10-Q/A 1 midwest2.txt SMITH BARNEY MID-WEST FUTURES FUND L.P. II Smith Barney Mid-West Futures Fund L.P. II Notes to Financial Statements June 30, 2004 (Unaudited) (Continued) The Master's Statements of Financial Condition and Condensed Schedules of Investments at June 30, 2004 and December 31, 2003 and its Statements of Income and Expenses and Members' Capital and Statements of Cash Flows for the three and six months ended June 30, 2004 and 2003 were: JWH Strategic Allocation Master Fund LLC Statements of Financial Condition (Unaudited)

8 Smith Barney Mid-West Futures Fund L.P. II Notes to Financial Statements June 30, 2004 (Unaudited) (Continued) JWH Strategic Allocation Master Fund LLC Statements of Income and Expenses and Members' Capital (Unaudited)

11 Smith Barney Mid-West Futures Fund L.P. II Notes to Financial Statements June 30, 2004 (Unaudited) (Continued) JWH Strategic Allocation Master Fund LLC Statements of Cash Flows June 30, 2004 (Unaudited)

12 Smith Barney Mid-West Futures Fund L.P. II Notes to Financial Statements June 30, 2004 (Unaudited) (Continued) Financial Highlights of the Master: Changes in net asset value per Unit for the three months and six months ended June 30, 2004 and 2003 were as follows:

*** Annualized **** Excludes clearing fees The above ratios may vary for individual investors based on the timing of capital transactions during the period. 14 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. Liquidity and Capital Resources The Partnership does not engage in the sale of goods or services. Its only assets are its investment in the Master and cash. The Master does not engage in the sale of goods or services. Its only assets are its investments in commodity futures and cash. Because of the low margin deposits normally required in commodity futures trading, relatively small price movements may result in substantial losses to the Master. While substantial losses could lead to a decrease in liquidity, no such losses occurred in the second quarter of 2004. The Partnership's capital consists of the capital contributions of the partners as increased or decreased by its investment in the Master, expenses, interest income, redemptions of Redeemable Units and distributions of profits, if any. For the six months ended June 30, 2004, Partnership capital decreased 25.0% from $25,854,335 to $19,382,723. This decrease was attributable to net loss from operations of $5,647,267, coupled with the redemption of 468.8800 Redeemable Units of Limited Partnership Interest resulting in an outflow of $824,345. Future redemptions can impact the amount of funds available for investment in the Master in subsequent periods. The Master's capital consists of the capital contributions of its members as increased or decreased by realized and/or unrealized gains or losses on commodity futures trading, expenses, interest income, redemptions of Redeemable Units and distributions of profits, if any. For the six months ended June 30, 2004 the Master's capital decreased 1.9% from $145,076,617 to $142,332,586. This decrease was attributable to net loss from operations of $33,093,772, coupled with the redemption of 3,751.7998 Redeemable Units totaling $6,365,465 and the distribution of interest paid to the feeders of $726,794 which was partially offset by the additional sales of 22,136.9745 Redeemable Units resulting in an inflow of $37,442,000. Future redemptions can impact the amount of funds available for investments in commodity contract positions in subsequent periods. Critical Accounting Policies The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, revenues and expenses, and related disclosures of contingent assets and liabilities at the date of the financial statements and accompanying notes. Actual results could differ from these estimates. All commodity interests (including derivative financial instruments and derivative commodity instruments) are used for trading purposes. The commodity interests are recorded on trade date and open contracts are recorded in the statements of financial condition at fair value on the last business day of the period, which represents market value for those commodity interests for which 17

SMITH BARNEY MID WEST FUTURES FUND LP II 10-Q/A