.38)	  -		(0.12)
Aggregate Value at Risk			(0.61)%	(0.12)%	(0.33)%
</table>
<table> <caption>
Morgan Stanley Strategic Alternatives, L.L.C.

Primary Market Risk Category        High      Low      Average

							<c>			<c>		<c>
Currency						(0.81)%	(0.29)%	(0.59)%
Interest Rate					(0.94)	(0.46)	(0.70)
Equity						(0.60)	(0.05)	(0.27)
Commodity						(0.60)	(0.18)	(0.35)
Aggregate Value at Risk			(1.24)%	(0.61)%	(0.94)%
</table>
<table> <caption>

Morgan Stanley Managed Futures Transtrend II, LLC
Primary Market Risk Category        High      Low      Average

							<c>			<c>		<c>
Currency						(1.45)%	(0.09)%	(0.54)%
Interest Rate					(0.63)	(0.23)	(0.40)
Equity						(0.40)	(0.09)	(0.24)
Commodity						(1.15)	(0.32)	(0.71)
Aggregate Value at Risk			(1.67)%	(0.50)%	(1.05)%

</table>

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

In addition, the VaR tables above, as well as the past performance
of the Partnership and the Trading Companies, give no indication
of the Partnership?s potential "risk of ruin".

The VaR tables provided present the results of the Partnership?s
VaR for each of the Trading Companies? market risk exposures and
on an aggregate basis at March 31, 2009 and 2008.  VaR is not
necessarily representative of the Trading Companies? historic
<page> risk, nor should it be used to predict the Partnership or
the Trading Companies? future financial performance or its ability
to manage or monitor risk. There can be no assurance that the
Trading Companies? actual losses on a particular day will not
exceed the VaR amounts indicated above or that such losses will
not occur more than once in 100 trading days.

Non-Trading Risk
The Trading Companies have non-trading market risk on their
foreign cash balances. These balances and any market risk they
may represent are immaterial.

The Trading Companies also maintain a substantial portion of
their available assets in cash at MS&Co.; as of March 31, 2009,
such amount was equal to:
*	approximately 96% of Morgan Stanley Managed Futures
Chesapeake I, LLC?s Net Assets.
*	approximately 93% of Morgan Stanley Managed Futures DKR I,
LLC?s Net Assets.
*	approximately 97% of Morgan Stanley Managed Futures Kaiser
I, LLC?s Net Assets.
*	approximately 93% of Morgan Stanley Strategic Alternatives,
L.L.C?s Net Assets.
*	approximately 95% of Morgan Stanley Managed Futures
Transtrend II, LLC?s Net Assets.

<page> A decline in short-term interest rates would result in a
decline in the Trading Companies? cash management income.  This
cash flow risk is not considered to be material.

Materiality, as used throughout this section, is based on an
assessment of reasonably possible market movements and any
associated potential losses, taking into account the leverage,
optionality, and multiplier features of the Trading Companies?
market-sensitive instruments, in relation to the Trading
Companies? Net Assets.

Qualitative Disclosures Regarding Primary Trading Risk Exposures
The following qualitative disclosures regarding the Partnership?s
market risk exposures ? except for (A) those disclosures that are
statements of historical fact and (B) the descriptions of how the
Partnership manages its primary market risk exposures ?
constitute forward-looking statements within the meaning of
Section 27A of the Securities Act and Section 21E of the
Securities Exchange Act.  The Partnership?s primary market risk
exposures, as well as the strategies used and to be used by
Demeter and the Trading Advisors for managing such exposures, are
subject to numerous uncertainties, contingencies and risks, any
one of which could cause the actual results of the Partnership?s
risk controls to differ materially from the objectives of such
strategies.  Government interventions, defaults and expro-
priations, illiquid markets, the emergence of dominant
fundamental factors, political upheavals, changes in historical
<page> price relationships, an influx of new market participants,
increased regulation, and many other factors could result in
material losses, as well as in material changes to the risk
exposures and the risk management strategies of the Partnership.
Investors must be prepared to lose all or substantially all of
their investment in the Partnership.

The following were the primary trading risk exposures of the
Partnership at March 31, 2009, by market sector.  The Partnership
is exposed to trading risk through its investments in the Trading
Companies.  It may be anticipated however, that these market
exposures will vary materially over time.

Interest Rate.  The second largest market exposure of the
Partnership at March 31, 2009, was to the global interest rate
sector.  Exposure was primarily spread across the European, U.S.,
Japanese, Australian, and Canadian interest rate sectors.
Interest rate movements directly affect the price of the
sovereign bond futures positions held by the Partnership and
indirectly affect the value of its stock index and currency
positions.  Interest rate movements in one country, as well as
relative interest rate movements between countries, materially
impact the Partnership?s profitability. The Partnership?s
interest rate exposure is generally to interest rate fluctuations
in the U.S. and the other G-7 countries.  The G-7 countries
consist of France, the U.S., Britain, Germany, Japan, Italy, and
Canada.  However, the Partnership also takes futures positions in
<page> the government debt of smaller nations - e.g., Australia.
Demeter anticipates that the G-7 countries?, Australian and New
Zealand interest rates will remain the primary interest rate
exposure of the Partnership for the foreseeable future.  The
speculative futures positions held by the Partnership may range
from short to long-term instruments.  Consequently, changes in
short, medium, or long-term interest rates may have an effect on
the Partnership.

Currency.  At March 31, 2009, the Partnership had market exposure
to the currency sector.  The Partnership?s currency exposure is
to exchange rate fluctuations, primarily fluctuations which
disrupt the historical pricing relationships between different
currencies and currency pairs.  Interest rate changes, as well as
political and general economic conditions influence these
fluctuations.  The Partnership trades a large number of
currencies, including cross-rates - i.e., positions between two
currencies other than the U.S. dollar.  At March 31, 2009, the
Partnership?s major exposures were to the Australian dollar,
Japanese yen, New Zealand dollar, Canadian dollar, Swiss franc,
euro, Czech koruna, Hungarian forint, Norwegian krone, Swedish
krona, British pound, Singapore dollar, Russian ruble, and
Turkish lira currency crosses, as well as to outright U.S. dollar
positions.  Outright positions consist of the U.S. dollar vs.
other currencies.  These other currencies include major and minor
currencies.  Demeter does not anticipate that the risk associated
<page> with the Partnership?s currency trades will change
significantly in the future.

Equity.  At March 31, 2009, the Partnership had market exposure
to the global stock index sector, primarily to equity price risk
in the G-7 countries.  The stock index futures traded by the
Partnership are by law limited to futures on broadly-based
indices.  At March 31, 2009, the Partnership?s primary market
exposures were to the Nikkei 225 (Japan), S&P 500 (U.S.), FTSE
100 (United Kingdom), DAX (Germany), Hang Seng (Hong Kong), CAC
40 (France), Euro Stox 50 (Europe), SPI 200 (Australia), Topix
(Japan), and Russell 2000 (U.S.) stock indices. The Partnership
is typically exposed to the risk of adverse price trends or
static markets in the U.S., European, and Pacific Rim stock
indices. Static markets would not cause major market changes, but
would make it difficult for the Partnership to avoid trendless
price movements, resulting in numerous small losses.

Commodity.
Soft Commodities and Agriculturals.  The largest market
exposure of the Partnership at March 31, 2009, was to the
markets that comprise these sectors.  Most of the exposure
was to the wheat, lean hogs, sugar, live cattle, soybeans,
cocoa, coffee, corn, cotton, soybean oil, orange juice, and
soybean meal markets.  Supply and demand inequalities,
severe weather disruptions, and market expectations affect
price movements in these markets.
<page>
Metals.  The third largest market exposure of the
Partnership at March 31, 2009, was to the metals sector.
The Partnership's metals exposure was to fluctuations in the
price of base metals, such as copper, zinc, nickel,
aluminum, and tin, as well as precious metals, such as gold
and silver.  Economic forces, supply and demand
inequalities, geopolitical factors, and market expectations
influence price movements in these markets.  The Trading
Advisors utilize the trading system(s) to take positions
when market opportunities develop, and Demeter anticipates
that the Trading Advisors will continue to do so.

Energy.  At March 31, 2009, the Partnership had market
exposure to the energy sector.  The Partnership?s energy
exposure was shared primarily by futures contracts in
natural gas, as well as in crude oil and its related
products.  Price movements in these markets result from
geopolitical developments, particularly in the Middle East,
as well as weather patterns, and other economic
fundamentals.  Significant profits and losses, which have
been experienced in the past, are expected to continue to be
experienced in the future.  Natural gas has exhibited
volatility in prices resulting from weather patterns and
supply and demand factors and will likely continue in this
choppy pattern.

<page> Qualitative Disclosures Regarding Non-Trading Risk Exposure
The following was the only non-trading risk exposure of the
Partnership at March 31, 2009:

Foreign Currency Balances. The Partnership?s primary foreign
currency balances at March 31, 2009, were in euros, British
pounds, Japanese yen, Canadian dollars, Swedish kronor,
Swiss francs, South African rand, Australian dollars,
Norwegian krone, Czech koruny, New Zealand dollars,
Singapore dollars, Hungarian forint, Hong Kong dollars, and
Turkish lira.  The Partnership controls the non-trading risk
of foreign currency balances by regularly converting them
back into U.S. dollars upon liquidation of their respective
positions.

Item 4T.	CONTROLS AND PROCEDURES


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

Changes in Internal Control Over Financial Reporting
	There have been no changes during the period covered by this
quarterly report in the Partnership?s internal control over
financial reporting (as defined in Rules 13a-15(f) and 15d-15(f)
<page> of the Exchange Act) that have materially affected or are
reasonably likely to materially affect, the Partnership?s
internal control over financial reporting, subsequent to the date
of their evaluation.
<page> PART II.  OTHER INFORMATION
Item 1A. RISK FACTORS

There have been no material changes from the risk factors included
in the Partnership?s Report on Form 10-K/A for the fiscal year
ended December 31, 2008.


Item 2. UNREGISTERED SALES OF SECURITIES AND USE OF PROCEEDS


Units of the Partnership are sold to persons and entities who are
accredited investors as the term is defined in Rule 501(a) of
Regulation D.

The aggregate proceeds of securities sold in all share Classes to
the limited partners through March 31, 2009, was $41,820,812.
The Partnership received $340,000 in consideration from the sale
of Units to Demeter.

Item 6.  EXHIBITS
31.1	Certificate of Limited Partnership of Morgan Stanley
Managed Futures LV, L.P., dated February 22, 2007,
incorporated by reference from the Registrants Form 10
filed on August 8, 2008.
31.2	Limited Partnership Agreement of Morgan Stanley Managed
Futures LV, L.P., dated February 22, 2007, incorporated
by reference from the Registrant?s Form 10 filed on
August 8, 2008.
31.01	Certification of President of Demeter Management
Corporation, the general partner of the Partnership,
pursuant to Section 302 of the Sarbanes-Oxley Act of
2002.


<page>
31.02	Certification of Chief Financial Officer of Demeter
Management Corporation, the general partner of the
Partnership, pursuant to Section 302 of the Sarbanes-
Oxley Act of 2002.
32.01	Certification of President of Demeter Management
Corporation, the general partner of the Partnership,
pursuant to 18 U.S.C. Section 1350, as adopted pursuant
to Section 906 of the Sarbanes-Oxley Act of 2002.
32.02	Certification of Chief Financial Officer of Demeter
Management Corporation, the general partner of the
Partnership, pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act
of 2002.
99.1	March 31, 2009 Morgan Stanley Managed Futures Kaiser I,
LLC Interim Financial Statements filed herwith.



































<page>









SIGNATURE



Pursuant to the requirements of the Securities Exchange Act of
1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned thereunto duly authorized.




                      Morgan Stanley Managed Futures LV, L.P.
                      (Registrant)

                      By:   Demeter Management LLC
                            (General Partner)

May 15, 2009          By:   /s/Christian Angstadt
                               Christian Angstadt
                               Chief Financial Officer





The General Partner which signed the above is the only party
authorized to act for the Registrant.  The Registrant has no
principal executive officer, principal financial officer,
controller, or principal accounting officer and has no Board of
Directors.

1784:
1785: