~~Table~~UNITED ofSTATES ~~Contents~~

~~UNITED~~SECURITIES ~~STATES~~AND EXCHANGE COMMISSION

~~SECURITIES~~WASHINGTON, ~~AND~~D.C. ~~EXCHANGE~~20549 ~~COMMISSION~~

~~WASHINGTON,~~FORM ~~D.C.~~10-Q ~~20549~~

~~FORM~~(X) ~~10-Q~~QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)

~~(X)~~OF ~~QUARTERLY REPORT~~THE ~~PURSUANT~~SECURITIES TOEXCHANGE ~~SECTION~~ACT 13OF OR1934 ~~15(d)~~

OFFor ~~THE~~the ~~SECURITIES~~quarterly ~~EXCHANGE~~period ~~ACT~~ended OFMarch 31, ~~1934~~2017

~~For~~OR ~~the~~( ) ~~quarterly~~TRANSITION ~~period~~REPORT ~~ended~~PURSUANT ~~September~~TO ~~30,~~SECTION ~~2016~~13 OR 15(d)

OROF ~~( )~~THE ~~TRANSITION~~SECURITIES ~~REPORT~~EXCHANGE ~~PURSUANT~~ACT TOOF ~~SECTION~~1934 ~~13 OR 15(d)~~

OFFor ~~THE~~the ~~SECURITIES~~transition ~~EXCHANGE~~period ~~ACT OF 1934~~ from to

~~For the~~Commission ~~transition~~File ~~period~~Number 000-26338 ~~from to~~

~~Commission~~MORGAN ~~File~~STANLEY ~~Number~~SMITH ~~000-26338~~BARNEY SPECTRUM TECHNICAL L.P.

~~MORGAN STANLEY~~(Exact ~~SMITH~~name ~~BARNEY~~of ~~SPECTRUM~~registrant ~~TECHNICAL~~as ~~L.P.~~specified in its charter)

(Exact name of registrant as specified in its charter)

Delaware

13-3782231

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer

Identification No.)

Delaware		13-3782231
(State or other jurisdiction of		(I.R.S. Employer
incorporation or organization)		Identification No.)

c/o Ceres Managed Futures LLC

~~c/o~~522 ~~Ceres~~Fifth ~~Managed~~Avenue ~~Futures LLC~~

~~522~~New York, ~~Fifth~~New ~~Avenue~~York 10036

~~New~~(Address ~~York,~~of ~~New~~principal ~~York~~executive ~~10036~~offices) (Zip Code)

(~~Address of principal executive offices~~855) ~~(Zip~~672-4468 ~~Code)~~

(~~855)~~Registrant’s ~~672-4468~~telephone number, including area code)

Indicate by check mark whether the registrant: (~~Registrant’s~~1) has ~~telephone~~filed ~~number,~~all reports required to be filed by Section 13 ~~including~~or ~~area~~15(d) ~~code~~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.

~~Indicate~~Yes 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. X No

~~Yes~~Indicate Xby No 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).

~~Indicate~~Yes 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). X No

~~Yes~~Indicate Xby No check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

~~Indicate~~Large ~~by check mark whether the registrant is a large~~ accelerated filer, Accelerated ~~an accelerated~~ filer~~, a non~~ Non-accelerated filer, orX ~~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. (Check one):~~

~~Large accelerated filer Accelerated filer Non-accelerated filer X~~ Smaller reporting company Emerging growth company

~~Indicate~~If an emerging growth company, indicate by check mark ~~whether~~if the registrant ishas aelected ~~shell~~not ~~company~~to ~~(as~~use ~~defined~~the inextended ~~Rule~~transition ~~12b-2~~period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act).

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

AsYes No ~~of October 31, 2016, 3,780,799.140 Limited Partnership Units were outstanding.~~ X

~~Table~~ As of ~~Contents~~April 30, 2017, 3,212,792.973 Limited Partnership Units were outstanding.

~~MORGAN~~PART ~~STANLEY~~I. ~~SMITH~~FINANCIAL ~~BARNEY~~INFORMATION ~~SPECTRUM TECHNICAL L.P.~~

~~FORM~~Item ~~10-Q~~1. Financial Statements.

~~INDEX~~Morgan Stanley Smith Barney Spectrum Technical L.P.

		Page
		Number
PART I – Financial Information:
Item 1.	Financial Statements:
	Statements of Financial Condition as of September 30, 2016 and December 31, 2015 (unaudited)	2
	Condensed Schedules of Investments as of September 30, 2016 (unaudited) and December 31, 2015	3-4
	Statements of Income and Expenses for the three and nine months ended September 30, 2016 and 2015 (unaudited)	5
	Statements of Changes in Partners’ Capital for the nine months ended September 30, 2016 and 2015 (unaudited)	6
	Notes to Financial Statements (unaudited)	7-21
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	22-25
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	26-27
Item 4.	Controls and Procedures	28
PART II – Other Information:
Item 1.	Legal Proceedings	29-36
Item 1A.	Risk Factors	37
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	37
Item 3.	Defaults Upon Senior Securities	37
Item 4.	Mine Safety Disclosures	37
Item 5.	Other Information	37
Item 6.	Exhibits	38

Statements of Financial Condition

~~Table~~(Unaudited) ~~of Contents~~

PART I. FINANCIAL INFORMATION


	March 31, 2017		December 31, 2016
Assets:

Investment in SECOR Master Fund ⁽¹⁾, at fair value	$	18,499,177	$	19,624,189

Equity in trading account:
Unrestricted cash		34,695,950		38,804,219
Restricted cash		6,814,755		6,959,456
Net unrealized appreciation on open futures contracts		436,046		294,434

Total equity in trading account		41,946,751		46,058,109

Cash at bank		1,022		217
Interest receivable		25,027		14,714

Total assets	$	60,471,977	$	65,697,229


Liabilities and Partners’ Capital:
Liabilities:
Net unrealized depreciation on open forward contracts	$	331,952	$	64,550
Accrued expenses:
Ongoing placement agent fees		101,714		108,663
General Partner fees		101,714		108,663
Management fees		76,778		82,187
Redemptions payable to General Partner		-		125,000
Redemptions payable to Limited Partners		1,800,722		2,337,625

Total liabilities		2,412,880		2,826,688


Partners’ Capital:
General Partner, 39,044.365 Units outstanding at March 31, 2017 and December 31, 2016		681,893		686,707
Limited Partners, 3,285,350.181 and 3,535,764.033 Units outstanding at March 31, 2017 and December 31, 2016, respectively		57,377,204		62,183,834

Total partners’ capital (net asset value)		58,059,097		62,870,541

Total liabilities and partners’ capital	$	60,471,977	$	65,697,229

Net asset value per Unit	$	17.46	$	17.59

~~Item~~(1) Defined in Note 1. ~~Financial Statements~~

~~Morgan~~See ~~Stanley~~accompanying ~~Smith~~notes ~~Barney~~to ~~Spectrum~~these ~~Technical~~financial Lstatements.P.

~~Statements~~1 ~~of Financial Condition~~

~~(Unaudited)~~Morgan Stanley Smith Barney Spectrum Technical L.P.

	September 30,		December 31,
	2016		2015
Assets:
Investment in SECOR Master Fund (1), at fair value	$	22,970,657	$	27,517,405
Equity in trading account:
Investments in U.S. Treasury bills, at fair value (amortized cost $21,748,974 at December 31, 2015)		-		21,747,370
Unrestricted cash		47,350,950		36,014,670
Restricted cash		5,352,422		7,078,848
Net unrealized appreciation on open futures contracts		785,387		-
Net unrealized appreciation on open forward contracts		123,182		-
Total equity in trading account		53,611,941		64,840,888
Cash at bank		413		-
Interest receivable		8,110		5,019
Total assets	$	76,591,121	$	92,363,312
Liabilities and Partners’ Capital:
Liabilities:
Net unrealized depreciation on open futures contracts	$	-	$	302,645
Net unrealized depreciation on open forward contracts		-		86,933
Accrued expenses:
Ongoing placement agent fees		126,134		159,363
General Partner fees		126,134		159,363
Management fees		95,249		131,877
Incentive fees		60,885		-
Redemptions payable to Limited Partners		2,897,745		1,139,210
Total liabilities		3,306,147		1,979,391
Partners’ Capital:
General Partner, 46,150.675 and 55,189.877 Units outstanding atSeptember 30, 2016 and December 31, 2015, respectively		852,253		1,046,114
Limited Partners, 3,922,546.850 and 4,713,198.629 Units outstanding atSeptember 30, 2016 and December 31, 2015, respectively		72,432,721		89,337,807
Total partners’ capital (net asset value)		73,284,974		90,383,921
Total liabilities and partners’ capital	$	76,591,121	$	92,363,312
Net asset value per Unit	$	18.47	$	18.95

Condensed Schedule of Investments

~~(1) Defined~~March 31, in2017 ~~Note 1.~~

~~See~~(Unaudited) ~~accompanying notes to these financial statements.~~


	Notional ($)/ Number of Contracts		Fair Value		% of Partners’ Capital
Futures Contracts Purchased
Commodity		129	$	25,292		0.04	%
Equity		513		214,786		0.37
Currencies		58		34,428		0.06
Interest rates		1,410		217,959		0.38

Total futures contracts purchased				492,465		0.85


Futures Contracts Sold
Commodity		354		97,057		0.17
Equity		62		(7,311)		(0.01)
Currencies		103		(42,253)		(0.07)
Interest rates		510		(103,912)		(0.18)

Total futures contracts sold				(56,419)		(0.09)

Net unrealized appreciation on open futures contracts			$	436,046		0.76	%


Unrealized Appreciation on Open Forward Contracts
Commodity		63	$	73,726		0.13	%
Currencies	$	34,479,575		397,652		0.68

Total unrealized appreciation on open forward contracts				471,378		0.81


Unrealized Depreciation on Open Forward Contracts
Commodity		45		(129,727)		(0.22)
Currencies	$	57,428,842		(673,603)		(1.16)

Total unrealized depreciation on open forward contracts				(803,330)		(1.38)

Net unrealized depreciation on open forward contracts			$	(331,952)		(0.57)	%

~~Table~~See ofaccompanying ~~Contents~~notes to these financial statements.

~~Morgan~~2 ~~Stanley Smith Barney Spectrum Technical L.P.~~

~~Condensed~~Morgan ~~Schedule~~Stanley ofSmith ~~Investments~~Barney Spectrum Technical L.P.

~~September~~Condensed ~~30,~~Schedule ~~2016~~of Investments

~~(Unaudited)~~December 31, 2016

	Notional ($)/							% of Partners’
	Notional ($)/ Number of Contracts		Fair Value		% of Partners’Capital
	Number of Contracts				Fair Value			Capital
Futures Contracts Purchased
Futures Contracts Purchased
Commodity		174	$	(15,541)		(0.02)	%
Commodities		184			$	236,068			0.32	%
Equity		472		213,149		0.34
Equities		499				153,659			0.21
Currencies		90		(77,975)		(0.12)
Currencies		88				42,079			0.06
Interest rates		1,230		104,180		0.16
Interest rates		1,787				279,549			0.38
Total futures contracts purchased				223,813		0.36
Total futures contracts purchased						711,355			0.97
Futures Contracts Sold
Futures Contracts Sold
Commodity		239		112,739		0.18
Commodities		380				85,426			0.12
Equity		100		(4,886)		(0.01)
Equities		57				19,967			0.03
Currencies		116		(42,388)		(0.07)
Currencies		95				(17,690	)		(0.02)
Interest rates		851		5,156		0.01
Interest rates		261				(13,671	)		(0.02)
Total futures contracts sold				70,621		0.11
Total futures contracts sold						74,032			0.11
Net unrealized appreciation on open futures contracts			$	294,434		0.47	%
Net unrealized appreciation on open futures contracts					$	785,387			1.08	%
Unrealized Appreciation on Open Forward Contracts
Unrealized Appreciation on Open Forward Contracts
Commodity		26	$	58,919		0.09	%
Commodities		101			$	195,754			0.27	%
Currencies	$	42,090,719		606,892		0.97
Currencies	$	62,567,834				666,351			0.91
Total unrealized appreciation on open forward contracts				665,811		1.06
Total unrealized appreciation on open forward contracts						862,105			1.18
Unrealized Depreciation on Open Forward Contracts
Unrealized Depreciation on Open Forward Contracts
Commodity		68		(293,032)		(0.47)
Commodities		60				(176,859	)		(0.24)
Currencies	$	30,260,348		(437,329)		(0.69)
Currencies	$	74,598,825				(562,064	)		(0.77)
Total unrealized depreciation on open forward contracts				(730,361)		(1.16)
Total unrealized depreciation on open forward contracts						(738,923	)		(1.01)
Net unrealized depreciation on open forward contracts			$	(64,550)		(0.10)	%
Net unrealized appreciation on open forward contracts					$	123,182			0.17	%

See accompanying notes to these financial statements.

~~Table~~Morgan ofStanley ~~Contents~~Smith Barney Spectrum Technical L.P.

~~Morgan~~Statements ~~Stanley~~of ~~Smith~~Income ~~Barney~~and ~~Spectrum~~Expenses ~~Technical L.P.~~

~~Condensed~~(Unaudited) ~~Schedule of Investments~~

December 31, 2015


	Three Months Ended March 31,
	2017		2016
Investment Income:
Interest income	$	63,249	$	43,977


Expenses:
Ongoing placement agent fees		308,160		459,663
General Partner fees		308,160		459,663
Management fees		232,870		363,256
Incentive fees		-		208,244

Total expenses		849,190		1,490,826


Net investment loss		(785,941)		(1,446,849)


Trading Results:
Net gains (losses) on trading of commodity interests and investment in SECOR Master Fund:
Net realized gains (losses) on closed contracts		694,962		805,715
Net realized gains (losses) on closed contracts allocated from SECOR Master Fund		136,612		(39,666)
Net change in unrealized gains (losses) on open contracts		(124,506)		525,806
Net change in unrealized gains (losses) on open contracts allocated from SECOR Master Fund		(337,635)		687,224


Total trading results		369,433		1,979,079


Net income (loss)	$	(416,508)	$	532,230


Net income (loss) per Unit*	$	(0.13)	$	0.10


Weighted average number of Units outstanding		3,500,419.248		4,707,109.076

			Notional ($)/					% of Partners’
			Number of Contracts		Fair Value			Capital
Futures Contracts Purchased
Commodities				149	$	(27,379	)		(0.03	)	%
Equities				217		1,661			0.00		**
Currencies				12		678			0.00		**
Interest rates				1,240		(407,453	)		(0.45	)
Total futures contracts purchased						(432,493	)		(0.48	)
Futures Contracts Sold
Commodities				1,086		41,971			0.05
Equities				179		(28,878	)		(0.03	)
Currencies				122		109,485			0.12
Interest rates				475		7,270			0.01
Total futures contracts sold						129,848			0.15
Net unrealized depreciation on open futures contracts					$	(302,645	)		(0.33	)	%
Unrealized Appreciation on Open Forward Contracts
Commodities				92	$	156,179			0.17		%
Currencies			$	116,304,457		1,745,778			1.93
Total unrealized appreciation on open forward contracts						1,901,957			2.10
Unrealized Depreciation on Open Forward Contracts
Commodities				238		(366,155	)		(0.41	)
Currencies			$	97,698,308		(1,622,735	)		(1.80	)
Total unrealized depreciation on open forward contracts						(1,988,890	)		(2.21	)
Net unrealized depreciation on open forward contracts					$	(86,933	)		(0.11	)	%
U.S. Government Securities								% of Partners’
Face Amount	Maturity Date	Description			Fair Value			Capital
		U.S. Treasury bills, 0.0125%* (Amortized
$9,250,000	1/21/2016	cost of $9,249,708)			$	9,249,393			10.23		%
		U.S. Treasury bills, 0.015%* (Amortized
$12,500,000	3/3/2016	cost of $12,499,266)				12,497,977			13.83
Total U.S. Government Securities					$	21,747,370			24.06		%

* Represents the change in net asset value per Unit during the period.

*See ~~Liquid~~accompanying ~~non-cash~~notes ~~held~~to asthese ~~collateral~~financial statements.

**4 ~~Due to rounding.~~

~~See accompanying~~Morgan ~~notes~~Stanley toSmith ~~these~~Barney ~~financial~~Spectrum ~~statements~~Technical L.P.

4Statements of Changes in Partners’ Capital

~~Table~~For ofthe ~~Contents~~Three Months Ended March 31, 2017 and 2016

~~Morgan~~(Unaudited) ~~Stanley Smith Barney Spectrum Technical L.P.~~

Statements of Income and Expenses


	Units of Partnership Interest		Limited Partners		General Partner		Total

Partners’ Capital, December 31, 2016		3,574,808.398	$	62,183,834	$	686,707	$	62,870,541
Net income (loss)		-		(411,694)		(4,814)		(416,508)
Redemptions		(250,413.852)		(4,394,936)		-		(4,394,936)

Partners’ Capital, March 31, 2017		3,324,394.546	$	57,377,204	$	681,893	$	58,059,097


Partners’ Capital, December 31, 2015		4,768,388.506	$	89,337,807	$	1,046,114	$	90,383,921
Net income (loss)		-		522,371		9,859		532,230
Redemptions		(220,374.930)		(4,172,957)		(125,000)		(4,297,957)

Partners’ Capital, March 31, 2016		4,548,013.576	$	85,687,221	$	930,973	$	86,618,194

~~(Unaudited)~~See accompanying notes to these financial statements.

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2016			2015			2016			2015
Investment Income:
Interest income	$	35,959		$	5,309		$	113,317		$	8,889
Expenses:
Ongoing placement agent fees		391,533			487,025			1,260,389			1,569,793
General Partner fees		391,533			487,025			1,260,389			1,569,793
Management fees		296,059			384,786			984,104			1,190,526
Incentive fees		60,885			183,986			269,129			899,082
Total expenses		1,140,010			1,542,822			3,774,011			5,229,194
Net investment loss		(1,104,051	)		(1,537,513	)		(3,660,694	)		(5,220,305	)
Trading Results:
Net gains (losses) on trading of commodity interests and investment in the Master Funds:
Net realized gains (losses) on closed contracts		1,274,049			(761,153	)		(1,256,742	)		2,925,721
Net realized gains (losses) on closed contracts allocated from Blackwater Master Fund		-			(69,873	)		-			374,099
Net realized gains (losses) on closed contracts allocated from SECOR Master Fund		2,145,861			1,941,477			818,442			2,786,971
Net change in unrealized gains (losses) on open contracts		(1,241,281	)		5,422,165			1,279,069			1,197,474
Net change in unrealized gains (losses) on open contracts allocated from Blackwater Master Fund		-			158,051			-			(400,948	)
Net change in unrealized gains (losses) on open contracts allocated from SECOR Master Fund		(860,494	)		(76,939	)		639,087			(12,501	)
Total trading results		1,318,135			6,613,728			1,479,856			6,870,816
Net income (loss)	$	214,084		$	5,076,215		$	(2,180,838	)	$	1,650,511
Net income (loss) per Unit*	$	0.05		$	0.97		$	(0.48	)	$	0.29
Weighted average number of Units outstanding		4,223,442.515			5,169,475.298			4,464,614.603			5,415,223.374

*Morgan ~~Represents~~Stanley ~~the~~Smith ~~change~~Barney inSpectrum ~~net~~Technical ~~asset value per Unit during the period~~L.P.

~~See accompanying~~Notes ~~notes~~ to ~~these~~Financial ~~financial~~Statements ~~statements.~~

5(Unaudited)

~~Table~~1. ~~of Contents~~Organization:

Morgan Stanley Smith Barney Spectrum Technical L.P. (the “Partnership”) is a Delaware limited partnership organized in 1994 to engage primarily in the speculative trading of futures contracts, options on futures and forward contracts, and forward contracts on physical commodities and other commodity interests, including, but not limited to, foreign currencies, financial instruments, metals, energy, and agricultural products (collectively, “Futures Interests”) (refer to Note 4, “Financial Instruments”). The General Partner (as defined below) may also determine to invest up to all of the Partnership’s assets in United States (“U.S.”) Treasury bills and/or money market mutual funds, including money market mutual funds managed by Morgan Stanley or its affiliates. The Partnership is one of the Morgan Stanley Spectrum series of funds, comprised of the Partnership, Ceres Tactical Currency L.P. (formerly, Morgan Stanley Smith Barney Spectrum Currency and Commodity L.P.), Morgan Stanley Smith Barney Spectrum Strategic L.P. and Morgan Stanley Smith Barney Spectrum Select L.P.

~~Statements~~Ceres Managed Futures LLC, a Delaware limited liability company, acts as the general partner (“Ceres” or the “General Partner”) and commodity pool operator of ~~Changes~~the Partnership. As of January 1, 2017, Ceres became a wholly-owned subsidiary of Morgan Stanley Domestic Holdings, Inc. (“MSD Holdings”). MSD Holdings is ultimately owned by Morgan Stanley. Morgan Stanley is a publicly held company whose shares are listed on the New York Stock Exchange. Morgan Stanley is engaged in ~~Partners’~~various ~~Capital~~financial services and other businesses. Prior to January 1, 2017, the General Partner was a wholly-owned subsidiary of Morgan Stanley Smith Barney Holdings LLC.

~~For~~During the ~~Nine~~reporting periods ~~Months~~ended ~~Ended~~March 31, ~~September~~2017 30and 2016, the Partnership’s commodity broker was Morgan Stanley & Co. LLC (“MS&Co.”). MS&Co. also acts as the counterparty on all trading of foreign currency forward contracts. Morgan Stanley Smith Barney LLC, doing business as Morgan Stanley Wealth Management (“Morgan Stanley Wealth Management”) is a principal subsidiary of MSD Holdings. MS&Co. and its affiliates act as the custodians of the Partnership’s assets available for trading in Futures Interests. MS&Co. is a wholly-owned subsidiary of Morgan Stanley. The Partnership also deposits a portion of its cash in a non-trading account at JPMorgan Chase Bank, N.A. The trading advisors to the Partnership are Campbell & Company, Inc. (“Campbell”), Aspect Capital Limited (“Aspect”), Secor Capital Advisors, L.P. (“SECOR”) and FORT, L.P. (“FORT”). Prior to March 31, 2016, Winton Capital Management Limited (“Winton” and ~~2015~~together with Campbell, Aspect and SECOR, each, individually, a “Trading Advisor” or collectively, the “Trading Advisors”), respectively, were also trading advisors to the Partnership.

~~(Unaudited)~~Effective June 1, 2016, the Partnership entered into a management agreement by and among the Partnership, the General Partner, and FORT, pursuant to which FORT will serve as a trading advisor to the Registrant and will manage the portion of the Partnership’s assets allocated to it. Effective July 1, 2016, a portion of the Partnership’s assets were allocated to FORT and traded pursuant to the Global Contrarian Program.

	Units of
	Partnership			Limited			General
	Interest			Partners			Partner			Total
Partners’ Capital, December 31, 2015		4,768,388.506		$	89,337,807		$	1,046,114		$	90,383,921
Net income (loss)		-			(2,162,250	)		(18,588	)		(2,180,838	)
Redemptions		(799,690.981	)		(14,742,836	)		(175,273	)		(14,918,109	)
Partners’ Capital, September 30, 2016		3,968,697.525		$	72,432,721		$	852,253		$	73,284,974
Partners’ Capital, December 31, 2014		5,734,525.375		$	108,125,693		$	1,223,104		$	109,348,797
Net income (loss)		-			1,628,255			22,256			1,650,511
Redemptions		(729,424.089	)		(13,906,538	)		(176,693	)		(14,083,231	)
Partners’ Capital, September 30, 2015		5,005,101.286		$	95,847,410		$	1,068,667		$	96,916,077

Effective March 31, 2016, Ceres terminated the management agreement with Winton pursuant to which Winton ceased trading the assets of the Partnership, fully liquidated all commodity interest positions in the Partnership, and converted all currency balances in the Partnership to U.S. dollars.

~~See~~Ceres, ~~accompanying~~SECOR ~~notes~~and the Partnership entered into a management agreement pursuant to ~~these~~which, ~~financial~~as ~~statements~~of January 1, 2015, SECOR serves as a trading advisor to the Partnership and trades its allocated portion of the Partnership’s net assets through the Partnership’s investment in SECOR Master Fund L.P. (“SECOR Master Fund”), a limited partnership organized under the partnership laws of the State of Delaware, pursuant to the SECOR Alpha Program. Ceres is also the general partner of SECOR Master Fund.

6In July 2015, the General Partner delegated certain administrative functions to SS&C Technologies, Inc., a Delaware corporation, currently doing business as SS&C GlobeOp (the “Administrator”). Pursuant to a master services agreement, the Administrator furnishes certain administrative, accounting, regulatory reporting, tax and other services as agreed from time to time. In addition, the Administrator maintains certain books and records of the Partnership. The General Partner pays or reimburses the Partnership, from the General Partner fee it receives from the Partnership, the ordinary administrative expenses of the Partnership. This includes the expenses related to the engagement of the Administrator. Therefore, the engagement of the Administrator did not impact the Partnership’s break-even point.

~~Table~~6 ~~of Contents~~

Morgan Stanley Smith Barney Spectrum Technical L.P.

Notes to Financial Statements

(Unaudited)

12. ~~Organization~~Basis of Presentation and Summary of Significant Accounting Policies:

~~Morgan~~The ~~Stanley~~accompanying ~~Smith~~financial ~~Barney~~statements ~~Spectrum~~and ~~Technical~~accompanying ~~L.P.~~notes ~~(the~~are ~~“Partnership”)~~unaudited isbut, ~~a Delaware limited partnership organized~~ in ~~1994~~the toopinion ~~engage~~of ~~primarily in~~ the ~~speculative~~General ~~trading~~Partner, ofinclude all ~~futures contracts~~adjustments, ~~options~~consisting ononly ~~futures~~of ~~and~~normal ~~forward~~recurring ~~contracts~~adjustments, ~~and~~necessary ~~forward~~for ~~contracts~~a onfair ~~physical~~presentation ~~commodities~~of ~~and~~the ~~other~~Partnership’s ~~commodity~~financial ~~interests,~~condition ~~including~~at March 31, ~~but~~2017 ~~not~~and ~~limited~~the ~~to,~~results ~~foreign~~of ~~currencies, financial~~its ~~instruments,~~operations ~~metals, energy,~~ and ~~agricultural~~changes ~~products~~in ~~(collectively,~~partners’ ~~“Futures~~capital ~~Interests”)~~for ~~(refer~~the three tomonths ~~Note~~ended 4March 31, ~~“Financial~~2017 ~~Instruments”)~~and 2016. ~~The~~These ~~General~~financial ~~Partner~~statements ~~(as~~present ~~defined~~the ~~below)~~results ~~may~~of ~~also~~interim ~~determine~~periods toand ~~invest~~do upnot toinclude all ofdisclosures ~~the Partnership’s~~normally ~~assets~~provided in ~~United~~annual ~~States~~financial ~~(“U~~statements.~~S.”)~~ ~~Treasury~~These ~~bills~~financial ~~and/or~~statements ~~money~~should ~~market~~be ~~mutual~~read together ~~funds,~~with ~~including~~the ~~money~~financial ~~market~~statements ~~mutual~~and ~~funds~~notes ~~managed~~included byin ~~Morgan~~the ~~Stanley~~Partnership’s orAnnual ~~its~~Report ~~affiliates.~~on ~~The~~Form ~~Partnership~~10-K is(the ~~one~~“Form of10-K”) ~~the~~filed ~~Morgan~~with ~~Stanley~~the ~~Spectrum~~Securities and ~~series~~Exchange ofCommission ~~funds,~~(the ~~comprised~~“SEC”) offor the ~~Partnership,~~year ~~Morgan~~ended ~~Stanley~~December 31, ~~Smith~~2016. ~~Barney~~The ~~Spectrum~~December 31, ~~Currency~~2016 ~~and~~information ~~Commodity~~has ~~L.P.,~~been ~~Morgan~~derived ~~Stanley~~from ~~Smith~~the ~~Barney~~audited ~~Spectrum~~financial ~~Strategic~~statements ~~L.P.~~as of and ~~Morgan~~for ~~Stanley~~the ~~Smith~~year ~~Barney~~ended ~~Spectrum~~December 31, ~~Select L~~2016.P.

~~Ceres~~Due ~~Managed~~to ~~Futures~~the ~~LLC,~~nature aof ~~Delaware~~commodity ~~limited liability company~~trading, ~~acts as~~ the ~~general~~results ~~partner~~of ~~(“Ceres”~~operations ~~or the “General Partner”) and commodity pool operator~~ for the ~~Partnership.~~interim ~~Ceres~~periods ispresented ashould ~~wholly-owned~~not ~~subsidiary~~be ~~of Morgan Stanley Smith Barney Holdings LLC (“MSSBH”). MSSBH is wholly-owned indirectly by Morgan Stanley. Morgan Stanley~~considered ~~Smith~~indicative ~~Barney~~of ~~LLC~~the isresults ~~doing~~that ~~business~~may asbe ~~Morgan~~expected ~~Stanley~~for ~~Wealth~~the ~~Management~~entire ~~(“Morgan Stanley Wealth Management”)~~year. ~~Morgan Stanley Wealth Management is a principal subsidiary of MSSBH.~~

~~During~~Use ~~the~~of ~~reporting~~Estimates. ~~periods~~The ~~ended~~preparation ~~September~~of ~~30,~~financial statements ~~2016~~ and ~~2015,~~accompanying ~~the~~notes ~~Partnership’s~~in ~~commodity~~conformity ~~broker~~with ~~was~~accounting ~~Morgan Stanley &~~principles ~~Co.~~generally ~~LLC~~accepted in the United States of America (“~~MS&Co.~~GAAP”), arequires ~~registered~~the ~~futures~~General ~~commission~~Partner ~~merchant.~~to ~~The~~make ~~Partnership~~estimates ~~also~~and ~~deposits~~assumptions athat ~~portion~~affect ofthe ~~its~~reported ~~cash~~amounts inof assets aand ~~non-trading~~liabilities, ~~account~~income atand ~~JPMorgan Chase Bank~~expenses, ~~N.A.~~and ~~MS&Co.~~related ~~also~~disclosures ~~acts~~of ascontingent ~~the~~assets ~~counterparty~~and onliabilities ~~all trading~~in ofthe ~~foreign~~financial ~~currency~~statements ~~forward~~and ~~contracts.~~accompanying ~~MS&Co~~notes. isAs a ~~wholly-owned~~result, ~~subsidiary~~actual ofresults ~~Morgan~~could ~~Stanley~~differ from these estimates, and differences could be material.

Profit Allocation. The ~~trading advisors~~General toPartner ~~the~~and ~~Partnership~~each ~~are~~limited ~~Campbell &~~partner ~~Company,~~of ~~Inc.~~the ~~(“Campbell”),~~Partnership ~~Aspect~~share ~~Capital~~in ~~Limited~~the ~~(“Aspect”),~~profits and ~~Secor~~losses ~~Capital~~of ~~Advisors,~~the ~~L.P.~~Partnership ~~(“SECOR”)~~in ~~and~~proportion ~~FORT,~~to ~~L.P.~~the ~~(“FORT”).~~amount ~~Prior~~of topartnership ~~September 30, 2015~~interest ~~and~~owned ~~March~~by ~~31,~~each ~~2016,~~except ~~Blackwater~~that ~~Capital~~no ~~Management~~limited ~~LLC~~partner ~~(“Blackwater”)~~is ~~and~~liable ~~Winton~~for ~~Capital~~obligations ~~Management~~of ~~Limited~~the ~~(“Winton”~~Partnership ~~and~~in ~~together~~excess ~~with~~of ~~Blackwater,~~its ~~Campbell,~~capital ~~Aspect~~contributions and ~~SECOR~~profits, ~~each,~~if ~~individually~~any, anet ~~“Trading Advisor”~~of ~~or collectively~~distributions, ~~the~~redemptions ~~“Trading~~and ~~Advisors”)~~losses, ~~respectively,~~if ~~were also trading advisors to the Partnership~~any.

~~Blackwater~~Statement ~~managed~~of ~~the~~Cash ~~assets~~Flows. ofThe ~~the~~ Partnership ~~through~~has ~~its~~not ~~investment~~provided ina Statement ~~Blackwater~~of ~~Master~~Cash ~~Fund~~Flows, ~~L.P.~~as permitted by Accounting Standards Codification (“~~Blackwater Master Fund~~ASC”) ~~(prior~~230, to“Statement ~~its~~of ~~full~~Cash ~~redemption~~Flows.” onThe ~~September 30,~~Statements ~~2015),~~of aChanges ~~limited~~in ~~partnership~~Partners’ ~~organized~~Capital ~~under~~is ~~the~~included ~~partnership~~herein, ~~laws~~and as of and for the ~~State~~periods ofended March 31, ~~Delaware.~~2017 ~~Ceres~~and ~~was~~2016, the ~~general~~Partnership ~~partner~~carried ofno ~~Blackwater~~debt ~~Master~~and ~~Fund.~~substantially ~~Effective~~all ~~September 30, 2015,~~the ~~Ceres~~Partnership’s ~~terminated~~investments ~~the~~were ~~management~~carried ~~agreement~~at ~~with~~fair ~~Blackwater,~~value and ~~Blackwater~~classified noas ~~longer~~Level 1 ~~trades~~and onLevel 2 ~~behalf of the Partnership~~measurements.

~~Effective~~Partnership’s/SECOR ~~March~~Master ~~31,~~Fund’s ~~2016,~~Investments. ~~Ceres~~All ~~terminated~~Futures Interests of the ~~management~~Partnership/SECOR ~~agreement~~Master ~~with~~Fund, including ~~Winton~~derivative ~~pursuant~~financial toinstruments ~~which~~and ~~Winton~~derivative ~~ceased~~commodity instruments, are held for trading purposes. Futures Interests denominated in foreign currencies are translated into U.S. dollars at the exchange rates prevailing at the measurement ~~assets~~date. ofGains or losses are realized when contracts are liquidated and are determined using the ~~Partnership~~first-in, ~~fully~~first-out ~~liquidated~~method. ~~all~~Unrealized ~~commodity~~gains ~~interest~~or ~~positions~~losses on open contracts are included as a component of equity in trading account in the Partnership,’s/SECOR Master Fund’s Statements of Financial Condition. Net realized gains or losses and ~~converted~~net ~~all~~change ~~currency~~in ~~balances~~unrealized gains or losses are included in the Partnership’s/SECOR toMaster ~~U.S.~~Fund’s ~~dollars~~Statements of Income and Expenses.

~~Effective~~The ~~June 1, 2016, the~~ Partnership ~~entered~~carries ~~into~~its ainvestment ~~management agreement by and among the Partnership, the General Partner,~~in ~~and~~SECOR ~~FORT,~~Master ~~pursuant~~Fund toat ~~which~~fair ~~FORT~~value ~~will~~based ~~serve~~on asits aproportionate ~~trading~~interest ~~advisor~~in toSECOR ~~the~~Master ~~Registrant and will manage the portion of the Partnership~~Fund’s ~~assets~~net ~~allocated~~asset tovalue ~~it. Effective~~as ~~July~~calculated 1,by ~~2016,~~SECOR aMaster ~~portion of the Partnership’s assets were allocated to FORT and traded pursuant to the Global Contrarian Program~~Fund.

~~Ceres,~~The ~~SECOR~~Partnership and ~~the Partnership entered into a management agreement pursuant to which, as of January 1, 2015,~~ SECOR ~~serves~~Master asFund ado ~~trading~~not ~~advisor~~isolate to the ~~Partnership and trades its allocated~~ portion of the ~~Partnership’s~~results ~~net~~of ~~assets~~operations ~~through~~arising from the ~~Partnership’s~~effect ~~investment~~of changes in ~~SECOR~~foreign ~~Master~~exchange ~~Fund~~rates ~~L.P. (“SECOR~~on ~~Master~~investments ~~Fund”~~from ~~and~~fluctuations ~~together~~due ~~with~~to ~~Blackwater~~changes ~~Master~~in ~~Fund,~~market ~~each,~~prices aof ~~“Master~~investments ~~Fund”~~held. ~~and~~Such ~~collectively,~~fluctuations ~~the~~are ~~“Master~~included ~~Funds”),~~in atotal ~~limited~~trading ~~partnership~~results ~~organized~~in ~~under~~ the ~~partnership~~Partnership’s/SECOR ~~laws~~Master ofFund’s ~~the~~Statements ~~State~~ of ~~Delaware, pursuant~~Income toand ~~the SECOR Alpha Program~~Expenses. ~~Ceres is also the general partner of SECOR Master Fund.~~

InRestricted ~~July~~and ~~2015,~~Unrestricted ~~the~~Cash. ~~General~~The ~~Partner delegated~~cash ~~certain~~held ~~administrative~~by ~~functions~~the toPartnership ~~SS&C~~available ~~Technologies,~~for ~~Inc.,~~trading ain ~~Delaware corporation~~Futures Interests, ~~currently~~if ~~doing~~any, ~~business~~is ason ~~SS&C~~deposit ~~GlobeOp~~in ~~(the~~commodity ~~“Administrator”).~~brokerage ~~Pursuant~~accounts towith aMS&Co. ~~master~~As ~~services~~reflected ~~agreement,~~in the ~~Administrator~~Statements ~~furnishes certain~~of ~~administrative,~~Financial ~~accounting~~Condition, ~~regulatory~~restricted ~~reporting,~~cash ~~tax~~equals ~~and~~the ~~other~~cash ~~services~~portion asof ~~agreed~~assets ~~from~~on ~~time~~deposits to ~~time.~~meet Inmargin ~~addition~~requirements, ~~the~~as ~~Administrator~~determined ~~maintains~~by ~~certain~~the exchange ~~books~~or counterparty, and ~~records~~required by MS&Co. All of ~~the~~these ~~Partnership.~~amounts ~~The~~are ~~General~~maintained ~~Partner~~separately. ~~pays~~At orMarch 31, ~~reimburses~~2017 ~~the Partnership~~and December 31, ~~from~~2016, the ~~General~~amount ~~Partner~~of ~~fee~~cash itheld ~~receives~~for ~~from~~margin ~~the~~requirements ~~Partnership~~was $6,814,755 ~~the~~and ~~ordinary~~$6,959,456, ~~administrative~~respectively. ~~expenses~~Cash that ofis ~~the~~not ~~Partnership~~classified as restricted cash is therefore classified as unrestricted cash. ~~This~~Restricted ~~includes~~and ~~the~~unrestricted ~~expenses~~cash ~~related~~includes tocash ~~the~~denominated ~~engagement~~in foreign currencies of ~~the~~$163,504 ~~Administrator.~~(cost ~~Therefore~~of $162,893) ~~the~~and ~~engagement~~$(205,801) (proceeds of ~~the Administrator~~$205,128) ~~did~~as ~~not~~of March 31, ~~impact~~2017 ~~the~~and ~~Partnership’s~~December 31, ~~break-even~~2016, ~~point~~respectively.

~~Table~~Morgan ofStanley ~~Contents~~Smith Barney Spectrum Technical L.P.

~~Morgan~~Notes ~~Stanley~~to ~~Smith~~Financial ~~Barney~~Statements ~~Spectrum Technical L.P.~~

~~Notes~~(Unaudited) ~~to Financial Statements~~

~~(Unaudited)~~Income Taxes. Income taxes have not been listed as each partner is individually liable for the taxes, if any, on its share of the Partnership’s income and expenses. The Partnership follows the guidance of ASC 740, “Income Taxes,” which prescribes a recognition threshold and measurement attribute for financial statement recognition and measurement of tax positions taken or expected to be taken in the course of preparing the Partnership’s tax returns to determine whether the tax positions are “more-likely-than-not” of being sustained “when challenged” or “when examined” by the applicable tax authority. Tax positions determined not to meet the more-likely-than-not threshold would be recorded as a tax benefit or liability in the Partnership’s Statements of Financial Condition for the current year. If a tax position does not meet the minimum statutory threshold to avoid the incurring of penalties, an expense for the amount of the statutory penalty and interest, if applicable, shall be recognized in the Statements of Income and Expenses in the period in which the position is claimed or expected to be claimed. The General Partner has concluded that there are no significant uncertain tax positions that would require recognition in the financial statements. The Partnership files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The 2013 through 2016 tax years remain subject to examination by U.S. federal and most state tax authorities.

2Investment Company Status. ~~Basis~~Effective January 1, 2014, the Partnership adopted Accounting Standards Update 2013-08, “Financial Services — Investment Companies (Topic 946): Amendments to the Scope, Measurement and Disclosure Requirements” and based on the General Partner’s assessment, the Partnership has been deemed to be an investment company since inception. Accordingly, the Partnership follows the investment company accounting and reporting guidance of ~~Presentation~~Topic 946 and ~~Summary~~reflects its investments at fair value with unrealized gains and losses resulting from changes in fair value reflected in the Statements of ~~Significant~~Income ~~Accounting~~and ~~Policies:~~Expenses.

~~The~~Net ~~accompanying~~Income ~~financial~~(Loss) ~~statements and accompanying notes are unaudited but, in the opinion of the General Partner, include~~per all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the Partnership’s financial condition at September 30, 2016, the results of its operations for the three and nine months ended September 30, 2016 and 2015, and changes in partners’ capital for the nine months ended September 30, 2016 and 2015Unit. ~~These~~Net ~~financial~~income ~~statements~~(loss) ~~present~~per ~~the~~Unit ~~results~~ of ~~interim~~limited ~~periods~~partnership ~~and~~interest do(“Unit(s)”) ~~not~~is ~~include~~calculated ~~all of the disclosures normally provided~~ in ~~annual financial~~accordance ~~statements. These financial statements should be read together~~ with ~~the~~Accounting ~~financial~~Standards ~~statements~~Codification ~~and notes included in the Partnership’s December 31, 2015 Annual Report on Form 10-K~~ (~~the~~ “~~Form10-K~~ASC”) ~~filed~~946, ~~with the Securities and Exchange Commission (the~~ “~~SEC”)~~Financial ~~for~~Services ~~the~~– ~~year~~Investment ~~ended December 31, 2015~~Companies.” See ~~The~~Note ~~December 31~~3, ~~2015~~“Financial ~~information has been derived from the audited financial statements as of and for the year ended December 31, 2015~~Highlights. ”

~~Due~~There tohave ~~the~~been ~~nature~~no ofmaterial ~~commodity~~changes ~~trading,~~with ~~the~~respect ~~results~~to ~~of operations for~~ the ~~interim~~Partnership’s critical ~~periods~~accounting ~~presented~~policies ~~should~~as ~~not~~reported ~~be considered~~in ~~indicative of~~ the ~~results~~Partnership’s ~~that~~Annual ~~may~~Report beon ~~expected~~Form 10-K for the ~~entire~~ year ended December 31, 2016.

~~Use~~8 of Estimates. The preparation of financial statements and accompanying notes in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires the General Partner 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. As a result, actual results could differ from these estimates.

~~Profit~~Morgan ~~Allocation.~~Stanley ~~The~~Smith ~~General~~Barney ~~Partner~~Spectrum ~~and~~Technical each limited partner of the Partnership share in the profits and losses of the Partnership in proportion to the amount of Partnership interest owned by each, except that no limited partner is liable for obligations of the Partnership in excess of its capital contributions and profits, if any, net of distributions or redemptions and losses, if anyL.P.

~~Statement~~Notes ~~of Cash Flows. The Partnership is not required~~ to ~~provide~~Financial aStatements ~~Statement of Cash Flows.~~

~~Partnership’s/Master~~(Unaudited) Funds’ Investments. All commodity interests of the Partnership/Master Funds, including derivative financial instruments and derivative commodity instruments, are held for trading purposes. 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 and are determined using the first-in, first-out method. Unrealized gains or losses on open contracts are included as a component of equity in trading account in the Partnership’s/Master Funds’ Statements of Financial Condition. Net realized gains or losses and net change in unrealized gains or losses are included in the Partnership’s/Master Funds’ Statements of Income and Expenses.

The Partnership carries its investment in SECOR Master Fund (and carried its investment in Blackwater Master Fund) at fair value based on its proportionate interest in the respective Master Fund’s net asset value as calculated by the Master Fund3. Financial Highlights:

~~Restricted and Unrestricted Cash. As reflected in the Partnership’s Statements of~~ Financial ~~Condition,~~highlights ~~restricted cash~~for ~~equals~~ the ~~cash~~limited ~~portion~~partner ofclass ~~assets~~as ona ~~deposit~~whole tofor ~~meet margin requirements plus~~ the ~~cash~~three ~~required~~months toended ~~offset~~March 31, ~~unrealized~~2017 ~~losses on foreign currency forward~~ and ~~option~~2016 ~~contracts~~were ~~and offset unrealized losses only on the offsetting London Metal Exchange positions. All of these amounts are maintained separately. Cash available for Futures Interest trading that is not classified~~ as ~~restricted cash is therefore classified as unrestricted cash. Cash includes cash denominated in foreign~~ ~~currencies~~follows: ~~of $48,328 (cost of $49,469) and $423,964 (cost of $406,027) as of September 30, 2016 and December 31, 2015, respectively.~~

Investment Company Status. Effective January 1, 2014, the Partnership adopted Accounting Standards Update (“ASU”) 2013-08, “Financial Services — Investment Companies (Topic 946): Amendments to the Scope, Measurement and Disclosure Requirements” and based on the General Partner’s assessment, the Partnership has been deemed to be an investment company since inception. Accordingly, the Partnership follows the investment company accounting and reporting guidance of Topic 946 and reflects its investments at fair value with unrealized gains and losses resulting from changes in fair value reflected in the Statements of Income and Expenses.


	Three Months Ended March 31,
	2017		2016

Per Unit Performance (for a unit outstanding throughout the period): *

Net realized and unrealized gains (losses)	$	0.09	$	0.41
Net investment loss		(0.22)		(0.31)

Net increase (decrease) for the period		(0.13)		0.10
Net asset value per Unit, beginning of period		17.59		18.95

Net asset value per Unit, end of period	$	17.46	$	19.05


	Three Months Ended March 31,
	2017		2016
Ratios to Average Limited Partners’ Capital: **
Net investment loss ***		(5.2)%		(5.7)%


Operating expenses before incentive fees		5.7 %		5.7 %
Incentive fees		0.0 %		0.2 %

Operating expenses after incentive fees		5.7 %		5.9 %


Total return:
Total return before incentive fees		(0.7)%		0.8 %
Incentive fees		0.0 %		(0.3)%

Total return after incentive fees		(0.7)%		0.5 %

8* Net investment loss per Unit is calculated by dividing the expenses net of interest income by the average number of Units outstanding during the period. The net realized and unrealized gains (losses) per Unit is a balancing amount necessary to reconcile the change in net asset value per Unit with the other per unit information.

~~Table~~** ofAnnualized ~~Contents~~(except for incentive fees, if applicable).

~~Morgan~~*** ~~Stanley~~Interest ~~Smith~~income ~~Barney~~less ~~Spectrum~~total ~~Technical L~~expenses.P.

~~Notes~~The toabove ~~Financial~~ratios ~~Statements~~and total return may vary for individual investors based on the timing of capital transactions during the period. Additionally, these ratios are calculated for the limited partner class using the limited partners’ share of income, expenses and average partners’ capital and includes income and expenses allocated from SECOR Master Fund.

~~(Unaudited)~~9

~~Income~~Morgan ~~Taxes.~~Stanley ~~Income~~Smith ~~taxes~~Barney ~~have~~Spectrum ~~not~~Technical ~~been listed as each partner is individually liable for the taxes, if any, on its share of the Partnership’s income and expenses~~L. ~~The General Partner has concluded that no provision for income tax is required in the Partnership’s financial statements~~P. The Partnership files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The 2012 through 2015 tax years remain subject to examination by U.S. federal and most state tax authorities. The General Partner does not believe that there are any uncertain tax positions that require recognition of a tax liability.

~~Net~~Notes ~~Income~~to ~~(Loss) per Unit. Net income (loss) per Unit of limited partnership interest (“Unit(s)”) is calculated in accordance with Accounting Standards Codification (“ASC”) 946, “~~Financial ~~Services~~Statements ~~– Investment Companies.” See Note 3, “Financial Highlights.”~~

Fair Value of Financial Instruments. The carrying value of the Partnership’s/SECOR Master Fund’s assets and liabilities presented in the Statements of Financial Condition that qualify as financial instruments under the Financial Accounting Standards Board (~~“FASB”~~Unaudited) ~~ASC 825, “Financial Instruments,” approximates the fair value due to the short term nature of such balances.~~

~~Recent Accounting Pronouncement~~4. ~~In January 2016, the FASB issued ASU 2016-01, “Recognition and Measurement of~~ Financial Assets and Financial Liabilities.” The amendments in this update address certain aspects of recognition, measurement, presentation, and disclosure of financial instruments for all entities that hold financial assets or owe financial liabilities. One of the amendments in this update eliminates the requirement for public business entities to disclose the methods and significant assumptions used to estimate the fair value that is required to be disclosed for financial instruments measured at amortized cost on the balance sheet or a description of changes in the methods and significant assumptions. Additionally, the update eliminates the requirement to disclose the fair value of financial instruments measured at amortized cost for entities that are not public business entities. Investment companies are specifically exempted from ASU 2016-01’s equity investment accounting provisions and will continue to follow the industry specific guidance for investment accounting under Topic 946. For public business entities, this update is effective for fiscal years beginning after December 15, 2017, and interim periods therein. For other entities, it is effective for fiscal years beginning after December 15, 2018, and interim periods within fiscal years beginning after December 15, 2019. The General Partner is currently evaluating the impact this guidance will have on the Partnership’s financial statements and related disclosures. Instruments:

~~Reclassification.~~The ~~Certain~~Partnership ~~prior~~and ~~period~~SECOR ~~amounts~~Master ~~have~~Fund ~~been~~trade ~~reclassified~~Futures toInterests. ~~conform~~Futures toand ~~current~~forwards ~~period~~represent contracts for delayed delivery of ~~presentation.~~an ~~Amounts~~instrument ~~previously~~at ~~presented~~a asspecified ~~net~~date ~~unrealized~~and ~~gain~~price. ~~(loss)~~Futures onInterests are open ~~contracts~~commitments inuntil the ~~Statements~~settlement ofdate, ~~Financial~~at ~~Condition~~which time they are ~~now~~realized. ~~reported~~They asare ~~net~~valued ~~unrealized~~at ~~appreciation~~fair value, generally on ~~open~~a ~~futures~~daily ~~contracts~~basis, ~~net~~and the unrealized ~~depreciation~~gains and losses on open ~~futures~~ contracts, ~~net~~(the ~~unrealized~~difference ~~appreciation~~between oncontract ~~open~~trade ~~forward~~price ~~contracts~~ and ~~net~~market ~~unrealized~~price) ~~depreciation~~are onreported ~~open~~in ~~forward~~the ~~contracts,~~Statements of Financial Condition as ~~applicable.~~a Innet ~~addition,~~unrealized ~~amounts~~appreciation ~~previously~~or ~~presented~~depreciation ason open futures ~~and~~contracts ~~forward~~or ~~contracts~~net ~~purchased~~unrealized ~~and~~appreciation ~~futures~~or ~~and~~depreciation on open forward contracts. ~~sold~~The inresulting ~~the~~net ~~Condensed~~change ~~Schedules~~in ofunrealized ~~Investments~~gains ~~are~~and ~~now~~losses ~~reported~~is asreflected ~~futures~~in ~~contracts~~“Net ~~purchased,~~change ~~futures~~in ~~contracts sold,~~ unrealized ~~appreciation~~gains (losses) on open ~~forward~~ contracts” and “Net change in unrealized ~~depreciation~~gains (losses) on open ~~forward~~ contracts, asallocated ~~applicable.~~from ~~Amounts~~SECOR ~~previously~~Master ~~presented~~Fund” asfrom ~~unrealized~~one ~~currency~~period ~~gain~~to ~~(loss)~~the next in the ~~Condensed~~Statements ~~Schedules~~ of ~~Investments~~Income and ~~included~~Expenses. inThe ~~net~~Partnership’s ~~unrealized~~contracts ~~gain~~are ~~(loss)~~accounted for on ~~open~~a ~~contracts~~trade-date basis. Risk arises from changes in the ~~Statements~~value of ~~Financial~~these ~~Condition~~contracts ~~are~~and ~~now~~the ~~reported~~potential inability asof ~~part~~counterparties to perform under the terms of ~~unrestricted~~ ~~cash~~the incontracts. There are numerous factors which may significantly influence the ~~Statements~~fair value of ~~Financial~~these ~~Condition~~contracts, including interest rate volatility.

~~There~~The ~~have~~fair ~~been~~value noof ~~material~~an ~~changes~~exchange-traded contract 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 ~~Partnership’s~~ ~~critical~~operation ~~accounting~~of ~~policies~~daily aslimits ~~reported~~or inother rules of the ~~Partnership’s~~exchange, ~~Annual~~the ~~Report~~settlement price will be equal to the settlement price on ~~Form~~the first ~~10-K~~subsequent ~~for~~day on which the ~~year~~contract ~~ended~~could ~~December 31,~~be ~~2015~~liquidated.

9The General Partner estimates that, at any given time, approximately 34.4% to 40.3% of the Partnership’s contracts are traded over-the-counter.

~~Table~~In general, the risks associated with non-exchange traded contracts are greater than those associated with exchange-traded contracts because of ~~Contents~~the greater risk of default by the counterparty to an non-exchange traded contract. The Partnership and SECOR Master Fund have credit risk associated with counterparty nonperformance. As of the date of the financial statements, the credit risk associated with the instruments in which the Partnership and SECOR Master Fund trade is limited to the unrealized gain (loss) amounts reflected in the Partnership’s/SECOR Master Fund’s Statements of Financial Condition. The net unrealized gains (losses) on open contracts are further disclosed gross by type of contract and corresponding fair value level in Note 6, “Fair Value Measurements.”

~~Morgan~~The ~~Stanley~~Partnership ~~Smith~~also ~~Barney~~has ~~Spectrum~~credit ~~Technical~~risk Lbecause MS&Co.P acts as the commodity futures broker, or the counterparty, with respect to most of the Partnership’s assets. Exchange-traded futures and exchange-traded forward contracts are fair valued on a daily basis, with variations in value settled on a daily basis. With respect to the Partnership’s non-exchange traded forward currency contracts and forward currency option contracts, there are no daily settlements of variation in value, nor is there any requirement that an amount equal to the net unrealized gains (losses) on such contracts be segregated. However, the Partnership is required to meet margin requirements equal to the net unrealized loss on open forward currency contracts in the Partnership’s accounts with the counterparty, which is accomplished by daily maintenance of the cash balance in a custody account held at MS&Co., for the benefit of MS&Co. With respect to those non-exchange traded forward currency contracts, the Partnership is at risk to the ability of MS&Co., the sole counterparty on all such contracts, to perform. The Partnership has a netting agreement with the counterparty. The primary terms are based on industry standard master netting agreements. This agreement, which seeks to reduce both the Partnership’s and the counterparty’s exposure on non-exchange traded forward currency contracts, should materially decrease the Partnership’s credit risk in the event of MS&Co.’s bankruptcy or insolvency.

~~Notes~~The General Partner monitors and attempts to ~~Financial~~control ~~Statements~~the Partnership’s risk exposure on a daily basis through financial, credit and risk management monitoring systems, and, accordingly, believes that it has effective procedures for evaluating and limiting the credit and market risks to which the Partnership may be subject. These monitoring systems generally allow the General Partner to statistically analyze actual trading results with risk adjusted performance indicators and correlation statistics. In addition, online monitoring systems provide account analysis of futures and forward contracts by sector, margin requirements, gain and loss transactions and collateral positions.

~~(Unaudited)~~10

3.Morgan ~~Financial~~Stanley ~~Highlights:~~Smith Barney Spectrum Technical L.P.

~~Financial~~Notes ~~highlights~~to ~~for~~Financial ~~the~~Statements ~~limited partner class as a whole for the three and nine months ended September 30, 2016 and 2015 were as follows:~~

	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2016		2015		2016		2015
Per Unit Performance (for a unit outstanding throughout the period): *
Net realized and unrealized gains (losses)	$	0.31	$	1.27	$	0.34	$	1.26
Net investment loss		(0.26)		(0.30)		(0.82)		(0.97)
Net increase (decrease) for the period		0.05		0.97		(0.48)		0.29
Net asset value per Unit, beginning of period		18.42		18.39		18.95		19.07
Net asset value per Unit, end of period	$	18.47	$	19.36	$	18.47	$	19.36
	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2016		2015		2016		2015
Ratios to Average Limited Partners’ Capital: **
Net investment loss ***		(5.5)%		(5.7)%		(5.8)%		(6.4)%
Operating expenses before incentive fees		5.6 %		5.5 %		5.6 %		5.6 %
Incentive fees		0.1 %		0.2 %		0.3 %		0.9 %
Operating expenses after incentive fees		5.7 %		5.7 %		5.9 %		6.5 %
Total return:
Total return before incentive fees		0.4 %		5.5 %		(2.2)%		2.4 %
Incentive fees		(0.1)%		(0.2)%		(0.3)%		(0.9)%
Total return after incentive fees		0.3 %		5.3 %		(2.5)%		1.5 %

(Unaudited)

*The ~~Net~~futures ~~investment~~and ~~loss~~forwards ~~per~~traded ~~Unit~~by isthe ~~calculated~~Partnership byand ~~dividing~~SECOR ~~the~~Master ~~expenses~~Fund, along ~~net~~with ofU.S. ~~interest~~Treasury ~~income~~bills held by the ~~average~~Partnership, ~~number~~involve varying degrees of ~~Units~~related ~~outstanding~~market ~~during~~risk. Market risk is often dependent upon changes in the ~~period.~~level ~~The~~or ~~net~~volatility ~~realized~~of ~~and~~interest ~~unrealized~~rates, ~~gains~~exchange ~~(losses)~~rates, ~~per~~and ~~Unit~~prices isof afinancial ~~balancing~~instruments ~~amount~~and commodities, ~~necessary~~factors tothat ~~reconcile~~result ~~the~~in ~~change~~frequent changes in ~~net~~the ~~asset~~fair value ~~per~~of ~~Unit~~the ~~with~~Partnership’s ~~the~~open ~~other~~positions, ~~per~~and ~~unit~~consequently ~~information~~in its earnings, whether realized or unrealized, and cash flow.

**Gains ~~Annualized~~and ~~(except~~losses ~~for~~on ~~incentive~~open ~~fees,~~positions ifof ~~applicable)~~exchange-traded futures and exchange-traded forward contracts are settled daily through variation margin. Gains and losses on non-exchange traded forward currency contracts are settled upon termination of the contract. Gains and losses on non-exchange traded forward currency option contracts are settled on an agreed-upon settlement date.

~~***~~In ~~Interest~~the ~~income~~ordinary ~~less~~course ~~total~~of business, ~~expenses~~the Partnership and SECOR Master Fund enter into contracts and agreements that contain various representations and warranties and which provide general indemnifications. The Partnership’s and SECOR Master Fund’s maximum exposure under these arrangements cannot be determined, as this could include future claims that have not yet been made against the Partnership and SECOR Master Fund. The Partnership and SECOR Master Fund consider the risk of any future obligation relating to these indemnifications to be remote.

~~The above ratios and total return may vary for individual investors based on the timing of capital transactions during the period~~5. ~~Additionally,~~ ~~these~~Trading ratios are calculated for the limited partner class using the limited partners’ share of income, expenses and average partners’ capital and includes income and expenses allocated from the Master Funds. Activities:

10The Partnership’s objective is to profit from speculative trading in Futures Interests. Therefore, the Trading Advisors for the Partnership will take speculative positions in Futures Interests where they feel the best profit opportunities exist for their trading strategies. As such, the average number of contracts outstanding in absolute quantities (the total of the open long and open short positions) has been presented as a part of the volume disclosure, as position direction is not an indicative factor in such volume disclosures.

~~Table~~All of ~~Contents~~the Futures Interests owned by the Partnership are held for trading purposes. The monthly average number of futures contracts traded during the three months ended March 31, 2017 and 2016 were 3,091 and 2,942, respectively. The monthly average number of metals forward contracts traded during the three months ended March 31, 2017 and 2016 were 178 and 474, respectively. The monthly average notional values of currency forward contracts traded during the three months ended March 31, 2017 and 2016 were $127,470,236 and $354,104,113, respectively.

~~Morgan~~11 ~~Stanley Smith Barney Spectrum Technical L.P.~~

~~Notes~~Morgan toStanley ~~Financial~~Smith ~~Statements~~Barney Spectrum Technical L.P.

~~(Unaudited)~~Notes to Financial Statements

4.(Unaudited) ~~Financial Instruments:~~

The ~~Partnership~~following ~~and~~tables ~~the~~summarize ~~Master Funds trade Futures Interests. Futures and forwards represent contracts for delayed delivery of an instrument at a specified date and price. Futures Interests are open commitments until~~ the ~~settlement~~gross ~~date, at which time they are realized. They are valued at fair value, generally on a daily basis,~~ and ~~the~~net ~~unrealized~~amounts ~~gains~~recognized ~~and losses on open~~relating ~~contracts~~to (the ~~difference~~assets ~~between contract trade price~~ and ~~market~~liabilities ~~price) are reported in the Statements~~ of Financial Condition as a net unrealized appreciation or depreciation on open futures contracts or net unrealized appreciation or depreciation on open forward contracts. The resulting net change in unrealized gains and losses is reflected in “Net change in unrealized gains (losses) on open contracts,” “Net change in unrealized gains (losses) on open contracts allocated from Blackwater Master Fund” and “Net change in unrealized gains (losses) on open contracts allocated from SECOR Master Fund” from one period to the ~~next in the Statements of Income and Expenses. The~~ Partnership’s ~~contracts~~derivatives ~~are accounted for on a trade-date basis. Risk arises from changes in the value of these contracts~~ and ~~the~~their ~~potential~~offsetting ~~inability~~subject ~~of counterparties~~ to ~~perform~~master ~~under~~netting ~~the~~agreements ~~terms~~or ofsimilar ~~the~~agreements ~~contracts.~~as ~~There are numerous factors which may significantly influence the fair value~~ of ~~these contracts~~March 31, ~~including~~2017 ~~interest~~and ~~rate~~December 31, ~~volatility~~2016, respectively.

The fair value of an exchange-traded contract 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 will be equal to the settlement price on the first subsequent day on which the contract could be liquidated.


March 31, 2017	Gross Amounts Recognized		Gross Amounts Offset in the Statements of Financial Condition		Amounts Presented in the Statements of Financial Condition		Gross Amounts Not Offset in the Statements of Financial Condition
March 31, 2017	Gross Amounts Recognized				Amounts Presented in the Statements of Financial Condition		Financial Instruments		Cash Collateral Received/ Pledged*		Net Amount

Assets
Futures	$	1,001,600	$	(565,554)	$	436,046	$	-	$	-	$	436,046
Forwards		471,378		(471,378)		-		-		-		-


Total assets	$	1,472,978	$	(1,036,932)	$	436,046	$	-	$	-	$	436,046


Liabilities
Futures	$	(565,554)	$	565,554	$	-	$	-	$	-	$	-
Forwards		(803,330)		471,378		(331,952)		-		-		(331,952)


Total liabilities	$	(1,368,884)	$	1,036,932	$	(331,952)	$	-	$	-	$	(331,952)


Net fair value											$	104,094	*


December 31, 2016	Gross Amounts Recognized		Gross Amounts Offset in the Statements of Financial Condition		Amounts Presented in the Statements of Financial Condition		Gross Amounts Not Offset in the Statements of Financial Condition
December 31, 2016	Gross Amounts Recognized				Amounts Presented in the Statements of Financial Condition		Financial Instruments		Cash Collateral Received/ Pledged*		Net Amount
Assets
Futures	$	1,051,049	$	(756,615)	$	294,434	$	-	$	-	$	294,434
Forwards		665,811		(665,811)		-		-		-		-


Total assets	$	1,716,860	$	(1,422,426)	$	294,434	$	-	$	-	$	294,434


Liabilities
Futures	$	(756,615)	$	756,615	$	-	$	-	$	-	$	-
Forwards		(730,361)		665,811		(64,550)		-		-		(64,550)


Total liabilities	$	(1,486,976)	$	1,422,426	$	(64,550)	$	-	$	-	$	(64,550)


Net fair value											$	229,884	*

* In ~~general~~the event of default by the Partnership, MS&Co., the ~~risks~~Partnership’s ~~associated~~commodity ~~with~~futures ~~off-exchange-traded~~broker ~~contracts~~and ~~are~~the ~~greater~~sole ~~than~~counterparty ~~those~~to ~~associated~~the ~~with~~Partnership’s ~~exchange~~non-exchange traded contracts, ~~because~~as ofapplicable, has the ~~greater~~right ~~risk~~to ofoffset ~~default~~the byPartnership’s ~~the~~obligation ~~counterparty~~with tothe anPartnership’s ~~off-exchange-traded~~cash ~~contract~~and/or U.S. ~~The~~Treasury ~~Partnership~~bills ~~and~~held ~~SECOR~~by ~~Master~~MS&Co., ~~Fund~~thereby ~~have~~minimizing ~~credit~~MS&Co.’s risk ~~associated~~of ~~with~~loss. ~~counterparty~~There ~~nonperformance.~~is Asno ofcollateral ~~the~~posted ~~date~~by ofMS&Co. ~~the~~and ~~financial~~as ~~statements~~such, in the ~~credit~~event ~~risk~~of ~~associated~~default ~~with~~by MS&Co., the ~~instruments~~Partnership inis ~~which~~exposed to the ~~Partnership~~amount ~~and~~shown ~~SECOR~~in ~~Master~~the ~~Fund~~Statements ~~trade~~of isFinancial ~~limited~~Condition. toIn the ~~unrealized~~case ~~gain~~of ~~(loss)~~exchange-traded ~~amounts~~contracts, ~~reflected in~~ the Partnership’s~~/SECOR~~ ~~Master~~exposure ~~Fund’s~~to ~~Statements~~counterparty ofrisk ~~Financial~~may ~~Condition.~~be ~~The net~~reduced ~~unrealized~~since ~~gains~~the ~~(losses)~~exchange’s onclearinghouse ~~open~~interposes ~~contracts~~its ~~are~~credit ~~further~~between ~~disclosed~~buyer ~~gross~~and byseller ~~type~~and ofthe ~~contract~~clearinghouse’s ~~and~~guarantee ~~corresponding~~fund ~~fair~~may ~~value~~be ~~level~~available in ~~Note~~the 6,event ~~“Fair~~of ~~Value~~a ~~Measurements~~default.”

1112

~~Table~~Morgan ofStanley ~~Contents~~Smith Barney Spectrum Technical L.P.

~~Morgan~~Notes ~~Stanley~~to ~~Smith~~Financial ~~Barney~~Statements ~~Spectrum Technical L.P.~~

~~Notes~~(Unaudited) ~~to Financial Statements~~

~~(Unaudited)~~The following tables indicate the gross fair values of derivative instruments of futures and forward contracts as separate assets and liabilities as of March 31, 2017 and December 31, 2016, respectively.

The Partnership also has credit risk because MS&Co. acts as the commodity futures broker, or the counterparty, with respect to most of the Partnership’s assets. Exchange-traded futures and exchange-traded forward contracts are fair valued on a daily basis, with variations in value settled on a daily basis. With respect to the Partnership’s off-exchange-traded forward currency contracts and forward currency option contracts, there are no daily settlements of variation in value, nor is there any requirement that an amount equal to the net unrealized gains (losses) on such contracts be segregated. However, the Partnership is required to meet margin requirements equal to the net unrealized loss on open forward currency contracts in the Partnership’s accounts with the counterparty, which is accomplished by daily maintenance of the cash balance in a custody account held at MS&Co., for the benefit of MS&Co. With respect to those off-exchange-traded forward currency contracts, the Partnership is at risk to the ability of MS&Co., the sole counterparty on all such contracts, to perform. The Partnership has a netting agreement with the counterparty. The primary terms are based on industry standard master netting agreements. This agreement, which seeks to reduce both the Partnership’s and the counterparty’s exposure on off-exchange-traded forward currency contracts, should materially decrease the Partnership’s credit risk in the event of MS&Co.’s bankruptcy or insolvency.


	March 31, 2017
Assets
Futures Contracts
Commodity	$	287,140
Equity		379,281
Currencies		57,361
Interest rates		277,818

Total unrealized appreciation on open futures contracts		1,001,600

Liabilities
Futures Contracts
Commodity		(164,791)
Equity		(171,806)
Currencies		(65,186)
Interest rates		(163,771)

Total unrealized depreciation on open futures contracts		(565,554)

Net unrealized appreciation on open futures contracts	$	436,046	*

Assets
Forward Contracts
Commodity	$	73,726
Currencies		397,652

Total unrealized appreciation on open forward contracts		471,378

Liabilities
Forward Contracts
Commodity		(129,727)
Currencies		(673,603)

Total unrealized depreciation on open forward contracts		(803,330)

Net unrealized depreciation on open forward contracts	$	(331,952)	**

~~The~~* ~~Partnership~~This ~~and~~amount ~~SECOR~~is ~~Master Fund do not, and Blackwater Master Fund did not, isolate the portion of the results of operations arising from the effect of changes~~ in ~~foreign~~“Net ~~exchange~~unrealized ~~rates~~appreciation on ~~investments~~open ~~from~~futures ~~fluctuations~~contracts” ~~due to changes~~ in ~~market prices of investments held. Such fluctuations are included in total trading results in~~ the Partnership’s~~/Master Fund’s~~ Statements of ~~Income~~Financial ~~and Expenses~~Condition.

~~The~~** ~~General~~This ~~Partner~~amount ~~monitors~~is ~~and~~in ~~attempts~~“Net tounrealized ~~control~~depreciation ~~the Partnership’s risk exposure~~ on aopen ~~daily~~forward ~~basis~~contracts” ~~through~~in ~~financial, credit and risk management monitoring systems, and, accordingly, believes that it has effective procedures for evaluating and limiting~~ the ~~credit and market risks to which the~~ Partnership’s ~~may~~Statements be subject. These monitoring systems generally allow the General Partner to statistically analyze actual trading results with risk adjusted performance indicators and correlation statistics. In addition, online monitoring systems provide account analysis of ~~futures~~Financial ~~and forward contracts by sector, margin requirements, gain and loss transactions and collateral positions~~Condition.

~~The~~13 futures and forwards traded by the Partnership, along with U.S. Treasury bills held by the Partnership, involve varying degrees of related market risk. Market risk is often dependent upon changes in the level or volatility of interest rates, exchange rates, and prices of financial instruments and commodities, factors that result in frequent changes in the fair value of the Partnership’s open positions, and consequently in its earnings, whether realized or unrealized, and cash flow.

~~Gains~~Morgan ~~and~~Stanley ~~losses~~Smith onBarney ~~open~~Spectrum ~~positions~~Technical ~~of exchange-traded futures and exchange-traded forward contracts are settled daily through variation margin~~L. ~~Gains and losses on off-exchange-traded forward currency contracts are settled upon termination of the contract~~P. ~~Gains and losses on off-exchange-traded forward currency option contracts are settled on an agreed-upon settlement date.~~

12Notes to Financial Statements

~~Table~~(Unaudited) ~~of Contents~~

Morgan Stanley Smith Barney Spectrum Technical L.P.


	December 31, 2016
Assets
Futures Contracts
Commodity	$	323,692
Equity		348,618
Currencies		24,345
Interest rates		354,394

Total unrealized appreciation on open futures contracts		1,051,049

Liabilities
Futures Contracts
Commodity		(226,494)
Equity		(140,355)
Currencies		(144,708)
Interest rates		(245,058)

Total unrealized depreciation on open futures contracts		(756,615)

Net unrealized appreciation on open futures contracts	$	294,434	*

Assets
Forward Contracts
Commodity	$	58,919
Currencies		606,892

Total unrealized appreciation on open forward contracts		665,811

Liabilities
Forward Contracts
Commodity		(293,032)
Currencies		(437,329)

Total unrealized depreciation on open forward contracts		(730,361)

Net unrealized depreciation on open forward contracts	$	(64,550)	**

~~Notes~~* toThis ~~Financial~~amount is in “Net unrealized depreciation on open futures contracts” in the Partnership’s Statements of Financial Condition.

~~(Unaudited)~~** This amount is in “Net unrealized depreciation on open forward contracts” in the Partnership’s Statements of Financial Condition.

5.14 ~~Trading Activities:~~

~~The~~Morgan ~~Partnership’s~~Stanley ~~objective~~Smith isBarney toSpectrum ~~profit~~Technical ~~from speculative trading in Futures Interests~~L. ~~Therefore, the Trading Advisors for the Partnership will take speculative positions in Futures Interests where they feel the best profit opportunities exist for their trading strategies~~P. As such, the average number of contracts outstanding in absolute quantities (the total of the open long and open short positions) has been presented as a part of the volume disclosure, as position direction is not an indicative factor in such volume disclosures.

~~All~~Notes ofto ~~the~~Financial ~~commodity~~Statements interests owned by the Partnership are held for trading purposes. The monthly average number of futures contracts traded during the three months ended September 30, 2016 and 2015 were 3,351 and 3,789, respectively. The monthly average number of futures contracts traded during the nine months ended September 30, 2016 and 2015 were 2,968 and 4,440, respectively. The monthly average number of metals forward contracts traded during the three months ended September 30, 2016 and 2015 were 322 and 470, respectively. The monthly average number of metals forward contracts traded during the nine months ended September 30, 2016 and 2015 were 439 and 490, respectively. The monthly average notional values of currency forward contracts held during the three months ended September 30, 2016 and 2015 were $243,384,213 and $29,130,111 respectively. The monthly average notional values of currency forward contracts held during the nine months ended September 30, 2016 and 2015 were $338,750,713 and $210,349,051, respectively.

~~The~~(Unaudited) following tables summarize the gross and net amounts recognized relating to the assets and liabilities of the Partnership’s derivatives and their offsetting subject to master netting agreements or similar agreements as of September 30, 2016 and December 31, 2015, respectively.

				Gross Amounts Offset in the Statements of			Amounts Presented in the Statements of		Gross Amounts Not Offset in the
									Statements of Financial Condition
											Cash Collateral
	Gross Amounts			Financial			Financial		Financial		Received/
September 30, 2016	Recognized			Condition			Condition		Instruments		Pledged*		Net Amount
Assets
Futures	$	1,381,101		$	(595,714	)	$	785,387	$	-	$	-	$	785,387
Forwards		862,105			(738,923	)		123,182		-		-		123,182
Total assets	$	2,243,206		$	(1,334,637	)	$	908,569	$	-	$	-	$	908,569
Liabilities
Futures	$	(595,714	)	$	595,714		$	-	$	-	$	-	$	-
Forwards		(738,923	)		738,923			-		-		-		-
Total liabilities	$	(1,334,637	)	$	1,334,637		$	-	$	-	$	-	$	-
Net fair value													$	908,569	*

The following tables indicate the Partnership’s trading gains and losses, by market sector, on derivative instruments for the three months ended March 31, 2017 and 2016.


	Three Months Ended March 31,
Sector	2017			2016

Commodity	$	(483,487	)	$	(584,605	)
Equity		1,804,705			239,783
Currencies		(409,850	)		(279,624	)
Interest rates		(541,935	)		2,603,525


Total	$	369,433	*	$	1,979,079	*

~~Table~~* This amount is in “Total trading results” in the Partnership’s Statements of ~~Contents~~Income and Expenses.

~~Morgan~~6. ~~Stanley~~Fair ~~Smith~~Value ~~Barney Spectrum Technical L.P.~~ Measurements:

~~Notes~~Fair value is defined as the price that would be received to ~~Financial~~sell ~~Statements~~an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date under current market conditions. The fair value hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to fair values derived from unobservable inputs (Level 3). The level in the fair value hierarchy within which the fair value measurement in its entirety falls shall be determined based on the lowest level input that is significant to the fair value measurement in its entirety.

The fair value of exchange-traded futures, forward and option contracts is determined by the various exchanges, and reflects the settlement price for each contract as of the close of business on the last business day of the reporting period. The fair value of foreign currency forward contracts is extrapolated on a forward basis from the spot prices quoted as of approximately 3:00 P.M. (~~Unaudited~~E.T.) on the last business day of the reporting period from various exchanges. The fair value of non-exchange-traded foreign currency option contracts is calculated by applying an industry standard model application for options valuation of foreign currency options, using as input the spot prices, interest rates and option implied volatilities quoted as of approximately 3:00 P.M. (E.T.) on the last business day of the reporting period. U.S. Treasury bills are valued at the last available bid price received from independent pricing services as of the close of the last business day of the reporting period.

				Gross Amounts			Amounts			Gross Amounts Not Offset in the
				Offset in the			Presented in the			Statements of Financial Condition
				Statements of			Statements of					Cash Collateral
	Gross Amounts			Financial			Financial			Financial		Received/
December 31, 2015	Recognized			Condition			Condition			Instruments		Pledged*		Net Amount
Assets
Futures	$	1,246,262		$	(1,246,262	)	$	-		$	-	$	-	$	-
Forwards		1,901,957			(1,901,957	)		-			-		-		-
Total assets	$	3,148,219		$	(3,148,219	)	$	-		$	-	$	-	$	-
Liabilities
Futures	$	(1,548,907	)	$	1,246,262		$	(302,645	)	$	-	$	-	$	(302,645)
Forwards		(1,988,890	)		1,901,957			(86,933	)		-		-		(86,933)
Total liabilities	$	(3,537,797	)	$	3,148,219		$	(389,578	)	$	-	$	-	$	(389,578)
Net fair value														$	(389,578)	*

The Partnership and SECOR Master Fund consider prices for exchange-traded commodity futures, forward, swap and option contracts to be based on unadjusted quoted prices in active markets for identical assets and liabilities (Level 1). The values of U.S. Treasury bills, non-exchange-traded forward, swap and certain option contracts for which market quotations are not readily available are priced by broker quotes or pricing services that derive fair values for those assets and liabilities from observable inputs (Level 2). As of March 31, 2017 and December 31, 2016 and for the periods ended March 31, 2017 and December 31, 2016, the Partnership and SECOR Master Fund did not hold any derivative instruments that were priced at fair value using unobservable inputs through the application of the General Partner’s assumptions and internal valuation pricing models (Level 3). Transfers between levels are recognized at the end of the reporting period. During the reporting periods, there were no transfers of assets or liabilities between Level 1 and Level 2.

*15 In the event of default by the Partnership, MS&Co., the Partnership’s commodity futures broker and the sole counterparty to the Partnership’s off-exchange-traded contracts, as applicable, has the right to offset the Partnership’s obligation with the Partnership’s cash and/or U.S. Treasury bills held by MS&Co., thereby minimizing MS&Co.’s risk of loss. There is no collateral posted by MS&Co. and as such, in the event of default by MS&Co., the Partnership is exposed to the amount shown in the Statements of Financial Condition. In the case of exchange-traded contracts, the Partnership’s exposure to counterparty risk may be reduced since the exchange’s clearinghouse interposes its credit between buyer and seller and the clearinghouse’s guarantee fund may be available in the event of a default.

14Morgan Stanley Smith Barney Spectrum Technical L.P.

~~Table~~Notes ofto ~~Contents~~Financial Statements

~~Morgan~~(Unaudited) ~~Stanley Smith Barney Spectrum Technical L.P.~~

Notes to Financial Statements


March 31, 2017	Total		Level 1		Level 2		Level 3

Assets
Futures		$ 1,001,600		$ 1,001,600		$ -		$ -
Forwards		471,378		73,726		397,652		-


Total assets		$ 1,472,978		$ 1,075,326		$ 397,652		$ -


Liabilities
Futures		$ 565,554		$ 565,554		$ -		$ -
Forwards		803,330		129,727		673,603		-


Total liabilities		$ 1,368,884		$ 695,281		$ 673,603		$ -


December 31, 2016	Total		Level 1		Level 2		Level 3

Assets
Futures		$ 1,051,049		$ 1,051,049		$ -		$ -
Forwards		665,811		58,919		606,892		-


Total assets		$ 1,716,860		$ 1,109,968		$ 606,892		$ -


Liabilities
Futures		$ 756,615		$ 756,615		$ -		$ -
Forwards		730,361		293,032		437,329		-


Total liabilities		$ 1,486,976		$ 1,049,647		$ 437,329		$ -

~~(Unaudited)~~16

~~The~~Morgan ~~following~~Stanley ~~tables~~Smith ~~indicate~~Barney ~~the~~Spectrum ~~gross~~Technical ~~fair values of derivative instruments of futures and forward contracts as separate assets and liabilities as of September 30, 2016 and December 31, 2015, respectively~~L.P.

	September 30, 2016
Assets
Futures Contracts
Commodities	$	588,805
Equities		336,347
Currencies		69,949
Interest rates		386,000
Total unrealized appreciation on open futures contracts		1,381,101
Liabilities
Futures Contracts
Commodities		(267,311)
Equities		(162,721)
Currencies		(45,560)
Interest rates		(120,122)
Total unrealized depreciation on open futures contracts		(595,714)
Net unrealized appreciation on open futures contracts	$	785,387	*
Assets
Forward Contracts
Commodities	$	195,754
Currencies		666,351
Total unrealized appreciation on open forward contracts		862,105
Liabilities
Forward Contracts
Commodities		(176,859)
Currencies		(562,064)
Total unrealized depreciation on open forward contracts		(738,923)
Net unrealized appreciation on open forward contracts	$	123,182	**

Notes to Financial Statements

*(Unaudited) ~~This amount is in “Net unrealized appreciation on open futures contracts” in the Partnership’s Statements of Financial Condition.~~

**7. ~~This~~Investment ~~amount is~~ in ~~“Net~~SECOR ~~unrealized~~Master ~~appreciation on open forward contracts” in the Partnership’s Statements of Financial Condition.~~Fund:

15On January 1, 2015, the Partnership invested a portion of its assets in SECOR Master Fund. SECOR Master Fund permits accounts managed by SECOR using a variation of the program traded by SECOR Alpha Master Fund L.P., a proprietary, systematic trading program, to invest together in one trading vehicle. Individual and pooled accounts currently managed by SECOR, including the Partnership, are permitted to be limited partners of SECOR Master Fund. The General Partner and SECOR believe that trading through this structure should promote efficiency and economy in the trading process.

~~Table~~Summarized information reflecting the total assets, liabilities and partners’ capital of ~~Contents~~SECOR Master Fund is shown in the following tables.

Morgan Stanley Smith Barney Spectrum Technical L.P.


	March 31, 2017
	Total Assets		Total Liabilities		Total Partners’ Capital
SECOR Master Fund	$	33,400,233	$	652,180	$	32,748,053

	December 31, 2016
	Total Assets		Total Liabilities		Total Partners’ Capital
SECOR Master Fund	$	39,231,542	$	679,104	$	38,552,438

~~Notes~~Summarized toinformation ~~Financial~~reflecting ~~Statements~~the Partnership’s investment in, and the operations of SECOR Master Fund is shown in the following tables:

(Unaudited)

March 31, 2017

For the three months ended March 31, 2017

% of
Partners’
Capital

Fair
Value

Partnership’s
Pro-Rata Share
of Net Loss

Investment
Objective

Redemptions
Permitted

SECOR Master Fund

31.9%

$ 18,499,177

$ (181,651)

Commodity Portfolio

Monthly

December 31, 2016

For the three months ended March 31, 2016

% of
Partners’
Capital

Fair
Value

Partnership’s
Pro-Rata Share
of Net Income

Investment
Objective

Redemptions
Permitted

SECOR Master Fund

31.2%

$ 19,624,189

$ 661,671

Commodity Portfolio

Monthly

	December 31, 2015
Assets
Futures Contracts
Commodities	$	776,737
Equities		143,691
Currencies		121,130
Interest rates		204,704
Total unrealized appreciation on open futures contracts		1,246,262
Liabilities
Futures Contracts
Commodities		(762,145)
Equities		(170,908)
Currencies		(10,967)
Interest rates		(604,887)
Total unrealized depreciation on open futures contracts		(1,548,907)
Net unrealized depreciation on open futures contracts	$	(302,645)	*
Assets
Forward Contracts
Commodities	$	156,179
Currencies		1,745,778
Total unrealized appreciation on open forward contracts		1,901,957
Liabilities
Forward Contracts
Commodities		(366,155)
Currencies		(1,622,735)
Total unrealized depreciation on open forward contracts		(1,988,890)
Net unrealized depreciation on open forward contracts	$	(86,933)	**

SECOR Master Fund does not pay any management or incentive fees related to the Partnership’s investment in the fund. These fees are accrued and paid by the Partnership. The Partnership reimburses SECOR Master Fund for all brokerage related fees borne by SECOR Master Fund on behalf of the Partnership’s investment.

*As ~~This~~of ~~amount~~March 31, is2017 inand ~~“Net~~December 31, ~~unrealized~~2016, ~~depreciation~~the onPartnership ~~open~~owned ~~futures~~approximately ~~contracts”~~56.5% inand 50.9%, of SECOR Master Fund, respectively. It is the Partnership’s ~~Statements~~intention to continue to invest in SECOR Master Fund. The performance of ~~Financial~~the ~~Condition~~Partnership is directly affected by the performance of SECOR Master Fund.

**17 ~~This amount is in “Net unrealized depreciation on open forward contracts” in the Partnership’s Statements of Financial Condition.~~

16Morgan Stanley Smith Barney Spectrum Technical L.P.

~~Table~~Notes ofto ~~Contents~~Financial Statements

~~Morgan~~(Unaudited) ~~Stanley Smith Barney Spectrum Technical L.P.~~

~~Notes~~The totables ~~Financial~~below ~~Statements~~represent summarized Income Statement information for SECOR Master Fund for the three months ended March 31, 2017 and 2016, respectively.

(Unaudited)


For the Three Months Ended March 31, 2017	Investment Income		Net Investment Loss		Total Trading Results		Net Income (Loss)

SECOR Master Fund	$	39,232	$	(10,403)	$	(329,324)	$	(339,727)

For the Three Months Ended March 31, 2016	Investment Income		Net Investment Loss		Total Trading Results		Net Income (Loss)

SECOR Master Fund	$	26,225	$	(78,661)	$	1,213,880	$	1,135,219

~~The following tables indicate the Partnership’s trading gains and losses, by market sector, on derivative instruments for the three and nine months ended September 30, 2016 and 2015~~8. Subsequent Events:

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
Sector	2016			2015			2016			2015
Commodities	$	(309,812)		$	3,880,566		$	(2,292,488)		$	1,472,957
Equities		2,292,862			744,546			1,190,407			2,051,376
Currencies		(38,341)			158,147			(909,404)			1,600,340
Interest rates		(626,574)			1,830,469			3,491,341			1,746,143
Total	$	1,318,135	*	$	6,613,728	*	$	1,479,856	*	$	6,870,816	*

The General Partner evaluates events that occur after the balance sheet date but before and up until financial statements are issued. The General Partner has assessed the subsequent events through the date the financial statements were issued and has determined that there were no subsequent events requiring adjustment to or disclosure in the financial statements.

*18 ~~This amount is in “Total trading results” in the Partnership’s Statements of Income and Expenses.~~

6Item 2. ~~Fair~~Management’s ~~Value~~Discussion ~~Measurements:~~and Analysis of Financial Condition and Results of Operations.

~~Fair~~Liquidity value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date under current market conditions. The fair value hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and ~~the lowest~~Capital ~~priority~~Resources to fair values derived from unobservable inputs (Level 3). The level in the fair value hierarchy within which the fair value measurement in its entirety falls shall be determined based on the lowest level input that is significant to the fair value measurement in its entirety.

The ~~fair~~Partnership ~~value~~does ofnot ~~exchange-traded futures~~have, ~~forward~~nor ~~and~~does ~~option~~it ~~contracts~~expect ~~is determined~~to ~~by the various exchanges~~have, ~~and~~any ~~reflects~~capital ~~the~~assets. ~~settlement~~The ~~price~~Partnership ~~for~~does ~~each~~not ~~contract~~engage asin sales of goods ~~the~~or ~~close~~services. ofIts ~~business~~assets onare ~~the~~its ~~last~~(i) investment ~~business~~in ~~day~~SECOR ofMaster ~~the~~Fund, ~~reporting~~(ii) equity ~~period.~~in ~~The~~trading ~~fair~~account, ~~value~~consisting of ~~foreign~~cash ~~currency~~at ~~forward~~MS&Co. ~~contracts~~and iscash ~~extrapolated~~margin, onnet aunrealized ~~forward basis~~appreciation ~~from~~on ~~the~~open ~~spot~~futures ~~prices~~contracts, ~~quoted~~net asunrealized ~~of approximately 3:00 P.M. (E.T.)~~ appreciation on ~~the~~open ~~last~~forward ~~business~~contracts, ~~day~~and ofinvestment ~~the~~in ~~reporting~~U.S. ~~period~~Treasury ~~from~~bills ~~various~~at ~~exchanges. The~~ fair value, ofif ~~non-exchange-traded~~applicable, ~~foreign~~(iii) cash ~~currency~~at ~~option~~bank ~~contracts~~and is(iv) interest ~~calculated~~receivable. byBecause ~~applying~~of ~~an industry~~the ~~standard~~low ~~model~~margin ~~application~~deposits ~~for~~normally ~~options~~required ~~valuation~~in ofcommodity ~~foreign~~futures ~~currency options~~trading, ~~using~~relatively small asprice ~~input~~movements ~~the~~may ~~spot~~result ~~prices,~~in ~~interest~~substantial ~~rates~~losses ~~and~~to ~~option~~the ~~implied~~Partnership, ~~volatilities~~through ~~quoted~~its asdirect ofinvestments ~~approximately~~and ~~3:00~~investment ~~P.M.~~in ~~(E.T.)~~SECOR onMaster ~~the last business day of the reporting period~~Fund. ~~U.S.~~While ~~Treasury~~substantial ~~bills~~losses ~~are~~could ~~valued~~lead atto ~~the~~a ~~last~~material ~~available~~decrease ~~bid~~in ~~price~~liquidity, ~~received~~no ~~from~~such ~~independent~~illiquidity ~~pricing~~occurred ~~services as of~~ in the ~~close~~first ofquarter ~~the last business day~~ of ~~the reporting period~~2017.

The Partnership’s ~~considers~~investment ~~prices~~in ~~for~~Futures ~~exchange-traded~~Interests ~~commodity futures~~may, ~~forward,~~from ~~swap~~time ~~and option contracts~~ to time, be ~~based on~~illiquid. ~~unadjusted~~Most ~~quoted prices in active markets for identical assets and liabilities (Level 1). The values of~~ U.S. ~~Treasury~~futures ~~bills,~~exchanges ~~non-exchange-traded~~limit ~~forward,~~fluctuations ~~swap~~in ~~and~~prices ~~certain~~during ~~option~~a ~~contracts~~single ~~for~~day ~~which~~by ~~market~~regulations ~~quotations~~referred ~~are~~to ~~not~~as ~~readily~~“daily ~~available~~price ~~are priced~~fluctuation bylimits” ~~broker quotes~~ or ~~pricing~~“daily ~~services~~limits.” ~~that~~Trades ~~derive~~may ~~fair~~not ~~values~~be ~~for~~executed ~~those~~at ~~assets~~prices ~~and~~beyond ~~liabilities~~the ~~from~~daily ~~observable~~limit. ~~inputs~~If ~~(Level~~the price ~~2).~~for Asa ofparticular ~~September~~futures ~~30,~~or ~~2016,~~option ~~and~~contract ~~December 31,~~has ~~2015,~~increased ~~and~~or ~~for~~decreased ~~the~~by ~~periods~~an ~~ended~~amount ~~September~~equal ~~30,~~to ~~2016~~the ~~and~~daily ~~2015~~limit, ~~the Partnership~~positions ~~did~~in ~~not~~that ~~hold~~futures ~~any~~or ~~derivative~~option ~~instruments~~contract ~~that~~can ~~were~~neither ~~priced~~be attaken ~~fair~~nor ~~value~~liquidated ~~using~~unless ~~unobservable~~traders ~~inputs~~are ~~through~~willing ~~the~~to ~~application~~effect oftrades ~~the~~at ~~General~~or within ~~Partner’s~~the ~~assumptions~~limit. ~~and~~Futures ~~internal~~prices ~~valuation~~have ~~pricing~~occasionally ~~models~~moved ~~(Level~~the ~~3).~~daily ~~Transfers~~limit ~~between~~for ~~levels are~~several ~~recognized~~consecutive atdays ~~the~~with ~~end~~little ofor ~~the~~no ~~reporting period~~trading. ~~During~~These ~~the~~market ~~reporting~~conditions ~~periods,~~could ~~there~~prevent ~~were~~the noPartnership ~~transfers~~from ofpromptly ~~assets~~liquidating orits ~~liabilities~~futures ~~between~~or ~~Level~~option 1contracts and result ~~Level~~in 2restrictions on redemptions.

17There is no limitation on daily price movements in trading forward contracts on foreign currencies. The markets for some world currencies have low trading volume and are illiquid, which may prevent the Partnership from trading in potentially profitable markets or prevent the Partnership from promptly liquidating unfavorable positions in such markets, subjecting it 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.

~~Table~~Other than the risks inherent in commodity futures, forward, options, swaps and other derivatives trading and U.S. treasury bills and money market mutual fund securities, the Partnership knows of ~~Contents~~no 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.

~~Morgan~~The ~~Stanley~~Partnership’s ~~Smith~~capital ~~Barney~~consists ~~Spectrum~~of ~~Technical~~the Lcapital contributions of the partners as increased or decreased by net realized and/or unrealized gains or losses on trading and by expenses, interest income, redemptions of Units, and distributions of profit, if any.P.

~~Notes~~For the three months ended March 31, 2017, Partnership capital decreased 7.7% from $62,870,541 to ~~Financial~~$58,059,097. ~~Statements~~This decrease was attributable to redemptions of 250,413.852 limited partner Units totaling $4,394,936 coupled with a net loss of $416,508. Future redemptions can impact the amount of funds available for investments in subsequent periods.

~~(Unaudited)~~Other than as discussed above, 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.

September 30, 2016	Total		Level 1		Level 2		Level 3
Assets
Futures	$	1,381,101	$	1,381,101	$	-	$	-
Forwards		862,105		195,754		666,351		-
Total assets	$	2,243,206	$	1,576,855	$	666,351	$	-
Liabilities
Futures	$	595,714	$	595,714	$	-	$	-
Forwards		738,923		176,859		562,064		-
Total liabilities	$	1,334,637	$	772,573	$	562,064	$	-
December 31, 2015	Total		Level 1		Level 2		Level 3
Assets
U.S. Treasury bills	$	21,747,370	$	-	$	21,747,370	$	-
Futures		1,246,262		1,246,262		-		-
Forwards		1,901,957		156,179		1,745,778		-
Total assets	$	24,895,589	$	1,402,441	$	23,493,148	$	-
Liabilities
Futures	$	1,548,907	$	1,548,907	$	-	$	-
Forwards		1,988,890		366,156		1,622,734		-
Total liabilities	$	3,537,797	$	1,915,063	$	1,622,734	$	-

Off-Balance Sheet Arrangements and Contractual Obligations

18The Partnership does not have any off-balance sheet arrangements, nor does it have contractual obligations or commercial commitments to make future payments, that would affect its liquidity or capital resources.

~~Table~~Critical ofAccounting Policies ~~Contents~~

~~Morgan~~The ~~Stanley~~preparation ~~Smith~~of ~~Barney~~financial ~~Spectrum~~statements ~~Technical~~in Lconformity with GAAP requires the General Partner to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expense during the reporting period.P The General Partner believes that the estimates and assumptions utilized in preparing the financial statements are reasonable. Actual results could differ from those estimates. The Partnership’s significant accounting policies are described in detail in Note 2, “Basis of Presentation and Summary of Significant Accounting Policies,” of the financial statements.

~~Notes~~The toPartnership ~~Financial~~and SECOR Master Fund record all investments at fair value in their financial statements, with changes in fair value reported as a component of net realized gains (losses) and net change in unrealized gains (losses) in the Statements of Income and Expenses.

~~(Unaudited)~~19

7.Results ~~Investment~~of inOperations ~~the Master Funds:~~

OnGeneral. ~~December 1,~~The ~~2011, the~~ Partnership’s ~~invested~~results adepend ~~portion~~on ~~of its assets in Blackwater Master Fund. Blackwater Master Fund was formed to permit accounts managed now or in~~ the ~~future~~Trading byAdvisors ~~Blackwater~~and ~~using~~ the ~~Global~~ability ~~Program,~~of aeach ~~proprietary,~~Trading ~~systematic~~ Advisor’s trading program, to ~~invest~~take ~~together~~advantage in one trading vehicle. Ceres was also the general partner for Blackwater Master Fund. Individual and pooled accounts currently managed by Blackwater, including the Partnership, are permitted to be limited partners of ~~Blackwater~~price ~~Master~~movements ~~Fund. The General Partner and Blackwater believed that trading through this structure should promote efficiency and economy~~ in the ~~trading process. Effective September 30~~futures, ~~2015,~~forward ~~the Partnership redeemed its investment in Blackwater Master Fund for cash equal to $3,204,555,~~ and ~~Blackwater~~option ~~no longer trades on behalf of the Partnership~~markets.

OnAspect ~~January 1,~~trades ~~2015,~~ the allocated ~~Partnership invested a~~ portion of ~~its~~the Partnership’s assets in ~~SECOR~~accordance ~~Master~~with ~~Fund.~~its ~~SECOR~~Diversified ~~Master~~Program, ~~Fund permits accounts managed by SECOR using~~ a ~~variation~~proprietary, ofsystematic ~~the~~trading ~~program~~system. ~~traded~~The byDiversified ~~SECOR~~Program ~~Alpha~~is ~~Master Fund L.P.,~~ a proprietary, systematic global futures trading program,. toIts ~~invest~~goal ~~together~~is inthe ~~one~~generation of ~~trading~~significant ~~vehicle.~~long-term ~~Individual~~capital ~~and~~growth ~~pooled~~independent ~~accounts~~of ~~currently~~stock ~~managed~~and bybond ~~SECOR, including~~market ~~the~~returns. ~~Partnership,~~This ~~are~~program ~~permitted~~continuously tomonitors beprice ~~limited~~movements ~~partners~~in ofa ~~SECOR~~wide ~~Master~~range ~~Fund.~~of ~~The~~global ~~General~~financial, ~~Partner~~currency and ~~SECOR~~commodity ~~believe~~markets, ~~that~~searching ~~trading~~for ~~through~~profit ~~this~~opportunities ~~structure~~over periods ~~should~~ranging ~~promote~~from ~~efficiency~~a ~~and~~few ~~economy~~hours into ~~the~~several ~~trading process~~months.

~~Summarized~~Aspect ~~information~~has ~~reflecting~~designed the ~~total~~Diversified ~~assets,~~Program ~~liabilities~~to ~~and~~have ~~partners~~broad market diversification (subject to liquidity constraints). Aspect’s ~~capital~~quantitative ofresources ~~SECOR~~are ~~Master~~sufficient ~~Fund~~to isenable ~~shown~~it ~~in the~~to ~~following~~design ~~tables~~and implement a broadly diversified portfolio with a significant allocation to numerous different markets.

	September 30, 2016
	Total Assets		Total Liabilities		Total Partners’ Capital
SECOR Master Fund	$	44,664,982	$	380,450	$	44,284,532
	December 31, 2015
	Total Assets		Total Liabilities		Total Partners’ Capital
SECOR Master Fund	$	50,962,450	$	464,928	$	50,497,522

Aspect’s Diversified Program trades in over 100 markets in the seven major sectors: currencies, energy, metals, stock indices, bonds, agricultural commodities and interest rates implementing momentum strategies. Aspect is constantly examining new liquid and uncorrelated markets to incorporate in the program with the aim of improving its reward/risk ratio and capacity. Aspect has no market or sector preferences, believing that, allowing for liquidity effects, equal profitability can be achieved in the long-term in all markets. The key factors in determining the asset allocation are correlation and liquidity. Correlations are analyzed at the sector, sub-sector, economic block and market levels to design a portfolio which is highly diversified.

19Campbell trades the allocated portion of the Partnership’s assets in accordance with its Financial, Metal Energy Large Portfolio, a proprietary, systematic trading program. Campbell’s trading models are designed to detect and exploit medium-term to long-term price changes, while also applying risk management and portfolio management principles.

~~Table~~Campbell believes that utilizing multiple trading models provides an important level of ~~Contents~~diversification, and is most beneficial when multiple contracts of each market are traded. Every trading model may not trade every market. It is possible that one trading model may signal a long position while another trading model signals a short position in the same market. It is Campbell’s intention to offset those signals to reduce unnecessary trading, but if the signals are not simultaneous, both trades will be taken and since it is unlikely that both positions would prove profitable, in retrospect, one or both trades will appear to have been unnecessary. It is Campbell’s policy to follow trades signaled by each trading model independently of the other models.

~~Morgan~~SECOR’s ~~Stanley~~investment ~~Smith~~objectives ~~Barney~~are ~~Spectrum~~to ~~Technical~~generate Lhigh risk-adjusted returns by: (i) investing across a diverse set of asset classes, geographies, factors, themes and time horizons, (ii) identifying and exploiting temporarily pronounced market inefficiencies or risk premia, (iii) employing dynamic risk-budgeting to minimize tail risk and potentially enable alpha to be generated through timing of exposures and (iv) utilizing sophisticated modeling techniques supported by straight-forward economic intuition and sound fundamentals.P SECOR will seek to target long-term annualized volatility of 15% and low long-term correlation to other hedge fund strategies and broader markets. SECOR has a healthy respect for the general information efficiency of markets but believes that certain inefficiencies (or outsized risk premia) may exist in certain markets, and these or other inefficiencies (or risk premia) may periodically become more pronounced in particular market conditions. SECOR believes that it is feasible to construct an investment strategy that seeks to capture such inefficiencies (premia) in pursuit of high risk-adjusted returns (or excess returns for benchmarked mandates) that are lowly correlated with broad stock and bond market returns (alpha). SECOR employs statistical techniques and empirical analysis to help determine whether they believe that observed or conjectured alpha opportunities are real and, more importantly, likely to be sustained in the future. If properly employed, these techniques may have certain advantages versus a purely judgmental approach including the potential ability to: control for the impact of particular factors, evaluate phenomena over longer history, systematically assess confidence levels based on availability of data, evaluate performance over certain sub-periods and market cycles, identify certain possible causation and lead/lag effects, reduce certain common behavioral biases in human judgment and evaluate a range of factors in a systematic way.

~~Notes~~FORT trades the allocated portion of the Partnership’s assets in accordance with its Global Contrarian Program, a systematic, technical, trend-anticipating trading program. Global Contrarian’s investment objective is to ~~Financial~~achieve ~~Statements~~attractive absolute returns and reduced volatility of returns primarily through trading a broad spectrum of futures contracts, including contracts on short-term interest rates, bonds, currencies, stock indices energy and metals.

~~(Unaudited)~~20

~~Summarized~~Global ~~information~~Contrarian ~~reflecting~~generally seeks to anticipate and capitalize on short-to-intermediate-term trends (two to six weeks). Unlike a trend-following program, which would attempt to identify existing trends, Global Contrarian attempts to anticipate trends before they occur. Global Contrarian takes positions while the ~~Partnership’s~~market ~~investment~~is inmoving against the signal. As a result, ~~and~~its performance can be much more volatile than traditional trend-following models, but the potential for diversification is much greater. In an attempt to reduce the ~~operations~~volatility of ~~SECOR~~returns, ~~Master~~the ~~Fund~~allocation of capital is geographically diversified across Asia, Europe, Australia and ~~Blackwater~~North ~~Master~~America. ~~Fund~~FORT ~~are~~exercises ~~shown~~little inor no discretion over the ~~following~~rule-based and ~~tables:~~computerized trading signals generated by Global Contrarian. Global Contrarian uses Bayesian learning techniques to systematically adjust model parameters, markets, and sectors. The learning process favors both winners and losers for allocations. For example, markets that underperform recently but perform well over the long-term are candidates for allocation.

September 30, 2016

For the Three Months Ended September 30, 2016

% of

Partnership’s

Partners’

Fair

Pro-Rata Share

Investment

Redemptions

Capital

Value

of Net Income

Objective

Permitted

SECOR Master Fund

31.3%

22,970,657

1,297,082

Commodity Portfolio

Monthly

September 30, 2016

For the Nine Months Ended September 30, 2016

% of

Partnership’s

Partners’

Fair

Pro-Rata Share

Investment

Redemptions

Capital

Value

of Net Income

Objective

Permitted

SECOR Master Fund

31.3%

22,970,657

1,494,162

Commodity Portfolio

Monthly

December 31, 2015

For the Three Months Ended September 30, 2015

% of

Partnership’s

Partners’

Fair

Pro-Rata Share

Investment

Redemptions

Capital

Value

of Net Income

Objective

Permitted

SECOR Master Fund

30.4%

27,517,405

1,864,538

Commodity Portfolio

Monthly

Blackwater Master Fund

88,178

Commodity Portfolio

Monthly

December 31, 2015

For the Nine Months Ended September 30, 2015

% of

Partnership’s

Partners’

Fair

Pro-Rata Share

Investment

Redemptions

Capital

Value

of Net Income

Objective

Permitted

SECOR Master Fund

30.4%

27,517,405

2,774,470

Commodity Portfolio

Monthly

Blackwater Master Fund

(26,849

)

Commodity Portfolio

Monthly

The General Partner is not aware of any material changes to any of the trading programs discussed above during the fiscal quarter ended March 31, 2017.

~~SECOR~~Prior ~~Master~~to ~~Fund does not pay~~March 31, ~~and Blackwater Master Fund did not pay~~2016, ~~any~~Winton ~~management~~traded ~~or incentive fees related to~~ the Partnership’s ~~investment~~assets in accordance ~~the~~with ~~fund.~~its ~~These~~Diversified ~~fees~~Program, ~~are~~a ~~accrued~~proprietary, ~~and~~systematic ~~paid~~trading ~~by the Partnership~~system. The ~~Partnership~~Diversified ~~reimburses~~Program ~~SECOR~~trades ~~Master~~approximately ~~Fund,~~95 ~~and~~futures ~~reimbursed Blackwater Master Fund, for all brokerage related fees borne by Blackwater Master Fund~~ and ~~SECOR~~forward ~~Master~~contracts ~~Fund~~ on ~~behalf~~U.S. ofand ~~the~~non-U.S. ~~Partnership’s~~exchanges ~~investment~~and markets.

AsWinton ofemployed ~~September~~a 30fully systematic, ~~2016 and December 31~~computerized, ~~2015~~technical, ~~the~~trend-following ~~Partnership~~trading ~~owned~~system ~~approximately~~developed ~~51.9%~~by ~~and~~its 54principals.~~5%,~~ ofThis system ~~SECOR~~tracks ~~Master~~the ~~Fund,~~daily ~~respectively.~~price Itmovements isfrom these markets around the ~~Partnership’s~~world, ~~intention~~and tocarries ~~continue~~out certain computations to ~~invest~~determine each day how long or short the portfolio should be in ~~SECOR~~an ~~Master~~attempt ~~Fund.~~to ~~The~~maximize ~~performance~~profit ofwithin ~~the~~a ~~Partnership~~certain isrange ~~directly~~of ~~affected~~risk. byIf ~~the~~rising ~~performance~~prices ofin ~~SECOR~~a ~~Master~~particular ~~Fund~~market are anticipated, ~~and~~a ~~was~~long ~~directly~~position ~~affected~~will bybe ~~the~~established ~~performance~~in ofthat ~~Blackwater~~market; ~~Master~~if ~~Fund~~prices in a particular market are expected to fall, a short position in that market will be established.

20The following chart sets forth the percentage and the amount of the Partnership’s net assets allocated to each Trading Advisor as of March 31, 2017 and December 31, 2016, respectively, and the change during the three months ended March 31, 2017.


Trading Advisor	Allocation as of March 31, 2017 (%)		Allocation as of December 31, 2016 (%)		Allocation as of March 31, 2017 ($)		Allocation as of December 31, 2016 ($)		Change during the period (%)

Aspect		23.24 %		24.67 %	$	13,494,499	$	15,508,360		(12.99) %
Campbell		17.00		18.29		9,868,256		11,501,702		(14.20)
SECOR		31.72		31.07		18,416,982		19,534,301		(5.72)
FORT		28.04		25.97		16,279,360		16,326,178		(0.29)

~~Morgan~~The ~~Stanley~~following ~~Smith~~presents ~~Barney~~a ~~Spectrum~~summary ~~Technical~~of Lthe Partnership’s operations for the three months ended March 31, 2017 and 2016, and a general discussion of its trading activities during each period.P 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 future. 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.

~~Notes~~The Partnership’s results of operations set forth in the financial statements 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 Partnership and SECOR Master trade are accounted for on a trade-date basis and marked to ~~Financial~~market on a daily basis. The difference between their original contract value and market value is recorded in the Statements of Income and Expenses as “Net change in unrealized gains (losses) on open contracts” and “Net change in unrealized gains (losses) on open contracts allocated from SECOR Master Fund” and recorded as “Net realized gains (losses) on closed contracts” and “Net realized gains (losses) on closed contracts allocated from SECOR Master Fund” when open positions are closed out. The sum of these amounts constitutes the Partnership’s trading results. Interest income, as well as management fees, incentive fees, General Partner fees and ongoing placement agent fees of the Partnership are recorded on an accrual basis, as applicable. The Partnership records its investment in SECOR Master Fund at fair value on the basis of the net asset value of such investments.

~~(Unaudited)~~The General Partner 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.

~~The~~21 ~~tables below represent summarized Income Statement information for SECOR Master Fund and Blackwater Master Fund for the three and nine months ended September 30, 2016 and 2015, respectively.~~

For the Three Months	Investment		Net			Total Trading		Net Income
Ended September 30, 2016	Income		Investment Loss			Results		(Loss)
SECOR Master Fund	$	22,992	$	(50,084	)	$	2,380,570	$	2,330,486
For the Nine Months	Investment		Net			Total Trading		Net Income
Ended September 30, 2016	Income		Investment Loss			Results		(Loss)
SECOR Master Fund	$	68,749	$	(195,808	)	$	2,774,132	$	2,578,324
For the Three Months	Investment		Net			Total Trading		Net Income
Ended September 30, 2015	Income		Investment Loss			Results		(Loss)
SECOR Master Fund	$	6,456	$	(83,257	)	$	3,610,700	$	3,527,443
Blackwater Master Fund		390		(16,617	)		297,125		280,508
For the Nine Months	Investment		Net			Total Trading		Net Income
Ended September 30, 2015	Income		Investment Loss			Results		(Loss)
SECOR Master Fund	$	8,068	$	(304,487	)	$	6,168,503	$	5,864,016
Blackwater Master Fund		1,120		(39,750	)		87,198		47,448

During the Partnership’s first quarter of 2017, the net asset value per Unit decreased 0.7% from $17.59 to $17.46, as compared to an increase of 0.5% during the first quarter of 2016. The Partnership experienced a net trading gain before fees and expenses in the first quarter of 2017 of $369,433. Gains were primarily attributable to the Partnership’s/SECOR Master Fund’s trading of Futures Interests in indices and livestock and were partially offset by losses in currencies, energy, grains, U.S. and non-U.S. interest rates, metals and softs. The Partnership experienced a net trading gain before fees and expenses in the first quarter of 2016 of $1,979,079. Gains were primarily attributable to the Partnership’s/SECOR Master Fund’s trading of Futures Interests in currencies, energy, U.S. and non-U.S. interest rates and were partially offset by losses in indices, metals and agriculturals.

8The most significant losses were incurred within the global interest rate markets, primarily during March, from long positions in European and U.S. ~~Subsequent~~fixed ~~Events:~~income futures as prices declined amid speculation of growing hawkish sentiment in central banks across the globe. Within the energy sector, losses were incurred primarily during January from positions in gasoline futures as prices moved without consistent direction throughout the month amid speculation regarding the surplus of U.S. gasoline supplies as refineries head into spring maintenance season. Additional losses were incurred during January from long positions in natural gas futures as prices decreased amid limited demand due to milder-than-normal temperatures in North America. Losses were recorded with the currency markets during March from short positions in the euro and Japanese yen versus the U.S. dollar as the relative value of the dollar depreciated following comments from the U.S. Federal Reserve which caused investors to revise expectations for further interest rate hikes in 2017. Within the agricultural sector, losses were incurred during January from short positions in coffee futures as prices advanced amid a decline in production and supply from major coffee-growing countries. Additional losses in the agricultural sector were incurred from positions in wheat, corn, and soybeans. Within the metals sector, losses were incurred during March from long positions in gold and silver futures as prices retreated during the first half of the month as rising interest rates diminished precious metal demand. Further losses were recorded throughout the first quarter from positions in lead, nickel, and tin. The Partnership’s losses for the quarter were offset by gains experienced within the global stock index sector, primarily during January and February, from long positions in U.S. and European equity index futures as prices rallied amid renewed bullishness about President Donald Trump’s policies, in particular those relating to tax reform and the impact they may have on economic growth. Additional gains were recorded in this sector during March.

~~The~~22 General Partner evaluates events that occur after the balance sheet date but before financial statements are issued. The General Partner has assessed the subsequent events through the date of issuance and has determined that there were no subsequent events requiring adjustment to or disclosure in the financial statements.

21Item 3. Quantitative and Qualitative Disclosures About Market Risk.

~~Table~~The Partnership and SECOR Master Fund are speculative commodity pools. The market sensitive instruments held by the Partnership/SECOR Master Fund are acquired for speculative trading purposes, and all or substantially all of ~~Contents~~the Partnership/SECOR Master Fund’s assets are subject to the risk of trading loss. Unlike an operating company, the risk of market sensitive instruments is integral, not incidental, to the Partnership’s and SECOR Master Fund’s main line of business.

~~Item~~The 2.limited ~~Management’s~~partners ~~Discussion~~will ~~and~~not ~~Analysis~~be ofliable ~~Financial~~for ~~Condition~~losses ~~and~~exceeding ~~Results~~the current net asset value of ~~Operations~~their investment.

~~Liquidity~~Market movements result in frequent changes in the fair value of the Partnership/SECOR Master Fund’s open positions and, consequently, ~~Capital~~in ~~Resources~~their earnings and cash balances. The Partnership/SECOR Master Fund’s market risk is influenced by a wide variety of factors, including the level and volatility of interest rates, exchange rates, equity price levels, the market value of financial instruments and contracts, the diversification effects of the Partnership/SECOR Master Fund’s open contracts and the liquidity of the markets in which they trade.

The Partnership ~~does not engage in sales of goods or services. Its assets are its (i) investment in~~ /SECOR Master Fund, ~~(ii) equity~~rapidly inacquire ~~trading account, consisting of cash at MS&Co.~~ and ~~cash~~liquidate ~~margin,~~both ~~net~~long ~~unrealized appreciation on open futures contracts, net unrealized appreciation on open forward contracts,~~ and ~~investment~~short positions in ~~U.S.~~a ~~Treasury~~wide ~~bills~~range atof ~~fair value, if~~different ~~applicable, (iii) cash at bank and (iv) interest receivable~~markets. ~~Because~~Consequently, ofit ~~the~~is ~~low~~not ~~margin~~possible ~~deposits~~to ~~normally~~predict ~~required~~how ina ~~commodity~~particular ~~futures~~future ~~trading,~~market ~~relatively~~scenario ~~small~~will ~~price~~affect ~~movements may result in substantial losses to the Partnership~~performance, ~~through its direct investments~~ and ~~investment~~the in Partnership’s/SECOR Master Fund.’s ~~While~~past ~~substantial~~performance ~~losses~~is ~~could~~not ~~lead~~necessarily toindicative ~~a material decrease in liquidity, no such illiquidity occurred in the third quarter~~ of ~~2016~~future results.

~~The~~Quantifying the Partnership’s ~~capital consists of the capital contributions of the partners as increased or decreased by net realized and~~/orSECOR ~~unrealized~~Master ~~gains~~Fund’s orTrading ~~losses~~Value onat ~~trading~~Risk ~~and by expenses, interest income, redemptions of Units, and distributions of profit, if any.~~

~~For~~The following quantitative disclosures regarding the ~~nine~~Partnership’s/SECOR ~~months~~Master ~~ended~~Fund’s ~~September~~market ~~30,~~risk ~~2016,~~exposures contain “forward-looking statements” within the ~~Partnership’s~~meaning ~~capital~~of ~~decreased~~the ~~18.9%~~safe harbor from ~~$90,383,921~~civil toliability ~~$73,284,974. This~~provided ~~decrease~~for ~~was~~such ~~attributable~~statements toby ~~redemptions~~the Private Securities Litigation Reform Act of ~~790,651.779~~1995 ~~limited~~(set ~~partners~~forth ~~Units~~in ~~totaling~~Section ~~$14,742,836~~27A ~~and~~of ~~redemptions~~the Securities Act of 91933,~~039.202~~ ~~General~~as amended ~~Partner~~(the ~~Units~~“Securities ~~totaling $175~~Act”),~~273,~~ ~~coupled~~and ~~with~~Section a21E ~~net~~of ~~loss~~the Securities Exchange Act of $21934,~~180,838~~ as amended (the “Exchange Act”)). ~~Future~~All ~~redemptions~~quantitative ~~can~~disclosures ~~impact~~in ~~the amount~~this section are deemed to be forward-looking statements for purposes of the ~~funds~~safe ~~available~~harbor, except for ~~investment~~statements inof ~~subsequent~~historical ~~periods~~fact.

~~Critical~~The ~~Accounting~~Partnership/SECOR ~~Policies~~Master Fund accounts for open positions on the basis of fair value accounting principles. Any loss in the market value of the Partnership’s/SECOR Master Fund’s open positions are directly reflected in the Partnership’s/SECOR Master Fund’s earnings and cash flow.

The ~~preparation~~Partnership’s/SECOR ofMaster ~~financial~~Fund’s ~~statements~~risk exposure in ~~conformity with GAAP requires~~ the ~~General~~market ~~Partner~~sectors totraded ~~make~~by ~~estimates and assumptions that affect~~ the ~~reported~~Trading ~~amounts~~Advisors ofis estimated ~~assets~~below ~~and~~in ~~liabilities~~terms ~~and disclosures~~ of ~~contingent~~Value ~~assets and liabilities~~ at ~~the date of the financial statements and the reported amounts of income and expense during the reporting period~~Risk. ~~The~~Please ~~General~~note ~~Partner believes~~ that the ~~estimates~~Value ~~and~~at ~~assumptions~~Risk ~~utilized~~model inis ~~preparing~~used ~~the~~to ~~financial~~numerically ~~statements~~quantify ~~are~~market ~~reasonable.~~risk ~~Actual~~for ~~results~~historic ~~could~~reporting ~~differ~~purposes ~~from~~only ~~those~~and ~~estimates.~~is ~~The~~not ~~Partnership’s~~utilized ~~significant~~by ~~accounting~~either ~~policies~~Ceres ~~are~~or ~~described~~the inTrading ~~detail~~Advisors in ~~Note~~their 2,daily risk ~~“Basis~~management ~~of Presentation and Summary of Significant Accounting Policies,” of the financial statements~~activities.

~~The Partnership~~“Value ~~and~~at Risk” is a measure of the maximum amount which the Partnership/SECOR Master Fund ~~record~~could ~~all~~reasonably ~~investments~~be atexpected ~~fair~~to ~~value~~lose in ~~their~~a ~~financial~~given ~~statements~~market sector. However, ~~with~~the ~~changes~~inherent uncertainty of the Partnership’s/SECOR Master Fund’s speculative trading and the recurrence in ~~fair~~the ~~value~~markets ~~reported~~traded asby athe ~~component~~Partnership/SECOR Master Fund of ~~net~~market ~~realized~~movements ~~gains~~far ~~(losses)~~exceeding ~~and~~expectations ~~net~~could ~~change~~result in ~~unrealized~~actual ~~gains~~trading (or non-trading losses) infar beyond the ~~Statements~~indicated ofValue at Risk or the Partnership’s/SECOR Master Fund’s experience to ~~Income~~date ~~and~~(i.e., ~~Expenses~~“risk of ruin”). ~~The~~In ~~General~~light ~~Partner~~of ~~estimates~~the ~~that,~~foregoing atas ~~any~~well ~~given~~as ~~time,~~the ~~approximately~~risks ~~21.2%~~and uncertainties intrinsic to ~~33.3%~~all future projections, the inclusion of the quantification in this section should not be considered to constitute any assurance or representation that the Partnership’s/SECOR ~~contracts~~Master ~~are~~Fund’s ~~traded~~losses ~~over-~~in any market sector will be limited to Value at Risk or by the~~-counter~~ Partnership’s/SECOR Master Fund’s attempt to manage their market risk.

~~Results~~Exchange margin requirements have been used by the Partnership/SECOR Master Fund as the measure of ~~Operations~~their Value at Risk. Margin requirements are set by exchanges to equal or exceed the maximum losses reasonably expected to be incurred in the fair value of any given contract in 95%-99% of any one-day interval. The margin levels are established by dealers and exchanges using historical price studies as well as an assessment of current market volatility (including the implied volatility of the options on a given futures contract) and economic fundamentals to provide a probabilistic estimate of the maximum expected near-term one-day price fluctuation.

~~General:~~Value at Risk tables represent a probabilistic assessment of the risk of loss in market risk sensitive instruments. The Trading Advisors, with exception to SECOR, currently trade the Partnership’s ~~results~~assets ~~depend~~directly onin ~~the~~managed ~~Trading~~accounts ~~Advisors~~established ~~and~~in the ~~ability~~name of ~~each~~the ~~Trading~~Partnership, ~~Advisor’s~~over which they have been granted limited authority to make trading decisions. The following trading ~~program~~Value toat ~~take~~Risk ~~advantage~~tables ofreflect ~~price~~the ~~movements~~market insensitive instruments held by the ~~futures~~Partnership and indirectly, ~~forward~~through ~~and~~its ~~option~~investments ~~markets~~in the SECOR Master Fund. There have been no material changes in the trading Value at Risk information previously disclosed in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2016.

~~Aspect~~23 trades the allocated portion of the Partnership’s assets in accordance with its Diversified Program, a proprietary, systematic trading system. The Diversified Program is a proprietary, systematic global futures trading program. Its goal is the generation of significant long-term capital growth independent of stock and bond market returns. This program continuously monitors price movements in a wide range of global financial, currency and commodity markets, searching for profit opportunities over periods ranging from a few hours to several months.

~~Aspect~~As ~~has~~of ~~designed~~March 31, 2017, the ~~Diversified Program to have broad market diversification (subject to liquidity constraints). Aspect~~Partnership’s ~~quantitative~~total ~~resources~~capitalization ~~are sufficient to enable it to design and implement a broadly diversified portfolio with a significant allocation to numerous different markets~~was $58,059,097.


March 31, 2017

Market Sector	Value at Risk		% of Total Capitalization			Three Month Ended March 31, 2017
Market Sector	Value at Risk		% of Total Capitalization			High Value at Risk		Low Value at Risk		Average Value at Risk*
Commodity	$	2,682,354		4.62	%	$	2,743,424	$	2,030,973	$	2,371,530
Equity		5,138,820		8.85			5,293,973		4,639,170		4,979,136
Currencies		6,069,523		10.46			6,566,251		5,313,493		5,991,279
Interest rates		1,225,723		2.11			2,050,802		1,225,723		1,776,031

Total	$	15,116,420		26.04	%

~~Table~~* Average of ~~Contents~~daily Value at Risk.

~~Aspect’s~~As Diversified Program trades in over 100 markets in the seven major sectors: currencies, energy, metals, stock indices, bonds, agricultural commodities and interest rates implementing momentum strategies. Aspect is constantly examining new liquid and uncorrelated markets to incorporate in the program with the aim of ~~improving~~ ~~its reward/risk ratio and capacity. Aspect has no market or sector preferences~~December 31, ~~believing that~~2016, ~~allowing for liquidity effects, equal profitability can be achieved in~~ the ~~long-term~~Partnership’s intotal ~~all~~capitalization ~~markets.~~was ~~The key factors in determining the asset allocation are correlation and liquidity. Correlations are analyzed at the sector~~$62, ~~sub-sector~~870, ~~economic block and market levels to design a portfolio which is highly diversified~~541.

Campbell trades the allocated portion of the Partnership’s assets in accordance with its Financial, Metal Energy Large Portfolio, a proprietary, systematic trading program. Campbell’s trading models are designed to detect and exploit medium-term to long-term price changes, while also applying risk management and portfolio management principles.


December 31, 2016

Market Sector	Value at Risk		% of Total Capitalization			Twelve Months Ended December 31, 2016
Market Sector	Value at Risk		% of Total Capitalization			High Value at Risk		Low Value at Risk		Average Value at Risk*
Commodity	$	2,545,667		4.05	%	$	5,525,458	$	2,210,452	$	3,808,206
Equity		4,971,704		7.91			6,941,716		2,923,670		5,401,231
Currencies		6,186,417		9.84			9,171,218		3,350,153		6,071,653
Interest rates		1,900,235		3.02			3,291,761		1,619,014		2,497,709

Total	$	15,604,023		24.82	%

~~Campbell~~* Annual ~~believes~~average ~~that utilizing multiple trading models provides an important level~~ of ~~diversification,~~daily ~~and~~Value isat ~~most beneficial when multiple contracts of each market are traded~~Risk. Every trading model may not trade every market. It is possible that one trading model may signal a long position while another trading model signals a short position in the same market. It is Campbell’s intention to offset those signals to reduce unnecessary trading, but if the signals are not simultaneous, both trades will be taken and since it is unlikely that both positions would prove profitable, in retrospect, one or both trades will appear to have been unnecessary. It is Campbell’s policy to follow trades signaled by each trading model independently of the other models.

~~SECOR’s~~24 investment objectives are to generate high risk-adjusted returns by: (i) investing across a diverse set of asset classes, geographies, factors, themes and time horizons, (ii) identifying and exploiting temporarily pronounced market inefficiencies or risk premia, (iii) employing dynamic risk-budgeting to minimize tail risk and potentially enable alpha to be generated through timing of exposures and (iv) utilizing sophisticated modeling techniques supported by straight-forward economic intuition and sound fundamentals. SECOR will seek to target long-term annualized volatility of 15% and low long-term correlation to other hedge fund strategies and broader markets. SECOR has a healthy respect for the general information efficiency of markets but believes that certain inefficiencies (or outsized risk premia) may exist in certain markets, and these or other inefficiencies (or risk premia) may periodically become more pronounced in particular market conditions. SECOR believes that it is feasible to construct an investment strategy that seeks to capture such inefficiencies (premia) in pursuit of high risk-adjusted returns (or excess returns for benchmarked mandates) that are lowly correlated with broad stock and bond market returns (alpha). SECOR employs statistical techniques and empirical analysis to help determine whether they believe that observed or conjectured alpha opportunities are real and, more importantly, likely to be sustained in the future. If properly employed, these techniques may have certain advantages versus a purely judgmental approach including the potential ability to: control for the impact of particular factors, evaluate phenomena over longer history, systematically assess confidence levels based on availability of data, evaluate performance over certain sub-periods and market cycles, identify certain possible causation and lead/lag effects, reduce certain common behavioral biases in human judgment and evaluate a range of factors in a systematic way.

~~FORT~~Item ~~trades the allocated portion of the Partnership’s assets in accordance with its Global Contrarian Program, a systematic, technical, trend-anticipating trading program~~4. ~~Global~~ ~~Contrarian’s~~Controls ~~investment objective is to achieve attractive absolute returns~~ and ~~reduced volatility of returns primarily through trading a broad spectrum of futures contracts, including contracts on short-term interest rates, bonds, currencies, stock indices energy and metals~~Procedures.

~~Global Contrarian~~The ~~generally~~Partnership’s ~~seeks~~disclosure controls ~~to anticipate~~ and ~~capitalize~~procedures onare ~~short-to-intermediate-term~~designed ~~trends (two~~ to ~~six~~ensure ~~weeks).~~that ~~Unlike~~information arequired ~~trend-following program, which would attempt~~ to ~~identify~~be ~~existing~~disclosed ~~trends,~~by ~~Global Contrarian attempts to anticipate trends before they occur. Global Contrarian takes positions while~~ the ~~market~~Partnership ison ~~moving against~~ the ~~signal.~~reports Asthat ait ~~result,~~files ~~its~~or ~~performance~~submits ~~can~~under bethe ~~much~~Securities ~~more~~Exchange ~~volatile~~Act ~~than~~of ~~traditional~~1934 ~~trend-following models, but~~ (the ~~potential~~“Exchange ~~for~~Act”) ~~diversification~~ is ~~much~~recorded, processed, ~~greater.~~summarized Inand anreported ~~attempt~~within ~~to reduce~~ the ~~volatility~~time ofperiods ~~returns,~~expected in the ~~allocation~~SEC’s ofrules ~~capital~~and isforms. ~~geographically~~Disclosure ~~diversified~~controls ~~across~~and ~~Asia,~~procedures ~~Europe,~~include ~~Australia~~controls and ~~North~~procedures ~~America.~~designed ~~FORT~~to ~~exercises~~ensure ~~little~~that orinformation norequired ~~discretion~~to ~~over~~be ~~the~~disclosed ~~rule-based~~by ~~and~~the ~~computerized~~Partnership ~~trading~~in the ~~signals~~reports ~~generated~~it byfiles ~~Global~~is ~~Contrarian.~~accumulated ~~Global~~and ~~Contrarian~~communicated ~~uses Bayesian learning techniques~~ to ~~systematically~~management, ~~adjust~~including ~~model~~the ~~parameters,~~President ~~markets,~~ and ~~sectors.~~Chief ~~The~~Financial ~~learning~~Officer ~~process~~(the ~~favors~~“CFO”) ~~both~~of ~~winners~~the ~~and~~General ~~losers for allocations. For example~~Partner, ~~markets that~~to ~~underperform~~allow ~~recently~~for ~~but~~timely ~~perform~~decisions ~~well~~regarding ~~over~~required ~~the~~disclosure ~~long-term~~and ~~are~~appropriate ~~candidates for allocation~~SEC filings.

~~Prior~~The toGeneral ~~March~~Partner ~~31,~~is ~~2016, Winton~~responsible ~~traded~~for ~~the~~ensuring ~~Partnership’s~~that ~~assets~~there inis ~~accordance~~an ~~with~~adequate ~~its~~and ~~Diversified~~effective ~~Program,~~process ~~a proprietary~~for establishing, ~~systematic~~maintaining ~~trading~~and ~~system.~~evaluating ~~The~~disclosure ~~Diversified~~controls ~~Program trades approximately 95 futures~~ and ~~forward~~procedures ~~contracts~~for onthe ~~U.S.~~Partnership’s ~~and~~external ~~non-U~~disclosures.S. ~~exchanges and markets.~~

23The General Partner’s President and CFO have evaluated the effectiveness of the Partnership’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of March 31, 2017, and, based on that evaluation, the General Partner’s President and CFO have concluded that, at that date, the Partnership’s disclosure controls and procedures were effective.

~~Table~~The Partnership’s internal control over financial reporting is a process under the supervision of ~~Contents~~the General Partner’s President and CFO to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements in accordance with GAAP. These controls include policies and procedures that:

~~Winton~~• ~~employed~~pertain a fully systematic, computerized, technical, trend-following trading system developed by its principals. This system tracks the daily price movements from these markets around the world, and carries out certain computations to ~~determine each day how long or short~~ the ~~portfolio~~maintenance ~~should be in an attempt to maximize profit within a certain range~~ of ~~risk. If rising prices in a particular market are anticipated~~records, ~~a long position will be established in~~ that ~~market; if prices~~ in areasonable ~~particular~~detail, ~~market~~accurately ~~are~~and ~~expected~~fairly toreflect ~~fall,~~the atransactions ~~short~~and ~~position~~dispositions inof ~~that~~the ~~market~~assets ~~will be~~of ~~established.~~the Partnership;

~~Prior~~• toprovide ~~September 30,~~reasonable ~~2015,~~assurance ~~Blackwater~~that ~~traded~~(i) ~~its~~transactions ~~Global~~are ~~Program~~recorded onas ~~behalf~~necessary ~~of the Partnership. Blackwater utilizes medium and long-term, systematic technical models~~ to ~~trade~~permit ~~global~~preparation ~~futures and foreign exchange markets. The models are designed to establish positions when market behavior exhibits a high probability~~ of anfinancial ~~emerging~~statements ~~sustained move.~~in ~~Blackwater~~accordance ~~seeks~~with ~~to aggressively protect open equity after profit targets have been reached~~GAAP, ~~limiting sharp reversals~~ and ~~drawdowns.~~(ii) Itthe ~~incorporates~~Partnership’s ~~strict~~receipts ~~money~~are ~~management~~handled ~~techniques~~and ~~based~~expenditures onare ~~individual~~made ~~market,~~only ~~sector~~pursuant ~~and~~to ~~portfolio~~authorizations ~~levels~~of ~~in order~~the toGeneral ~~reduce~~Partner; ~~volatility.~~ and

~~The~~• ~~following~~provide ~~chart~~reasonable ~~sets~~assurance ~~forth~~regarding ~~the~~prevention ~~percentage~~or ~~and~~timely ~~the~~detection ~~amount~~and correction of ~~the~~unauthorized ~~Partnership’s~~acquisition, ~~net assets~~use ~~allocated~~or todisposition ~~each Trading Advisor as~~ of ~~September~~the ~~30,~~Partnership’s ~~2016~~assets ~~and~~that ~~June~~could ~~30,~~have ~~2016,~~a ~~respectively,~~material ~~and~~effect ~~the~~on ~~change during~~ the ~~three~~financial ~~months ended September 30, 2016~~statements.

Trading Advisor	Allocation as of September 30, 2016 (%)		Allocation as of June 30 2016 (%)		Allocation as of September 30, 2016 ($)		Allocation as of June 30, 2016 ($)		Changeduring the period (%)
Aspect		26.18%		33.31%		19,185,222		26,371,886		(27.25)
Campbell		19.62%		31.33%		14,379,766		24,807,723		(42.04)
SECOR		28.61%		35.36%		20,968,527		27,999,651		(25.11)
FORT		25.59%		0.00%		18,751,459		-		100.00

There were no changes in the Partnership’s internal control over financial reporting process during the fiscal quarter ended March 31, 2017 that materially affected, or are reasonably likely to materially affect, the Partnership’s internal control over financial reporting.

~~The~~25 following presents a summary of the Partnership’s operations for the three and nine months ended September 30, 2016, and 2015, 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 future. 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.

~~The~~PART Partnership’s results of operations set forth in the financial statements 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 Partnership and SECOR Master trade are accounted for on a trade-date basis and marked to market on a daily basisII. ~~The~~OTHER ~~difference~~INFORMATION between their original contract value and market value is recorded in the Statements of Income and Expenses as “Net change in unrealized gains (losses) on open contracts,” “Net change in unrealized gains (losses) on open contracts allocated from Blackwater Master Fund” and “Net change in unrealized gains (losses) on open contracts allocated from SECOR Master Fund,” and recorded as “Net realized gains (losses) on closed contracts,” “Net realized gains (losses) on closed contracts allocated from Blackwater Master Fund” and “Net realized gains (losses) on closed contracts allocated from SECOR Master Fund” when open positions are closed out. The sum of these amounts constitutes the Partnership’s trading results. Interest income, as well as management fees, incentive fees, General Partner fees and ongoing placement agent fees of the Partnership are recorded on an accrual basis, as applicable. The Partnership records its investment in SECOR Master Fund and recorded its investment in Blackwater Master Fund, at fair value on the basis of the net asset value of such investments.

~~The~~Item ~~General~~1. ~~Partner~~Legal 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 amountsProceedings.

24This section describes the major pending legal proceedings, other than ordinary routine litigation incidental to the business, to which MS&Co. or its subsidiaries is a party or to which any of their property is subject. There are no material legal proceedings pending against the Partnership or the General Partner.

~~Table~~On June 1, 2011, Morgan Stanley & Co. Incorporated converted from a Delaware corporation to a Delaware limited liability company. As a result of ~~Contents~~that conversion, Morgan Stanley & Co. Incorporated is now named Morgan Stanley & Co. LLC (“MS&Co.”).

~~During~~MS&Co. ~~the~~is ~~Partnership’s~~a ~~third~~wholly-owned, ~~quarter~~indirect subsidiary of ~~2016~~Morgan Stanley, ~~the~~a ~~net~~Delaware ~~asset~~holding ~~value~~company. ~~per~~Morgan ~~Unit increased~~Stanley ~~0.3%~~files ~~from~~periodic reports ~~$18.42~~with tothe ~~$18.47,~~SEC as ~~compared~~required toby anthe ~~increase~~Securities Exchange Act of ~~5.3%~~1934, inas amended (the ~~third~~“Exchange ~~quarter~~Act”), which include current descriptions of ~~2015.~~material ~~The~~litigation ~~Partnership~~and ~~experienced~~material aproceedings ~~net~~and ~~trading~~investigations, ~~gain~~if ~~before~~any, ~~fees~~by governmental and/or regulatory ~~expenses~~agencies inor ~~the~~self-regulatory ~~third~~organizations ~~quarter~~concerning ofMorgan ~~2016~~Stanley ofand $1its subsidiaries,~~318,135~~ including MS&Co.~~Gains~~ ~~were~~As ~~primarily attributable~~a toconsolidated ~~the~~subsidiary ~~Partnership’s/SECOR~~of ~~Master~~Morgan ~~Fund’s~~Stanley, ~~trading~~MS&Co. ofdoes ~~commodity~~not ~~futures~~file inits own periodic reports with the ~~equities~~SEC ~~sector~~that contain descriptions of material litigation, proceedings and ~~were~~investigations. ~~partially~~As ~~offset~~a byresult, ~~losses~~we inrefer you to the ~~commodities,~~“Legal ~~currencies~~Proceedings” ~~and~~section ~~interest~~of ~~rates~~Morgan ~~sectors.~~Stanley’s ~~The~~SEC ~~Partnership~~10-K ~~experienced~~filings afor ~~net~~2016, 2015, 2014, 2013, ~~trading~~and ~~gain~~2012. ~~before~~In ~~fees~~addition, ~~and~~MS&Co. ~~expenses~~annually inprepares ~~the~~an ~~third~~Audited ~~quarter~~Consolidated Statements of ~~2015~~Financial ofCondition ~~$6,613,728.~~(“Audited ~~Gains~~Financial ~~were~~Statement”) ~~primarily~~that ~~attributable~~is topublicly ~~the~~available ~~Partnership~~on Morgan Stanley’s~~/Master~~ ~~Funds’~~website ~~trading~~at inwww.morganstanley.com. ~~commodities,~~We refer ~~currencies,~~you ~~interest~~to ~~rates~~the “Commitments, Guarantees and ~~equities~~Contingencies—Contingencies—Legal” ~~sectors~~section in MS&Co.’s 2016 Audited Financial Statement.

~~The~~In ~~most~~addition ~~significant~~to ~~gains were recorded in~~ the ~~global~~matters ~~stock~~described ~~index sector during July and August from long positions~~ in ~~U.S. equity~~those ~~index~~filings, ~~futures as U.S. employers added far more jobs than expected~~ in ~~June, providing reassurance that~~ the ~~U.S.~~normal ~~economy~~course isof ~~growing solidly and pushing prices higher. Within the global interest rate sector~~business, ~~gains~~each ~~were~~of ~~experienced~~Morgan ~~during July~~Stanley ~~from long positions in European fixed income futures as prices advanced as continued uncertainty surrounding the economic~~ and ~~political fallout following the U~~MS&Co.~~K.’s vote in late June to leave the European Union increased demand for the~~ ~~relative~~has ~~“safety”~~been ~~of European government debt. Within the agricultural complex~~named, ~~gains were experienced during August and September~~ from ~~long~~time ~~positions~~to intime, ~~sugar futures~~ as ~~prices~~a ~~moved~~defendant ~~higher due to unfavorable growing conditions threatening crop yields~~ in ~~Brazil~~various ~~and~~legal ~~India~~actions, ~~the~~including ~~world’s~~arbitrations, ~~largest~~class ~~sugar~~actions, ~~cane~~and ~~growers. Additional~~other ~~gains~~litigation, ~~were~~arising ~~experienced from positions~~ in ~~wheat~~connection ~~and~~with ~~cattle~~its ~~futures. The~~activities ~~Partnership’s trading gains for the quarter were partially offset by trading losses within the metals sector during August due to long positions in gold futures~~ as ~~prices~~a ~~declined~~global ~~after~~diversified afinancial ~~better-than-expected~~services Uinstitution.S. ~~jobs~~Certain ~~report~~of ~~reduced “safe-haven” demand for~~ the ~~precious metal. Additional~~ ~~losses~~legal ~~were~~actions ~~incurred~~include ~~during~~claims ~~September~~for ~~from~~substantial ~~short~~compensatory ~~copper~~and/or ~~futures~~punitive ~~positions~~damages asor ~~prices~~claims ~~rose~~for ~~after~~indeterminate ~~Chinese~~amounts ~~reports~~of ~~fueled~~damages. ~~speculation~~Each ~~that~~of ~~demand~~Morgan ~~for~~Stanley ~~copper~~and ~~was increasing, while stockpiles decreased~~MS&Co. ~~Losses~~ ~~were~~is also ~~recorded within the currency markets~~involved, ~~particularly during August,~~ from ~~long~~time ~~positions~~to time, in ~~the~~investigations ~~Japanese~~and ~~yen~~proceedings ~~versus~~by governmental ~~the~~and/or ~~U.S.~~regulatory ~~dollar~~agencies asor ~~the~~self-regulatory ~~relative~~organizations, ~~value~~certain of ~~the~~which ~~Japanese~~may ~~yen~~result ~~declined~~in asadverse ~~Prime~~judgments, ~~Minister~~fines ~~Shinzo~~or ~~Abe announced a disappointing Japanese stimulus package~~penalties. ~~Additional losses~~ ~~were~~The ~~incurred~~number ~~from~~of ~~positions~~these ininvestigations ~~the Canadian dollar~~ and ~~Mexican~~proceedings ~~peso. Within~~has ~~the~~increased ~~energy sector, losses were incurred during August from short positions~~ in ~~crude~~recent ~~oil~~years ~~and~~with ~~its~~regard ~~related~~to ~~products as prices rallied amid speculation that crude~~many ~~producers~~financial ~~would~~services ~~revive~~institutions, ~~talks~~including toMorgan ~~stabilize~~Stanley ~~prices~~and ~~at informal OPEC discussions in September~~MS&Co.

~~During the Partnership’s nine months ended September 30, 2016, the net asset value per Unit decreased 2~~MS&Co.5% ~~from~~is ~~$18.95~~a toDelaware ~~$18.47,~~limited asliability company ~~compared~~with toits anmain ~~increase~~business ofoffice ~~1.5%~~located ~~for~~at ~~the nine months ended September 30~~1585 Broadway, ~~2015.~~New ~~The Partnership experienced a net trading gain before fees and expenses for the nine months ended September 30~~York, ~~2016~~New ofYork ~~$1,479,856~~10036. ~~Gains~~Among ~~were~~other ~~primarily~~registrations ~~attributable to the Partnership’s/SECOR Master Fund’s trading of commodity futures in equities~~ and ~~interest rates sectors~~memberships, ~~and were partially offset by losses in commodities and currencies sectors~~MS&Co. ~~The~~is ~~Partnership~~registered ~~experienced~~as a ~~net~~futures ~~trading~~commission ~~gain~~merchant ~~before fees~~ and ~~expenses~~is ~~for~~a ~~the~~member ~~nine months ended September 30, 2015~~ of ~~$6,870,816. Gains were primarily attributable to~~ the ~~Partnership’s/Master Funds’~~National ~~trading~~Futures ~~in commodities, currencies and interest rates and equities sectors~~Association.

~~The~~Regulatory ~~most significant losses were recorded in the metals sector during February, March,~~ and ~~April~~Governmental from short positions in gold and silver futures as prices advanced amid increased investor demand for precious metals. Further losses in the metals sector were incurred throughout the first nine months of the year from positions in lead, zinc, and copper futures. Losses were also recorded within the currency markets, particularly during August, from long positions in the Japanese yen versus the U.S. dollar as the relative value of the Japanese yen declined as Prime Minister Shinzo Abe announced a disappointing Japanese stimulus package. Additional losses were incurred during February and May from positions in the Canadian dollar and euro. Within the energy sector, losses were incurred during April from short positions in crude oil and its related products as prices surged as data from the Energy Information Agency showed U.S. crude oil production continued to decline. Additional losses were recorded during August from short positions in crude oil and its related products as prices rallied amid speculation that crude producers would revive talks to stabilize prices at informal OPEC discussions in September. Within the global stock index sector, losses were incurred during June from long positions in U.S. equity index futures as prices declined on mounting uncertainties following the U.K’s decision to leave the European Union. Additional losses were incurred during January from long positions in European and U.S. equity index futures as prices declined amid mounting investor concerns about declining oil prices and a China-led slowdown in global growth. The Partnership’s trading losses for the first nine months of the year were offset by trading gains within the global interest rate sector during January and February from long positions in European and Pacific Rim fixed income futures as prices advanced after weakness in Chinese economic data revived concern about the stability of the global economy. Additional gains were experienced during June from long positions in European and U.S. fixed income futures as prices advanced as uncertainty surrounding the economic and political fallout following the U.K.’s vote in late June to leave the European Union increased demand for the relative “safety” of government debt. Within the agricultural sector, gains were experienced during June from long positions in sugar futures as prices climbed higher amid speculation India’s newly imposed duty on sugar exports could further tighten the world sugar market. Profits from long sugar futures positions were also recorded during August and September. Additional gains were experienced from positions in wheat and cattle futures. Matters

25MS&Co. has received subpoenas and requests for information from certain federal and state regulatory and governmental entities, including among others various members of the RMBS Working Group of the Financial Fraud Enforcement Task Force, such as the United States Department of Justice, Civil Division and several state Attorney General’s Offices, concerning the origination, financing, purchase, securitization and servicing of subprime and non-subprime residential mortgages and related matters such as residential mortgage backed securities (“RMBS”), collateralized debt obligations (“CDOs”), structured investment vehicles (“SIVs”) and credit default swaps backed by or referencing mortgage pass-through certificates. These matters, some of which are in advanced stages, include, but are not limited to, investigations related to MS&Co.’s due diligence on the loans that it purchased for securitization, MS&Co.’s communications with ratings agencies, MS&Co.’s disclosures to investors, and MS&Co.’s handling of servicing and foreclosure related issues.

~~Table~~On February 25, 2015, MS&Co. reached an agreement in principle with the United States Department of ~~Contents~~Justice, Civil Division and the United States Attorney’s Office for the Northern District of California, Civil Division (collectively, the “Civil Division”) to pay $2.6 billion to resolve certain claims that the Civil Division indicated it intended to bring against MS&Co. That settlement was finalized on February 10, 2016.

~~Item~~In 3October 2014, the Illinois Attorney General’s Office (“ILAG”) sent a letter to MS&Co. ~~Quantitative~~alleging that MS&Co. knowingly made misrepresentations related to RMBS purchased by certain pension funds affiliated with the State of Illinois and ~~Qualitative~~demanding ~~Disclosures~~that ~~About~~MS&Co. ~~Market~~pay ~~Risk~~ILAG approximately $88 million. MS&Co. and ILAG reached an agreement to resolve the matter on February 10, 2016.

~~The~~26 Partnership and the Master Funds are speculative commodity pools. The market sensitive instruments held by the Partnership/Master Funds are acquired for speculative trading purposes, and all or substantially all of the Partnership/Master Funds’ assets are subject to the risk of trading loss. Unlike an operating company, the risk of market sensitive instruments is integral, not incidental, to the Partnership’s and the Master Funds’ main line of business.

~~The~~On January 13, 2015, the New York Attorney General’s Office ~~limited~~(“NYAG”), ~~partners~~which ~~will~~is ~~not~~also bea ~~liable~~member ~~for~~of ~~losses~~the ~~exceeding~~RMBS Working Group, indicated that it intended to file a lawsuit related to approximately 30 subprime securitizations sponsored by MS&Co. NYAG indicated that the ~~current~~lawsuit ~~net~~would ~~asset~~allege ~~value~~that MS&Co. misrepresented or omitted material information related to the due diligence, underwriting and valuation of ~~their~~the ~~investment~~loans in the securitizations and the properties securing them and indicated that its lawsuit would be brought under the Martin Act. MS&Co. and NYAG reached an agreement to resolve the matter on February 10, 2016.

~~Market movements~~On ~~result~~June 5, in2012, MS&Co. ~~frequent~~consented ~~changes~~to inand became the ~~fair~~subject ~~value~~ of ~~the~~an ~~Partnership/Master~~Order ~~Funds’~~Instituting ~~open~~Proceedings ~~positions~~Pursuant to Sections 6(c) and, ~~consequently~~6(d) of the Commodity Exchange Act, inas ~~their~~amended, ~~earnings~~Making Findings and ~~cash~~Imposing ~~balances.~~Remedial Sanctions by The ~~Partnership/Master~~Commodity ~~Funds~~Futures ~~market~~Trading Commission ~~risk~~(CFTC) isto ~~influenced~~resolve byallegations related to the failure of a ~~wide~~salesperson ~~variety~~to comply with exchange rules that prohibit off-exchange futures transactions unless there is an Exchange for Related Position (“EFRP”). Specifically, the CFTC found that from April 2008 through October 2009, MS&Co. violated Section 4c(a) of ~~factors~~the Commodity Exchange Act, as amended (the “CEA”) and CFTC Regulation 1.38 by executing, processing and reporting numerous off-exchange ~~including~~futures trades to the ~~level~~Chicago Mercantile Exchange (“CME”) and ~~volatility~~Chicago Board of ~~interest~~Trade ~~rates~~(“CBOT”) as EFRPs in violation of CME and CBOT rules because those trades lacked the corresponding and related cash, ~~exchange~~OTC ~~rates~~swap, ~~equity~~OTC ~~price~~option, ~~levels~~or other OTC derivative position. In addition, the ~~market~~CFTC ~~value~~found that MS&Co. violated CFTC Regulation 166.3 by failing to supervise the handling of ~~financial~~the ~~instruments~~trades at issue and ~~contracts,~~failing ~~the~~to ~~diversification~~have ~~effects~~adequate policies and procedures designed to detect and deter the violations of the ~~Partnership/Master~~CEA ~~Funds’~~and ~~open~~CFTC ~~contracts~~Regulations. Without admitting or denying the underlying allegations and without adjudication of any issue of law or fact, MS&Co. accepted and consented to entry of findings and the ~~liquidity~~imposition of a cease and desist order, a fine of $5,000,000, and undertakings related to public statements, cooperation and payment of the ~~markets~~fine. MS&Co. entered into corresponding and related settlements with the CME and CBOT in which ~~they~~the ~~trade~~CME found that MS&Co. violated CME Rules 432.Q and 538 and fined MS&Co. $750,000 and CBOT found that MS&Co. violated CBOT Rules 432.Q and 538 and fined MS&Co. $1,000,000.

~~The~~On ~~Partnership/Master~~July 23, ~~Funds~~2014, ~~rapidly~~the ~~acquire~~SEC ~~and~~approved ~~liquidate~~a ~~both~~settlement ~~long~~by MS&Co. and ~~short~~certain ~~positions~~affiliates to resolve an investigation related into acertain ~~wide~~subprime ~~range~~RMBS oftransactions ~~different~~sponsored ~~markets~~and underwritten by those entities in 2007. ~~Consequently~~Pursuant to the settlement, itMS&Co. isand ~~not~~certain ~~possible~~affiliates towere ~~predict~~charged ~~how~~with violating Sections 17(a)(2) ~~particular~~and ~~future~~17(a)(3) ~~market~~of ~~scenario~~the ~~will~~Securities ~~affect~~Act ~~performance~~of 1933, as ~~and~~amended a(the ~~Fund’s~~“Securities ~~past~~Act”), ~~performance~~agreed isto ~~not~~pay ~~necessarily~~disgorgement ~~indicative~~and penalties in an amount of ~~future~~$275 million ~~results~~and neither admitted nor denied the SEC’s findings.

~~“Value~~On atApril 21, ~~Risk”~~2015, isthe aChicago ~~measure~~Board ofOptions ~~the~~Exchange, ~~maximum~~Incorporated ~~amount~~(“CBOE”) ~~which~~and the ~~Partnership/Master~~CBOE ~~Funds~~Futures ~~could~~Exchange, ~~reasonably be expected~~LLC to(“CFE”) ~~lose~~filed instatements aof ~~given~~charges ~~market~~against ~~sector~~MS&Co. ~~However,~~in ~~the~~connection ~~inherent~~with ~~uncertainty of the Partnership’s/Master Funds’ speculative~~ trading ~~and the recurrence in the markets traded~~ by ~~the~~one ~~Partnership/Master Funds~~ of ~~market~~MS&Co.’s ~~movements~~former ~~far~~traders ~~exceeding expectations~~of ~~could~~EEM ~~result~~options incontracts ~~actual~~that ~~trading~~allegedly ordisrupted ~~non-trading losses far beyond~~ the ~~indicated~~final ~~Value~~settlement atprice ~~Risk~~of or the ~~Partnership’s/Master~~November ~~Funds’~~2012 ~~experience~~VXEM ~~to date (i~~futures.~~e.,~~ CBOE ~~“risk~~alleged ofthat ~~ruin”)~~MS&Co. Inviolated ~~light~~CBOE ofRules 4.1, ~~the~~4.2 ~~foregoing as well as the risks~~ and ~~uncertainties intrinsic to all future projections~~4.7, ~~the~~Sections 9(a) ~~inclusion~~and 10(b) of the ~~quantification~~Exchange inAct, ~~this~~and ~~section~~Rule 10b-5 ~~should~~thereunder. CFE ~~not~~alleged ~~be considered to constitute any assurance or representation~~ that ~~the~~MS&Co. ~~Partnership’s/Master~~violated ~~Funds’ losses in any market~~CFE ~~sector~~Rules 608, ~~will~~609 beand ~~limited~~620. toThe ~~Value~~matters atwere ~~Risk~~resolved oron byJune 28, ~~the~~2016 ~~Partnership’s/Master~~without ~~Funds’~~any ~~attempt~~findings toof ~~manage their market risk~~fraud.

~~Exchange~~On June 18, ~~margin~~2015, ~~requirements~~MS&Co. ~~have~~entered ~~been~~into ~~used~~a bysettlement with the ~~Partnership/Master~~SEC ~~Funds~~and aspaid ~~the~~a ~~measure~~fine of ~~their~~$500,000 ~~Value~~as atpart ~~Risk.~~of ~~Margin requirements~~the ~~are~~MCDC ~~set~~Initiative ~~by exchanges~~ to ~~equal~~resolve orallegations ~~exceed~~that ~~the~~MS&Co. ~~maximum~~failed ~~losses reasonably expected~~ to beform ~~incurred~~a inreasonable ~~the~~basis ~~fair~~through ~~value~~adequate ofdue ~~any~~diligence ~~given~~for ~~contract~~believing the intruthfulness ~~95%-99%~~ of ~~any~~the ~~one-day~~assertions ~~interval. The margin levels are established~~ by ~~dealers~~issuers and/or ~~exchanges~~obligors ~~using historical~~regarding ~~price~~their ~~studies~~compliance aswith ~~well~~previous ascontinuing andisclosure ~~assessment~~undertakings ofpursuant ~~current~~to ~~market~~Rule 15c2-12 ~~volatility~~in ~~(including~~connection ~~the~~with ~~implied~~offerings ~~volatility~~in ofwhich MS&Co. ~~the~~acted ~~options~~as onsenior aor ~~given~~sole ~~futures contract) and economic fundamentals to provide a probabilistic estimate of the maximum expected near-term one-day price fluctuation~~underwriter.

~~Value~~On atAugust 6, ~~Risk~~2015, ~~tables~~MS&Co. ~~represent~~consented ato ~~probabilistic~~and ~~assessment~~became of the ~~risk~~subject of an ~~loss~~order ~~in market~~by ~~risk~~the ~~sensitive~~CFTC ~~instruments.~~to ~~The~~resolve ~~Trading~~allegations ~~Advisors,~~that ~~with~~MS&Co. ~~exception~~violated toCFTC ~~SECOR,~~Regulation 22.9(a) ~~currently~~by ~~trade~~failing ~~the~~to ~~Partnership’s~~hold ~~assets~~sufficient ~~directly~~US Dollars in ~~managed~~cleared ~~accounts~~swap ~~established~~segregated accounts in the ~~name~~United ofStates ~~the~~to ~~Partnership,~~meet ~~over~~all ~~which~~US ~~they~~Dollar ~~have~~obligations ~~been~~to ~~granted~~cleared ~~limited~~swaps ~~authority~~customers. toSpecifically, ~~make~~the ~~trading~~CFTC ~~decisions~~found that while MS&Co. ~~The~~at ~~following~~all ~~trading~~times ~~Value~~held atsufficient ~~Risk~~funds ~~tables~~in ~~reflect~~segregation ~~the~~to ~~market~~cover ~~sensitive~~its ~~instruments~~obligations ~~held~~to byits ~~the~~customers, ~~Partnership~~on ~~directly~~certain days during 2013 and ~~indirectly~~2014, ~~through~~it held currencies, such as euros, instead of US dollars, to meet its ~~investments~~US indollar obligations. In addition, the ~~Master~~CFTC ~~Funds~~found that MS&Co. ~~There~~violated CFTC Regulation 166.3 by failing to have ~~been~~in noplace ~~material~~adequate procedures to ensure that it complied with CFTC Regulation 22.9(a). Without ~~changes~~admitting inor denying the ~~trading~~findings ~~Value~~or atconclusions ~~Risk~~and ~~information~~without ~~previously~~adjudication ~~disclosed~~of inany ~~the~~issue ~~Partnership’s~~of ~~Annual~~law ~~Report~~or onfact, ~~Form~~MS&Co. ~~10-K~~accepted ~~for~~and consented to the ~~year~~entry ~~ended~~of ~~December~~findings, 31the imposition of a cease and desist order, ~~2015~~a civil monetary penalty of $300,000, and undertakings related to public statements, cooperation, and payment of the monetary penalty.

2627

~~Table~~On December 20, 2016, MS&Co. consented to and became the subject of ~~Contents~~an order by the SEC in connection with allegations that MS&Co. willfully violated Sections 15(c)(3) and 17(a)(1) of the Exchange Act and Rules 15c3-3(e), 17a-5(a), and 17a-5(d) thereunder, by inaccurately calculating its Reserve Account requirement under Rule 15c3-3 by including margin loans to an affiliate in its calculations, which resulted in making inaccurate records and submitting inaccurate reports to the SEC. Without admitting or denying the underlying allegations and without adjudication of any issue of law or fact, MS&Co. consented to a cease and desist order, a censure, and a civil monetary penalty of $7,500,000.

AsCivil ~~of September 30, 2016, the Partnership’s total capitalization was~~Litigation ~~$73,284,974.~~

~~September~~On July 3015, ~~2016~~2010, China Development Industrial Bank (“CDIB”) filed a complaint against MS&Co., styled China Development Industrial Bank v. Morgan Stanley & Co. Incorporated et al., which is pending in the Supreme Court of the State of New York, New York County (“Supreme Court of NY”). The complaint relates to a $275 million credit default swap referencing the super senior portion of the STACK 2006-1 CDO. The complaint asserts claims for common law fraud, fraudulent inducement and fraudulent concealment and alleges that MS&Co. misrepresented the risks of the STACK 2006-1 CDO to CDIB, and that MS&Co. knew that the assets backing the CDO were of poor quality when it entered into the credit default swap with CDIB. The complaint seeks compensatory damages related to the approximately $228 million that CDIB alleges it has already lost under the credit default swap, rescission of CDIB’s obligation to pay an additional $12 million, punitive damages, equitable relief, fees and costs. On February 28, 2011, the court denied MS&Co.’s motion to dismiss the complaint. Based on currently available information, MS&Co. believes it could incur a loss of up to approximately $240 million plus pre- and post-judgment interest, fees and costs.

						Three Months Ended September 30, 2016
Market Sector	Value at Risk		% of Total Capitalization			High Value at Risk		Low Value at Risk		Average Value at Risk*
Commodities	$	3,569,447		4.87	%	$	4,406,394	$	3,569,447	$	3,953,373
Equities		5,787,996		7.90			6,538,610		3,350,153		4,775,485
Currencies		5,960,690		8.13			6,681,619		4,369,783		5,629,356
Interest rates		2,614,609		3.57			3,107,778		2,215,305		2,612,658
Total	$	17,932,742		24.47	%

On October 15, 2010, the Federal Home Loan Bank of Chicago filed a complaint against MS&Co. and other defendants in the Circuit Court of the State of Illinois, styled Federal Home Loan Bank of Chicago v. Bank of America Funding Corporation et al. A corrected amended complaint was filed on April 8, 2011, which alleges that defendants made untrue statements and material omissions in the sale to plaintiff of a number of mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans and asserts claims under Illinois law. The total amount of certificates allegedly sold to plaintiff by MS&Co. at issue in the action was approximately $203 million. The complaint seeks, among other things, to rescind the plaintiff’s purchase of such certificates. The defendants filed a motion to dismiss the corrected amended complaint on May 27, 2011, which was denied on September 19, 2012. On December 13, 2013, the court entered an order dismissing all claims related to one of the securitizations at issue. After that dismissal, the remaining amount of certificates allegedly issued by MS&Co. or sold to plaintiff by MS&Co. was approximately $78 million. At December 25, 2016, the current unpaid balance of the mortgage pass-through certificates at issue in this action was approximately $46 million, and the certificates had not yet incurred actual losses. Based on currently available information, MS&Co. believes it could incur a loss in this action up to the difference between the $46 million unpaid balance of these certificates (plus any losses incurred) and their fair market value at the time of a judgment against MS&Co., plus pre- and post-judgment interest, fees and costs. MS&Co. may be entitled to be indemnified for some of these losses and to an offset for interest received by the plaintiff prior to a judgment.

* AverageOn April 20, 2011, the Federal Home Loan Bank of ~~daily~~Boston ~~Value~~filed a complaint against MS&Co. and other defendants in the Superior Court of the Commonwealth of Massachusetts styled Federal Home Loan Bank of Boston v. Ally Financial, Inc. F/K/A GMAC LLC et al. An amended complaint was filed on June 29, 2012 and alleges that defendants made untrue statements and material omissions in the sale to plaintiff of certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The total amount of certificates allegedly issued by MS&Co. or sold to plaintiff by MS&Co. was approximately $385 million. The amended complaint raises claims under the Massachusetts Uniform Securities Act, the Massachusetts Consumer Protection Act and common law and seeks, among other things, to rescind the plaintiff’s purchase of such certificates. On May 26, 2011, defendants removed the case to the United States District Court for the District of Massachusetts. The defendants’ motions to dismiss the amended complaint were granted in part and denied in part on September 30, 2013. On November 25, 2013, July 16, 2014, and May 19, 2015, respectively, the plaintiff voluntarily dismissed its claims against MS&Co. with respect to three of the securitizations at ~~Risk~~issue. After these voluntary dismissals, the remaining amount of certificates allegedly issued by MS&Co. or sold to plaintiff by MS&Co. was approximately $332 million. At December 25, 2016, the current unpaid balance of the mortgage pass-through certificates at issue in this action was approximately $51 million, and the certificates had not yet incurred actual losses. Based on currently available information, MS&Co. believes it could incur a loss in this action up to the difference between the $51 million unpaid balance of these certificates (plus any losses incurred) and their fair market value at the time of a judgment against MS&Co., or upon sale, plus pre- and post-judgment interest, fees and costs. MS&Co. may be entitled to be indemnified for some of these losses and to an offset for interest received by the plaintiff prior to a judgment.

As28 ~~of December 31, 2015, the Partnership’s total capitalization was $90,383,921.~~

~~December~~On May 313, 2013, plaintiffs in Deutsche Zentral-Genossenschaftsbank AG et al. v. Morgan Stanley et al. filed a complaint against MS&Co., certain affiliates, and other defendants in the Supreme Court of NY. The complaint alleges that defendants made material misrepresentations and omissions in the sale to plaintiffs of certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The total amount of certificates allegedly sponsored, underwritten and/or sold by MS&Co. to plaintiff currently at issue in this action was approximately $644 million. The complaint alleges causes of action against MS&Co. for common law fraud, fraudulent concealment, aiding and abetting fraud, negligent misrepresentation, and rescission and seeks, among other things, compensatory and punitive damages. On June 10, 2014, the court granted in part and denied in part MS&Co.’s motion to dismiss the complaint. MS&Co. perfected its appeal from that decision on June 12, 2015. At March 25, 2017, the current unpaid balance of the mortgage pass-through certificates at issue in this action was approximately $242 million, and the certificates had incurred actual losses of approximately $86 million. Based on currently available information, MS&Co. believes it could incur a loss in this action up to the difference between the $242 million unpaid balance of these certificates (plus any losses incurred) and their fair market value at the time of a judgment against MS&Co., or upon sale, plus pre- and post-judgment interest, fees and costs. MS&Co. may be entitled to be indemnified for some of these losses.

						Twelve Months Ended December 31, 2015
Market Sector	Value at Risk		% of Total Capitalization			High Value at Risk		Low Value at Risk		Average Value at Risk*
Commodities	$	8,260,812		9.14	%	$	9,916,050	$	2,846,107	$	6,651,993
Equities		2,410,344		2.67			3,841,170		1,748,550		2,783,673
Currencies		4,028,853		4.46			7,574,622		1,936,232		5,019,439
Interest rates		5,345,720		5.91			5,999,962		2,743,300		4,346,771
Total	$	20,045,729		22.18	%

On May 17, 2013, plaintiff in IKB International S.A. in Liquidation, et al. v. Morgan Stanley, et al. filed a complaint against MS&Co. and certain affiliates in the Supreme Court of NY. The complaint alleges that defendants made material misrepresentations and omissions in the sale to plaintiff of certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The total amount of certificates allegedly sponsored, underwritten and/or sold by MS&Co. to plaintiff was approximately $132 million. The complaint alleges causes of action against MS&Co. for common law fraud, fraudulent concealment, aiding and abetting fraud, and negligent misrepresentation, and seeks, among other things, compensatory and punitive damages. On October 29, 2014, the court granted in part and denied in part MS&Co.’s motion to dismiss. All claims regarding four certificates were dismissed. After these dismissals, the remaining amount of certificates allegedly issued by MS&Co. or sold to plaintiff by MS&Co. was approximately $116 million. On August 26, 2015, MS&Co. perfected its appeal from the court’s October 29, 2014 decision. On August 11, 2016, the Appellate Division, First Department affirmed the trial court’s decision denying in part MS&Co.’s motion to dismiss the complaint. At December 25, 2016, the current unpaid balance of the mortgage pass-through certificates at issue in this action was approximately $25 million, and the certificates had incurred actual losses of $58 million. Based on currently available information, MS&Co. believes it could incur a loss in this action up to the difference between the $25 million unpaid balance of these certificates (plus any losses incurred) and their fair market value at the time of a judgment against MS&Co., or upon sale, plus pre- and post-judgment interest, fees and costs. MS&Co. may be entitled to be indemnified for some of these losses and to an offset for interest received by the plaintiff prior to a judgment.

* AverageOn April 1, 2016, the California Attorney General’s Office filed an action against MS&Co. in California state court styled California v. Morgan Stanley, et al., on behalf of ~~daily~~California ~~Value~~investors, atincluding ~~Risk~~the California Public Employees’ Retirement System and the California Teachers’ Retirement System. The complaint alleges that MS&Co. made misrepresentations and omissions regarding residential mortgage-backed securities and notes issued by the Cheyne SIV, and asserts violations of the California False Claims Act and other state laws and seeks treble damages, civil penalties, disgorgement, and injunctive relief. On September 30, 2016, the court granted MS&Co.’s demurrer, with leave to replead. On October 21, 2016, the California Attorney General filed an amended complaint. On January 25, 2017, the court denied MS&Co.’s demurrer with respect to the amended complaint.

27Settled Civil Litigation

~~Table~~On August 25, 2008, MS&Co. and two ratings agencies were named as defendants in a purported class action related to securities issued by a structured investment vehicle called Cheyne Finance PLC and Cheyne Finance LLC (together, the “Cheyne SIV”). The case was styled Abu Dhabi Commercial Bank, et al. v. Morgan Stanley & Co. Inc., et al. The complaint alleged, among other things, that the ratings assigned to the securities issued by the Cheyne SIV were false and misleading, including because the ratings did not accurately reflect the risks associated with the subprime RMBS held by the Cheyne SIV. The plaintiffs asserted allegations of ~~Contents~~aiding and abetting fraud and negligent misrepresentation relating to approximately $852 million of securities issued by the Cheyne SIV. On April 24, 2013, the parties reached an agreement to settle the case, and on April 26, 2013, the court dismissed the action with prejudice.

~~Item~~29 ~~4. Controls and Procedures~~

~~Evaluation~~On December 23, 2009, the Federal Home Loan Bank of ~~Disclosure~~Seattle ~~Controls~~filed a complaint against MS&Co. and ~~Procedures~~another defendant in the Superior Court of the State of Washington, styled Federal Home Loan Bank of Seattle v. Morgan Stanley & Co. Inc., et al. The amended complaint, filed on September 28, 2010, alleges that defendants made untrue statements and material omissions in the sale to plaintiff of certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The total amount of certificates allegedly sold to plaintiff by MS&Co. was approximately $233 million. The complaint raises claims under the Washington State Securities Act and seeks, among other things, to rescind the plaintiff’s purchase of such certificates. On January 23, 2017, the parties reached an agreement to settle the litigation.

~~Under~~On March 15, 2010, the ~~supervision~~Federal Home Loan Bank of San Francisco filed a complaint against MS&Co. and ~~with~~other defendants in the ~~participation~~Superior Court of the ~~General~~State ~~Partner,~~of ~~Ceres’~~California ~~President~~styled ~~(Ceres’~~Federal ~~principal executive~~Home ~~officer)~~Loan ~~and~~Bank ~~Chief~~of ~~Financial~~San ~~Officer~~Francisco v. ~~(Ceres’~~Credit ~~principal~~Suisse ~~financial officer~~Securities (USA) ~~have~~LLC, ~~evaluated~~et al. ~~the~~An ~~effectiveness~~amended ofcomplaint ~~the~~filed ~~design~~on ~~and~~June 10, ~~operation~~2010 ofalleged ~~the~~that ~~Partnership’s~~defendants ~~disclosure~~made ~~controls~~untrue statements and ~~procedures~~material ~~(as~~omissions ~~defined~~ in ~~Rules~~connection ~~13a-15(e)~~with ~~and 15d-15(e) under~~ the ~~Exchange~~sale ~~Act)~~to asplaintiff of ~~September~~a ~~30,~~number ~~2016.~~of ~~The~~mortgage ~~Partnership’s~~pass-through ~~disclosure~~certificates ~~controls~~backed ~~and~~by securitization ~~procedures~~trusts ~~are~~containing ~~designed~~residential tomortgage ~~provide~~loans. ~~reasonable~~The ~~assurance~~amount ~~that~~of ~~information~~certificates ~~the~~allegedly ~~Partnership~~sold ~~is required~~ to ~~disclose~~plaintiff inby ~~the~~MS&Co. ~~reports~~was ~~that~~approximately ~~the Partnership~~$704 million. ~~files~~The orcomplaint ~~submits~~raised claims under both the ~~Exchange~~federal ~~Act~~securities islaws ~~recorded,~~and ~~processed,~~California law ~~summarized~~ and ~~reported~~sought, ~~within~~among ~~the~~other ~~time~~things, ~~period~~to ~~specified~~rescind in the ~~applicable~~plaintiff’s ~~rules~~purchase ~~and~~of ~~forms~~such certificates. ~~Based~~On onJanuary 26, ~~this evaluation~~2015, ~~the~~as ~~President~~a ~~and~~result ~~Chief~~of ~~Financial~~a ~~Officer~~settlement ofwith ~~Ceres~~certain ~~have concluded~~other ~~that~~defendants, the ~~disclosure~~plaintiff ~~controls~~requested and ~~procedures~~the court subsequently entered a dismissal with prejudice of certain of the ~~Partnership~~plaintiff’s ~~were~~claims, ~~effective~~including atall ~~September~~remaining ~~30,~~claims ~~2016~~against MS&Co.

~~Changes~~On March 15, 2010, the Federal Home Loan Bank of San Francisco filed a complaint against MS&Co. and other defendants in ~~Internal~~the ~~Control~~Superior ~~over~~Court of the State of California styled Federal Home Loan Bank of San Francisco v. Deutsche Bank ~~Financial~~Securities ~~Reporting~~Inc. et al. An amended complaint, filed on June 10, 2010, alleges that defendants made untrue statements and material omissions in connection with the sale to plaintiff of certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The amount of certificates allegedly sold to plaintiff by MS&Co. was approximately $276 million. The complaint raises claims under both the federal securities laws and California law and seeks, among other things, to rescind the plaintiff’s purchase of such certificates. On December 21, 2016, the parties reached an agreement to settle the litigation.

~~There~~On ~~have~~July 9, ~~been~~2010 noand ~~changes~~February 11, ~~during~~2011, ~~the~~Cambridge ~~period~~Place ~~covered~~Investment byManagement ~~this~~Inc. ~~quarterly~~filed ~~report~~two separate complaints against MS&Co. and/or its affiliates and other defendants in the Superior Court of the Commonwealth of Massachusetts, both styled Cambridge Place Investment Management Inc. v. Morgan Stanley & Co., Inc., et al. The ~~Partnership~~complaints asserted claims on behalf of certain clients of plaintiff’s ~~internal~~affiliates ~~control~~and ~~over~~allege ~~financial~~that ~~reporting~~defendants ~~(as~~made ~~defined~~untrue statements and material omissions in ~~Rules~~the ~~13a-15(f)~~sale ~~and~~of ~~15d-15(f)~~a number of ~~the~~mortgage ~~Exchange~~pass-through ~~Act)~~certificates ~~that~~backed ~~have~~by ~~materially~~securitization trusts ~~affected~~containing orresidential ~~are~~mortgage ~~reasonably~~loans. ~~likely~~The tototal ~~materially~~amount ~~affect~~of ~~the~~certificates ~~Partnership~~allegedly issued by MS&Co. and/or its affiliates or sold to plaintiff’s ~~internal~~affiliates’ ~~control~~clients ~~over~~by MS&Co. and/or its affiliates in the two matters ~~financial~~was approximately ~~reporting~~$263 million. On February 11, 2014, the parties entered into an agreement to settle the litigation. On February 20, 2014, the court dismissed the action.

~~Limitations~~On onOctober 25, 2010, MS&Co., certain affiliates and Pinnacle Performance Limited, a special purpose vehicle (“SPV”), were named as defendants in a purported class action in the ~~Effectiveness~~United States District Court for the Southern District of ~~Controls~~New York (“SDNY”), styled Ge Dandong, et al. v. Pinnacle Performance Ltd., et al. On January 31, 2014, the plaintiffs in the action, which related to securities issued by the SPV in Singapore, filed a second amended complaint, which asserted common law claims of fraud, aiding and abetting fraud, fraudulent inducement, aiding and abetting fraudulent inducement, and breach of the implied covenant of good faith and fair dealing. On July 17, 2014, the parties reached an agreement to settle the litigation, which received final court approval on July 2, 2015.

~~Any~~On ~~control~~July 5, ~~system~~2011, noAllstate ~~matter~~Insurance ~~how~~Company ~~well~~and ~~designed~~certain ~~and~~of ~~operated~~its affiliated entities filed a complaint against MS&Co. in the Supreme Court of NY, ~~can~~styled ~~provide~~Allstate ~~reasonable~~Insurance ~~(not~~Company, ~~absolute)~~et al. v. ~~assurance~~Morgan Stanley, et al. An amended complaint was filed on September 9, 2011, and alleges that ~~its~~the defendants made untrue ~~objectives~~statements ~~will~~and bematerial ~~met.~~omissions ~~Furthermore,~~in nothe ~~evaluation~~sale to the plaintiffs of ~~controls~~certain ~~can~~mortgage ~~provide~~pass-through ~~absolute~~certificates ~~assurance~~backed ~~that~~by ~~all~~securitization ~~control~~trusts ~~issues~~containing residential mortgage loans. The total amount of certificates allegedly issued and/or ~~instances~~sold to the plaintiffs by MS&Co. was approximately $104 million. The complaint raised common law claims of fraud, iffraudulent ~~any~~inducement, ~~have~~aiding ~~been~~and ~~detected~~abetting fraud, and negligent misrepresentation and seeks, among other things, compensatory and/or recessionary damages associated with the plaintiffs’ purchases of such certificates. On January 16, 2015, the parties reached an agreement to settle the litigation.

2830

~~Table~~On July 18, 2011, the Western and Southern Life Insurance Company and certain affiliated companies filed a complaint against MS&Co. and other defendants in the Court of ~~Contents~~Common Pleas in Ohio, styled Western and Southern Life Insurance Company, et al. v. Morgan Stanley Mortgage Capital Inc., et al. An amended complaint was filed on April 2, 2012 and alleges that defendants made untrue statements and material omissions in the sale to plaintiffs of certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The amount of the certificates allegedly sold to plaintiffs by MS&Co. was approximately $153 million. On June 8, 2015, the parties reached an agreement to settle the litigation.

~~PART~~On IISeptember 2, 2011, the Federal Housing Finance Agency (“FHFA”), as conservator for Fannie Mae and Freddie Mac, filed 17 complaints against numerous financial services companies, including MS&Co. ~~OTHER~~and ~~INFORMATION~~certain affiliates. A complaint against MS&Co. and certain affiliates and other defendants was filed in the Supreme Court of NY, styled Federal Housing Finance Agency, as Conservator v. Morgan Stanley et al. The complaint alleges that defendants made untrue statements and material omissions in connection with the sale to Fannie Mae and Freddie Mac of residential mortgage pass-through certificates with an original unpaid balance of approximately $11 billion. The complaint raised claims under federal and state securities laws and common law and seeks, among other things, rescission and compensatory and punitive damages. On February 7, 2014, the parties entered into an agreement to settle the litigation. On February 20, 2014, the court dismissed the action.

~~Item~~On 1April 25, 2012, Metropolitan Life Insurance Company and certain affiliates filed a complaint against MS&Co. ~~Legal~~and certain ~~Proceedings~~affiliates in the Supreme Court of NY, styled Metropolitan Life Insurance Company, et al. v. Morgan Stanley, et al. An amended complaint was filed on June 29, 2012, and alleges that the defendants made untrue statements and material omissions in the sale to the plaintiffs of certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The total amount of certificates allegedly sponsored, underwritten, and/or sold by MS&Co. was approximately $758 million. The amended complaint raised common law claims of fraud, fraudulent inducement, and aiding and abetting fraud and seeks, among other things, rescission, compensatory, and/or rescissionary damages, as well as punitive damages, associated with the plaintiffs’ purchases of such certificates. On April 11, 2014, the parties entered into a settlement agreement.

~~This~~On ~~section~~April 25, ~~describes~~2012, The Prudential Insurance Company of America and certain affiliates filed a complaint against MS&Co. and certain affiliates in the ~~major~~Superior ~~pending~~Court ~~legal~~of ~~proceedings~~the State of New Jersey, ~~other~~styled ~~than~~The ~~ordinary~~Prudential ~~routine~~Insurance ~~litigation~~Company ~~incidental~~of toAmerica, ~~the~~et al. v. ~~business~~Morgan Stanley, et al. On October 16, 2012, plaintiffs filed an amended complaint. The amended complaint alleged that defendants made untrue statements and material omissions in connection with the sale to ~~which~~plaintiffs of certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The total amount of certificates allegedly sponsored, underwritten and/or sold by MS&Co. orwas ~~its~~approximately ~~subsidiaries~~$1.073 billion. isThe aamended ~~party~~complaint orraises toclaims ~~which~~under ~~any~~the New Jersey Uniform Securities Law, as well as common law claims of ~~their~~negligent ~~property~~misrepresentation, isfraud, ~~subject.~~fraudulent ~~There~~inducement, ~~are~~equitable nofraud, ~~material~~aiding ~~legal~~and ~~proceedings~~abetting ~~pending~~fraud, ~~against~~and violations of the ~~Partnership~~New orJersey RICO statute, and includes a claim for treble damages. On January 8, 2016, the ~~General~~parties ~~Partner~~reached an agreement to settle the litigation.

OnIn ~~June 1,~~re ~~2011,~~ Morgan Stanley & ~~Co.~~Mortgage ~~Incorporated~~Pass-Through ~~converted~~Certificates ~~from~~Litigation, which had been pending in the SDNY, was a ~~Delaware~~putative ~~corporation~~class action involving allegations that, among other things, the registration statements and offering documents related to athe ~~Delaware~~offerings ~~limited~~of certain mortgage pass-through certificates in 2006 and 2007 ~~liability~~contained ~~company.~~false Asand amisleading ~~result~~information concerning the pools of residential loans that ~~conversion,~~backed ~~Morgan~~these ~~Stanley~~securitizations. On December &18, ~~Co.~~2014, ~~Incorporated~~the isparties’ ~~now~~agreement ~~named~~to ~~Morgan~~settle ~~Stanley~~the litigation received final court approval, and on December &19, ~~Co.~~2014, ~~LLC~~the ~~(“MS&Co.”).~~court entered an order dismissing the action.

~~MS&Co.~~On isNovember 4, ~~a wholly-owned~~2011, ~~indirect~~the ~~subsidiary~~Federal ofDeposit Insurance ~~Morgan~~Corporation ~~Stanley~~(“FDIC”), aas ~~Delaware~~receiver ~~holding~~for ~~company.~~Franklin ~~Morgan~~Bank ~~Stanley~~S.S.B, ~~files~~filed ~~periodic reports~~two ~~with~~complaints ~~the~~against ~~SEC~~MS&Co. asin ~~required by~~ the ~~Securities~~District ~~Exchange~~Court ~~Act~~ of ~~1934, as amended (~~the ~~“Exchange~~State ~~Act”), which include current descriptions~~ of ~~material~~Texas. ~~litigation~~Each ~~and~~was ~~material~~styled ~~proceedings~~Federal ~~and~~Deposit ~~investigations,~~Insurance ifCorporation ~~any,~~as byReceiver ~~governmental~~for ~~and/or~~Franklin ~~regulatory~~Bank, ~~agencies~~S.S.B v. ~~or self-regulatory organizations concerning~~ Morgan Stanley & ~~and~~Company ~~its~~LLC ~~subsidiaries,~~F/K/A ~~including~~Morgan MSStanley & Co. AsInc. aand ~~consolidated~~alleged ~~subsidiary~~that ~~of Morgan Stanley,~~ MS&Co. ~~does~~made ~~not~~untrue ~~file~~statements ~~its~~and ~~own~~material ~~periodic~~omissions ~~reports~~in connection with the ~~SEC~~sale ~~that~~to ~~contain descriptions~~plaintiff of ~~material~~mortgage ~~litigation,~~pass-through certificates ~~proceedings~~backed ~~and~~by ~~investigations.~~securitization Astrusts acontaining ~~result,~~residential wemortgage ~~refer~~loans. ~~you~~The toamount ~~the “Legal Proceedings” section~~ of ~~Morgan~~certificates ~~Stanley’s~~allegedly ~~SEC~~underwritten ~~10-K filings for 2015, 2014, 2013, 2012,~~ and ~~2011.~~sold Into ~~addition,~~plaintiff by MS&Co. ~~annually~~in ~~prepares~~these ancases ~~Audited~~was ~~Consolidated~~approximately ~~Statements~~$67 million ofand ~~Financial Condition (“Audited Financial Statement”) that is publicly available on Morgan Stanley’s website at www~~$35 million, respectively.~~morganstanley.com.~~ ~~We refer~~On ~~you~~July 2, to2015, the ~~“Commitments,~~parties ~~Guarantees~~reached ~~and~~an ~~Contingencies—Contingencies—Legal”~~agreement ~~section~~to insettle ~~MS&Co.’s~~the ~~2015 Audited Financial Statement~~litigation.

In31 addition to the matters described in those filings, in the normal course of business, each of Morgan Stanley and MS&Co. has been named, from time to time, as a defendant in various legal actions, including arbitrations, class actions, and other litigation, arising in connection with its activities as a global diversified financial services institution. Certain of the legal actions include claims for substantial compensatory and/or punitive damages or claims for indeterminate amounts of damages. Each of Morgan Stanley and MS&Co. is also involved, from time to time, in investigations and proceedings by governmental and/or regulatory agencies or self-regulatory organizations, certain of which may result in adverse judgments, fines or penalties. The number of these investigations and proceedings has increased in recent years with regard to many financial services institutions, including Morgan Stanley and MS&Co.

~~MS&Co~~On February 14, 2013, Bank Hapoalim B.M. isfiled a ~~Delaware~~complaint ~~limited liability~~against ~~company~~MS&Co. ~~with~~and ~~its~~certain ~~main~~affiliates ~~business~~in ~~office~~the ~~located~~Supreme atCourt ~~1585~~of ~~Broadway~~NY, ~~New~~styled ~~York,~~Bank ~~New~~Hapoalim ~~York~~B.M. v. ~~10036~~Morgan Stanley et al. ~~Among~~The ~~other~~complaint ~~registrations~~alleges that defendants made material misrepresentations and ~~memberships~~omissions in the sale to plaintiff of certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The total amount of certificates allegedly sponsored, underwritten and/or sold by MS&Co. isto ~~registered~~plaintiff aswas aapproximately $141 million. ~~futures~~On ~~commission~~July 28, ~~merchant~~2015, the parties reached an agreement to settle the litigation, and ison August 12, 2015, the plaintiff filed a ~~member~~stipulation of ~~the~~discontinuance ~~National~~with ~~Futures Association~~prejudice.

~~Regulatory~~On September 23, 2013, the plaintiff in National Credit Union Administration Board v. Morgan Stanley & Co. Inc., et al. filed a complaint against MS&Co. and ~~Governmental~~certain ~~Matters~~ affiliates in the SDNY. The complaint alleged that defendants made untrue statements of material fact or omitted to state material facts in the sale to the plaintiff of certain mortgage pass-through certificates issued by securitization trusts containing residential mortgage loans. The total amount of certificates allegedly sponsored, underwritten and/or sold by MS&Co. to plaintiffs in the matter was approximately $417 million. The complaint alleged violations of federal and various state securities laws and sought, among other things, rescissionary and compensatory damages. On November 23, 2015, the parties reached an agreement to settle the matter.

~~MS&Co.~~On ~~has~~September 16, ~~received~~2014, ~~subpoenas~~the ~~and~~Virginia ~~requests~~Attorney ~~for~~General’s ~~information~~Office ~~from~~filed ~~certain~~a ~~federal~~civil ~~and~~lawsuit, ~~state~~styled Commonwealth ~~regulatory~~of ~~and~~Virginia ~~governmental entities,~~ex ~~including~~rel. ~~among~~Integra ~~others~~REC ~~various~~LLC v. ~~members~~Barclays ofCapital ~~the~~Inc., ~~RMBS~~et al., ~~Working~~against ~~Group~~MS&Co. ofand ~~the~~several ~~Financial~~other ~~Fraud~~defendants ~~Enforcement~~in ~~Task~~the ~~Force,~~Circuit ~~such~~Court asof the ~~United~~City ~~States Department~~ of ~~Justice,~~Richmond ~~Civil~~related ~~Division~~to ~~and~~RMBS. ~~several~~The ~~state~~lawsuit ~~Attorney~~alleged ~~General’s~~that ~~Offices,~~MS&Co. ~~concerning~~and the ~~origination,~~other ~~financing,~~defendants ~~purchase,~~knowingly ~~securitization~~made ~~and~~misrepresentations ~~servicing of subprime~~ and ~~non-subprime~~omissions ~~residential mortgages and~~ related ~~matters~~to ~~such~~the asloans ~~residential~~backing ~~mortgage backed securities (“~~RMBS~~”),~~ ~~collateralized~~purchased ~~debt~~by ~~obligations (“CDOs”),~~the ~~structured~~Virginia ~~investment~~Retirement ~~vehicles~~System. ~~(“SIVs”)~~The ~~and~~complaint ~~credit~~asserts ~~default~~claims ~~swaps~~under ~~backed~~the byVirginia orFraud ~~referencing~~Against ~~mortgage~~Taxpayers ~~pass-through~~Act, ~~certificates.~~as ~~These~~well ~~matters,~~as ~~some~~common law claims of ~~which~~actual ~~are~~and inconstructive ~~advanced stages~~fraud, ~~include~~and seeks, ~~but~~among ~~are~~other ~~not~~things, ~~limited~~treble ~~to, investigations~~damages ~~related~~and tocivil ~~MS&Co~~penalties.’s ~~due~~On ~~diligence~~January 6, on2016, the ~~loans~~parties ~~that~~reached itan ~~purchased~~agreement ~~for~~to ~~securitization,~~settle ~~MS&Co~~the litigation.’s ~~communications~~An ~~with~~order ~~ratings~~dismissing ~~agencies,~~the ~~MS&Co.’s~~action ~~disclosures~~with toprejudice ~~investors,~~was ~~and MS&Co.’s handling of~~entered ~~servicing~~on ~~and~~January 28, ~~foreclosure related issues~~2016.

OnAdditional ~~February 25,~~lawsuits ~~2015,~~containing ~~MS&Co.~~claims ~~reached~~similar anto ~~agreement~~those indescribed ~~principle~~above ~~with~~ may be filed in the future. ~~United~~In ~~States~~the ~~Department~~course of ~~Justice~~its business, ~~Civil~~MS&Co., ~~Division~~as ~~and~~a ~~the~~major ~~United~~futures ~~States~~commission ~~Attorney’s~~merchant, ~~Office~~is ~~for~~party ~~the~~to ~~Northern~~various ~~District~~civil ~~of California~~actions, ~~Civil~~claims ~~Division~~and ~~(collectively,~~routine ~~the~~regulatory ~~“Civil~~investigations ~~Division”)~~and toproceedings ~~pay~~that ~~$2.6 billion~~the toGeneral ~~resolve~~Partner ~~certain claims~~believes ~~that~~do ~~the~~not ~~Civil~~have ~~Division~~a ~~indicated~~material effect iton ~~intended~~the tobusiness ~~bring~~of ~~against~~MS&Co. MS&Co. ~~That~~may ~~settlement~~establish ~~was~~reserves ~~finalized~~from ontime ~~February 10,~~to ~~2016~~time in connection with such actions.

2932

~~Table~~Item of1A. ~~Contents~~Risk Factors.

OnThere ~~April 1,~~have ~~2016,~~been ~~the~~no ~~California~~material ~~Attorney~~changes ~~General’s~~to ~~Office~~the ~~filed~~risk ~~an action~~factors ~~against~~set ~~MS&Co.~~forth ~~and~~under ~~certain~~Part ~~affiliates~~I, inItem ~~California state court styled California v~~1A. ~~Morgan~~“Risk ~~Stanley, et al~~Factors.,” onin ~~behalf of California investors, including~~ the ~~California Public Employees’ Retirement System and the California~~ ~~Teachers~~Partnership’s ~~Retirement~~Annual ~~System.~~Report ~~The~~on ~~complaint~~Form ~~alleges~~10-K ~~that~~for ~~MS&Co. made misrepresentations and omissions regarding RMBS and notes issued by~~ the ~~Cheyne~~fiscal ~~SIV,~~year ~~and~~ended ~~asserts violations of the California False Claims Act and other state laws and seeks treble damages, civil penalties, disgorgement, and injunctive relief. On July~~December 2031, 2016~~, MS&Co~~. ~~filed a demurrer, which was granted on September 30, 2016. On October 21, 2016, the California Attorney General filed an amended complaint.~~

InItem ~~October 2014, the Illinois Attorney General’s Office (“ILAG”) sent a letter to MS&Co~~2. ~~alleging~~Unregistered ~~that~~Sales ~~MS&Co. knowingly made misrepresentations related to RMBS purchased by certain pension funds affiliated with the State~~ of ~~Illinois~~Equity ~~and~~Securities ~~demanding that MS&Co. pay ILAG approximately $88 million. MS&Co.~~ and ~~ILAG reached~~Use anof ~~agreement to resolve the matter on February 10, 2016~~Proceeds.

OnThe ~~January 13,~~Partnership ~~2015,~~no ~~the~~longer ~~New~~offers York Attorney General’s Office (“NYAG”), which is also a member of the RMBS Working Group, indicated that it intended to file a lawsuit related to approximately 30 subprime securitizations sponsored by MS&CoUnits. NYAG indicated that the lawsuit would allege that MS&Co. misrepresented or omitted material information related to the due diligence, underwriting and valuation of the loans in the securitizations and the properties securing them and indicated that its lawsuit would be brought under the Martin Act. MS&Co. and NYAG reached an agreement to resolve the matter on February 10, 2016.

On June 5, 2012, MS&Co. consented to and became the subject of an Order Instituting Proceedings Pursuant to Sections 6(c) and 6(d) of the Commodity Exchange Act, as amended, Making Findings and Imposing Remedial Sanctions by The ~~Commodity Futures~~following ~~Trading~~chart ~~Commission~~sets ~~(CFTC)~~forth ~~to resolve allegations related to~~ the ~~failure~~purchases of alimited ~~salesperson~~partner toUnits comply with exchange rules that prohibit off-exchange futures transactions unless there is an Exchange for Related Position (“EFRP”). Specifically, the CFTC found that from April 2008 through October 2009, MS&Co. violated Section 4c(a) of the Commodity Exchange Act, as amended (the “CEA”) and CFTC Regulation 1.38 by ~~executing, processing and reporting numerous off-exchange futures trades to~~ the Chicago Mercantile Exchange (“CME”) and Chicago Board of Trade (“CBOT”) as EFRPs in violation of CME and CBOT rules because those trades lacked the corresponding and related cash, OTC swap, OTC option, or other OTC derivative positionPartnership. In addition, the CFTC found that MS&Co. violated CFTC Regulation 166.3 by failing to supervise the handling of the trades at issue and failing to have adequate policies and procedures designed to detect and deter the violations of the CEA and CFTC Regulations. Without admitting or denying the underlying allegations and without adjudication of any issue of law or fact, MS&Co. accepted and consented to entry of findings and the imposition of a cease and desist order, a fine of $5,000,000, and undertakings related to public statements, cooperation and payment of the fine. MS&Co. entered into corresponding and related settlements with the CME and CBOT in which the CME found that MS&Co. violated CME Rules 432.Q and 538 and fined MS&Co. $750,000 and CBOT found that MS&Co. violated CBOT Rules 432.Q and 538 and fined MS&Co. $1,000,000.

On July 23, 2014, the SEC approved a settlement by MS&Co. and certain affiliates to resolve an investigation related to certain subprime RMBS transactions sponsored and underwritten by those entities in 2007. Pursuant to the settlement, MS&Co. and certain affiliates were charged with violating Sections 17(a)(2) and 17(a)(3) of the Securities Act of 1933, as amended (the “Securities Act”), agreed to pay disgorgement and penalties in an amount of $275 million and neither admitted nor denied the SEC’s findings.


Period	(a) Total Number of Units Purchased *	(b) Average Price Paid per Unit **	(c) Total Number of Units Purchased as Part of Publicly Announced Plans or Programs	(d) Maximum Number (or Approximate Dollar Value) of Units that May Yet Be Purchased Under the Plans or Programs
January 1, 2017 - January 31, 2017	75,887.747	$ 17.43	N/A	N/A
February 1, 2017 - February 28, 2017	71,391.955	$ 17.81	N/A	N/A
March 1, 2017 - March 31, 2017	103,134.150	$ 17.46	N/A	N/A
	250,413.852	$ 17.55

On* ~~April 21~~Generally, ~~2015,~~limited ~~the~~partners ~~Chicago~~are ~~Board~~permitted ~~Options~~to ~~Exchange,~~redeem ~~Incorporated~~their ~~(“CBOE”)~~Units ~~and~~as of the ~~CBOE~~end ~~Futures~~of ~~Exchange,~~each ~~LLC (“CFE”)~~month ~~filed~~if ~~statements~~notice ofis ~~charges~~received ~~against~~by ~~MS&Co.~~the inGeneral ~~connection~~Partner ~~with~~no ~~trading~~later bythan ~~one~~3:00 ~~of MS&Co~~P.’sM., ~~former~~New ~~traders~~York ofCity ~~EEM~~time, ~~options~~on ~~contracts~~the ~~that~~last ~~allegedly~~day ~~disrupted~~of the ~~final~~month ~~settlement~~in ~~price~~which of the ~~November~~redemption ~~2012~~is ~~VXEM~~to ~~futures~~be effective. ~~CBOE~~ ~~alleged~~Under ~~that~~certain ~~MS&Co.~~circumstances, ~~violated~~the ~~CBOE~~General ~~Rules 4.1~~Partner can compel redemption, ~~4.2~~although ~~and~~to ~~4.7~~date, ~~Sections~~the ~~9(a)~~General ~~and~~Partner ~~10(b)~~has not exercised this right. Purchases of ~~the~~Units ~~Exchange~~by ~~Act,~~the ~~and~~Partnership ~~Rule 10b-5~~reflected ~~thereunder.~~in ~~CFE~~the ~~alleged~~chart ~~that~~above ~~MS&Co.~~were ~~violated~~made ~~CFE~~in ~~Rules 608,~~the ~~609~~ordinary ~~and~~course ~~620.~~of ~~The~~the ~~matters~~Partnership’s ~~were~~business ~~resolved~~in ~~on June 28,~~connection ~~2016~~with ~~without~~effecting ~~any~~redemptions ~~findings~~for oflimited ~~fraud~~partners.

30** Redemptions of Units are effected as of the last day of each month at the net asset value per Unit as of that day. No fee will be charged for redemptions.

~~Table~~Item of3. ~~Contents~~Defaults Upon Senior Securities. — None.

OnItem ~~June 18, 2015, MS&Co~~4. ~~entered~~Mine ~~into~~Safety ~~a settlement with the SEC and paid a fine of $500,000 as part of the MCDC Initiative to resolve allegations that MS&Co~~Disclosures. ~~failed~~— toNot form a reasonable basis through adequate due diligence for believing the truthfulness of the assertions by issuers and/or obligors regarding their compliance with previous continuing disclosure undertakings pursuant to Rule 15c2-12 in connection with offerings in which MS&Coapplicable. ~~acted as senior or sole underwriter.~~

OnItem ~~August 6, 2015, MS&Co~~5. ~~consented~~Other ~~to and became the subject of an order by the CFTC to resolve allegations that MS&Co~~Information. ~~violated~~— ~~CFTC Regulation 22~~None.9(a) by failing to hold sufficient US Dollars in cleared swap segregated accounts in the United States to meet all US Dollar obligations to cleared swaps customers. Specifically, the CFTC found that while MS&Co. at all times held sufficient funds in segregation to cover its obligations to its customers, on certain days during 2013 and 2014, it held currencies, such as euros, instead of US dollars, to meet its US dollar obligations. In addition, the CFTC found that MS&Co. violated CFTC Regulation 166.3 by failing to have in place adequate procedures to ensure that it complied with CFTC Regulation 22.9(a). Without admitting or denying the findings or conclusions and without adjudication of any issue of law or fact, MS&Co. accepted and consented to the entry of findings, the imposition of a cease and desist order, a civil monetary penalty of $300,000, and undertakings related to public statements, cooperation, and payment of the monetary penalty.

~~Civil~~33 ~~Litigation~~

OnItem ~~December 23, 2009, the Federal Home Loan Bank of Seattle filed a complaint against MS&Co~~6. ~~and another defendant in the Superior Court of the State of Washington, styled Federal Home Loan Bank of Seattle v~~Exhibits. Morgan Stanley & Co. Inc., et al. The amended complaint, filed on September 28, 2010, alleges that defendants made untrue statements and material omissions in the sale to plaintiff of certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The total amount of certificates allegedly sold to plaintiff by MS&Co. was approximately $233 million. The complaint raises claims under the Washington State Securities Act and seeks, among other things, to rescind the plaintiff’s purchase of such certificates By orders dated June 23, 2011 and July 18, 2011, the court denied defendants’ omnibus motion to dismiss plaintiff’s amended complaint and on August 15, 2011, the court denied MS&Co.’s individual motion to dismiss the amended complaint. On March 7, 2013, the court granted defendants’ motion to strike plaintiff’s demand for a jury trial. The defendants’ joint motions for partial summary judgment were denied on November 9, 2015. At September 25, 2016, the current unpaid balance of the mortgage pass-through certificates at issue in this action was approximately $43 million, and the certificates had not yet incurred actual losses. Based on currently available information, MS&Co. believes it could incur a loss in this action up to the difference between the $43 million unpaid balance of these certificates (plus any losses incurred) and their fair market value at the time of a judgment against MS&Co., plus pre- and post-judgment interest, fees and costs. MS&Co. may be entitled to be indemnified for some of these losses and to an offset for interest received by the plaintiff prior to a judgment.

On March 15, 2010, the Federal Home Loan Bank of San Francisco filed a complaint against MS&Co. and other defendants in the Superior Court of the State of California styled Federal Home Loan Bank of San Francisco v. Deutsche Bank Securities Inc. et al. An amended complaint, filed on June 10, 2010, alleges that defendants made untrue statements and material omissions in connection with the sale to plaintiff of certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The amount of certificates allegedly sold to plaintiff by MS&Co. was approximately $276 million. The complaint raises claims under both the federal securities laws and California law and seeks, among other things, to rescind the plaintiff’s purchase of such certificates. On August 11, 2011, plaintiff’s federal securities law claims were dismissed with prejudice. On February 9, 2012, defendants’ demurrers with respect to all other claims were overruled. On December 20, 2013, plaintiff’s negligent misrepresentation claims were dismissed with prejudice. At September 25, 2016, the current unpaid balance of the mortgage pass-through certificates at issue in these cases was approximately $52 million, and the certificates had incurred actual losses of approximately $2 million. Based on currently available information, MS&Co. believes it could incur a loss for this action up to the difference between the $55 million unpaid balance of these certificates (plus any losses incurred) and their fair market value at the time of a judgment against MS&Co., or upon sale, plus pre- and post-judgment interest, fees and costs. MS&Co. may be entitled to be indemnified for some of these losses and to an offset for interest received by the plaintiff prior to a judgment.


31.01		Certification of President and Director of Ceres Managed Futures LLC, the General Partner of the Partnership, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.02		Certification of Chief Financial Officer and Director of Ceres Managed Futures LLC, the General Partner of the Partnership, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.01		Certification of President and Director of Ceres Managed Futures LLC, 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 and Director of Ceres Managed Futures LLC, 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.

101.INS*		XBRL Instance Document

101.SCH*		XBRL Taxonomy Extension Schema Document

101.CAL*		XBRL Taxonomy Extension Calculation Linkbase Document

101.LAB*		XBRL Taxonomy Extension Label Document

101.PRE*		XBRL Taxonomy Extension Presentation Document

101.DEF*		XBRL Taxonomy Extension Definition Document

31Notes to Exhibits List

~~Table~~* ofSubmitted ~~Contents~~electronically herewith.

On34 July 15, 2010, China Development Industrial Bank (“CDIB”) filed a complaint against MS&Co., styled China Development Industrial Bank v. Morgan Stanley & Co. Incorporated et al., which is pending in the Supreme Court of the State of New York, New York County (“Supreme Court of NY”). The complaint relates to a $275 million credit default swap referencing the super senior portion of the STACK 2006-1 CDO. The complaint asserts claims for common law fraud, fraudulent inducement and fraudulent concealment and alleges that MS&Co. misrepresented the risks of the STACK 2006-1 CDO to CDIB, and that MS&Co. knew that the assets backing the CDO were of poor quality when it entered into the credit default swap with CDIB. The complaint seeks compensatory damages related to the approximately $228 million that CDIB alleges it has already lost under the credit default swap, rescission of CDIB’s obligation to pay an additional $12 million, punitive damages, equitable relief, fees and costs. On February 28, 2011, the court denied MS&Co.’s motion to dismiss the complaint. Based on currently available information, MS&Co. believes it could incur a loss of up to approximately $240 million plus pre- and post-judgment interest, fees and costs.

OnSIGNATURES October 15, 2010, the Federal Home Loan Bank of Chicago filed a complaint against MS&Co. and other defendants in the Circuit Court of the State of Illinois, styled Federal Home Loan Bank of Chicago v. Bank of America Funding Corporation et al. A corrected amended complaint was filed on April 8, 2011, which alleges that defendants made untrue statements and material omissions in the sale to plaintiff of a number of mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans and asserts claims under Illinois law. The total amount of certificates allegedly sold to plaintiff by MS&Co. at issue in the action was approximately $203 million. The complaint seeks, among other things, to rescind the plaintiff’s purchase of such certificates. The defendants filed a motion to dismiss the corrected amended complaint on May 27, 2011, which was denied on September 19, 2012. On December 13, 2013, the court entered an order dismissing all claims related to one of the securitizations at issue. After that dismissal, the remaining amount of certificates allegedly issued by MS&Co. or sold to plaintiff by MS&Co. was approximately $78 million. At September 25, 2016, the current unpaid balance of the mortgage pass-through certificates at issue in this action was approximately $48 million, and the certificates had not yet incurred actual losses. Based on currently available information, MS&Co. believes it could incur a loss in this action up to the difference between the $48 million unpaid balance of these certificates (plus any losses incurred) and their fair market value at the time of a judgment against MS&Co., plus pre- and post-judgment interest, fees and costs. MS&Co. may be entitled to be indemnified for some of these losses and to an offset for interest received by the plaintiff prior to a judgment.

OnPursuant ~~April 20,~~to ~~2011,~~ the ~~Federal~~requirements ~~Home Loan Bank~~ of ~~Boston filed a complaint against MS&Co. and other defendants in~~ the ~~Superior~~ Court of the Commonwealth of Massachusetts styled Federal Home Loan Bank of Boston v. Ally Financial, Inc. F/K/A GMAC LLC et al. An amended complaint was filed on June 29, 2012 and alleges that defendants made untrue statements and material omissions in the sale to plaintiff of certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The total amount of certificates allegedly issued by MS&Co. or sold to plaintiff by MS&Co. was approximately $385 million. The amended complaint raises claims under the Massachusetts Uniform Securities ~~Act,~~Exchange ~~the Massachusetts Consumer Protection~~ Act ~~and common law and seeks, among other things, to rescind the plaintiff’s purchase~~ of ~~such certificates. On May 26~~1934, ~~2011, defendants removed~~ the ~~case~~registrant tohas ~~the~~duly ~~United~~caused ~~States~~this ~~District~~report ~~Court for the District of Massachusetts. The defendants’ motions~~ to ~~dismiss~~be ~~the~~signed ~~amended complaint were granted in part and denied in part~~ on ~~September 30, 2013. On November 25, 2013, July 16, 2014, and May 19, 2015, respectively, the plaintiff voluntarily dismissed~~ its ~~claims~~behalf ~~against MS&Co. with respect to three of the securitizations at issue. After these voluntary dismissals, the remaining amount of certificates allegedly issued~~ by ~~MS&Co. or sold to plaintiff by MS&Co. was approximately $332 million. At September 25, 2016,~~ the ~~current~~undersigned ~~unpaid~~thereunto ~~balance~~duly ~~of the mortgage pass-through certificates at issue in this action was approximately $52 million, and the certificates had not yet incurred actual losses~~authorized. Based on currently available information, MS&Co. believes it could incur a loss in this action up to the difference between the $52 million unpaid balance of these certificates (plus any losses incurred) and their fair market value at the time of a judgment against MS&Co., or upon sale, plus pre- and post-judgment interest, fees and costs. MS&Co. may be entitled to be indemnified for some of these losses and to an offset for interest received by the plaintiff prior to a judgment.

32MORGAN STANLEY SMITH BARNEY SPECTRUM TECHNICAL L.P.


By:		Ceres Managed Futures LLC (General Partner)

By:		/s/ Patrick T. Egan
		Patrick T. Egan
		President and Director

Date: May 11, 2017

By:		/s/ Steven Ross
		Steven Ross
		Chief Financial Officer and Director
		(Principal Accounting Officer)

Date: May 11, 2017

OnThe ~~May 3,~~General ~~2013,~~Partner ~~plaintiffs~~which insigned ~~Deutsche Zentral-Genossenschaftsbank AG et al. v. Morgan Stanley et al. filed a complaint against MS&Co., certain affiliates, and other defendants in~~ the ~~Supreme~~above ~~Court~~is ~~of NY. The complaint alleges that defendants made material misrepresentations and omissions in~~ the ~~sale~~only ~~to plaintiffs~~party ofauthorized certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The total amount of certificates allegedly sponsored, underwritten and/or sold by MS&Co. to ~~plaintiff~~act ~~currently~~for atthe ~~issue in this action was approximately $644 million~~registrant. The ~~complaint~~registrant ~~alleges~~has ~~causes~~no ofprincipal ~~action~~executive ~~against MS&Co. for common law fraud~~officer, ~~fraudulent~~principal ~~concealment,~~financial ~~aiding and abetting fraud~~officer, ~~negligent misrepresentation~~controller, and rescission and seeks, among other things, compensatory and punitive damages. On June 10, 2014, the court granted in part and denied in part MS&Co.’s motion to dismiss the complaint. MS&Co. perfected its appeal from that decision on June 12, 2015. At September 25, 2016, the current unpaid balance of the mortgage pass-through certificates at issue in this action was approximately $252 million, and the certificates had incurred actual losses of approximately $85 million. Based on currently available information, MS&Co. believes it could incur a loss in this action up to the difference between the $252 million unpaid balance of these certificates (plus any losses incurred) and their fair market value at the time of a judgment against MS&Co., or ~~upon~~principal ~~sale,~~accounting ~~plus~~officer ~~pre-~~ and ~~post-judgment~~has ~~interest,~~no ~~fees~~Board ~~and costs. MS&Co. may be entitled to be indemnified for some~~ of ~~these losses~~Directors.

On35 May 17, 2013, plaintiff in IKB International S.A. in Liquidation, et al. v. Morgan Stanley, et al. filed a complaint against MS&Co. and certain affiliates in the Supreme Court of NY. The complaint alleges that defendants made material misrepresentations and omissions in the sale to plaintiff of certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The total amount of certificates allegedly sponsored, underwritten and/or sold by MS&Co. to plaintiff was approximately $132 million. The complaint alleges causes of action against MS&Co. for common law fraud, fraudulent concealment, aiding and abetting fraud, and negligent misrepresentation, and seeks, among other things, compensatory and punitive damages. On October 29, 2014, the court granted in part and denied in part MS&Co.’s motion to dismiss. All claims regarding four certificates were dismissed. After these dismissals, the remaining amount of certificates allegedly issued by MS&Co. or sold to plaintiff by MS&Co. was approximately $116 million. On August 26, 2015, MS&Co. perfected its appeal from the court’s October 29, 2014 decision. On August 11, 2016, the Appellate Division, First Department affirmed the trial court’s decision denying in part MS&Co.’s motion to dismiss the complaint. At September 25, 2016, the current unpaid balance of the mortgage pass-through certificates at issue in this action was approximately $26 million, and the certificates had incurred actual losses of $58 million. Based on currently available information, MS&Co. believes it could incur a loss in this action up to the difference between the $26 million unpaid balance of these certificates (plus any losses incurred) and their fair market value at the time of a judgment against MS&Co., or upon sale, plus pre- and post-judgment interest, fees and costs. MS&Co. may be entitled to be indemnified for some of these losses and to an offset for interest received by the plaintiff prior to a judgment.

Settled Civil Litigation

On August 25, 2008, MS&Co. and two ratings agencies were named as defendants in a purported class action related to securities issued by a structured investment vehicle called Cheyne Finance PLC and Cheyne Finance LLC (together, the “Cheyne SIV”). The case was styled Abu Dhabi Commercial Bank, et al. v. Morgan Stanley & Co. Inc., et al. The complaint alleged, among other things, that the ratings assigned to the securities issued by the Cheyne SIV were false and misleading, including because the ratings did not accurately reflect the risks associated with the subprime RMBS held by the Cheyne SIV. The plaintiffs asserted allegations of aiding and abetting fraud and negligent misrepresentation relating to approximately $852 million of securities issued by the Cheyne SIV. On April 24, 2013, the parties reached an agreement to settle the case, and on April 26, 2013, the court dismissed the action with prejudice.

On July 9, 2010 and February 11, 2011, Cambridge Place Investment Management Inc. filed two separate complaints against MS&Co. and/or its affiliates and other defendants in the Superior Court of the Commonwealth of Massachusetts, both styled Cambridge Place Investment Management Inc. v. Morgan Stanley & Co., Inc., et al. The complaints asserted claims on behalf of certain clients of plaintiff’s affiliates and allege that defendants made untrue statements and material omissions in the sale of a number of mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The total amount of certificates allegedly issued by MS&Co. and/or its affiliates or sold to plaintiff’s affiliates’ clients by MS&Co. and/or its affiliates in the two matters was approximately $263 million. On February 11, 2014, the parties entered into an agreement to settle the litigation. On February 20, 2014, the court dismissed the action.

On October 25, 2010, MS&Co., certain affiliates and Pinnacle Performance Limited, a special purpose vehicle (“SPV”), were named as defendants in a purported class action in the United States District Court for the Southern District of New York (“SDNY”), styled Ge Dandong, et al. v. Pinnacle Performance Ltd., et al. On January 31, 2014, the plaintiffs in the action, which related to securities issued by the SPV in Singapore, filed a second amended complaint, which asserted common law claims of fraud, aiding and abetting fraud, fraudulent inducement, aiding and abetting fraudulent inducement, and breach of the implied covenant of good faith and fair dealing. On July 17, 2014, the parties reached an agreement to settle the litigation, which received final court approval on July 2, 2015.

On July 5, 2011, Allstate Insurance Company and certain of its affiliated entities filed a complaint against MS&Co. in the Supreme Court of NY, styled Allstate Insurance Company, et al. v. Morgan Stanley, et al. An amended complaint was filed on September 9, 2011, and alleges that the defendants made untrue statements and material omissions in the sale to the plaintiffs of certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The total amount of certificates allegedly issued and/or sold to the plaintiffs by MS&Co. was approximately $104 million. The complaint raised common law claims of fraud, fraudulent inducement, aiding and abetting fraud, and negligent misrepresentation and seeks, among other things, compensatory and/or recessionary damages associated with the plaintiffs’ purchases of such certificates. On January 16, 2015, the parties reached an agreement to settle the litigation.

On July 18, 2011, the Western and Southern Life Insurance Company and certain affiliated companies filed a complaint against MS&Co. and other defendants in the Court of Common Pleas in Ohio, styled Western and Southern Life Insurance Company, et al. v. Morgan Stanley Mortgage Capital Inc., et al. An amended complaint was filed on April 2, 2012 and alleges that defendants made untrue statements and material omissions in the sale to plaintiffs of certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The amount of the certificates allegedly sold to plaintiffs by MS&Co. was approximately $153 million. On June 8, 2015, the parties reached an agreement to settle the litigation.

On September 2, 2011, the Federal Housing Finance Agency (“FHFA”), as conservator for Fannie Mae and Freddie Mac, filed 17 complaints against numerous financial services companies, including MS&Co. and certain affiliates. A complaint against MS&Co. and certain affiliates and other defendants was filed in the Supreme Court of NY, styled Federal Housing Finance Agency, as Conservator v. Morgan Stanley et al. The complaint alleges that defendants made untrue statements and material omissions in connection with the sale to Fannie Mae and Freddie Mac of residential mortgage pass-through certificates with an original unpaid balance of approximately $11 billion. The complaint raised claims under federal and state securities laws and common law and seeks, among other things, rescission and compensatory and punitive damages. On February 7, 2014, the parties entered into an agreement to settle the litigation. On February 20, 2014, the court dismissed the action.

On April 25, 2012, Metropolitan Life Insurance Company and certain affiliates filed a complaint against MS&Co. and certain affiliates in the Supreme Court of NY, styled Metropolitan Life Insurance Company, et al. v. Morgan Stanley, et al. An amended complaint was filed on June 29, 2012, and alleges that the defendants made untrue statements and material omissions in the sale to the plaintiffs of certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The total amount of certificates allegedly sponsored, underwritten, and/or sold by MS&Co. was approximately $758 million. The amended complaint raised common law claims of fraud, fraudulent inducement, and aiding and abetting fraud and seeks, among other things, rescission, compensatory, and/or rescissionary damages, as well as punitive damages, associated with the plaintiffs’ purchases of such certificates. On April 11, 2014, the parties entered into a settlement agreement.

On April 25, 2012, The Prudential Insurance Company of America and certain affiliates filed a complaint against MS&Co. and certain affiliates in the Superior Court of the State of New Jersey, styled The Prudential Insurance Company of America, et al. v. Morgan Stanley, et al. On October 16, 2012, plaintiffs filed an amended complaint. The amended complaint alleged that defendants made untrue statements and material omissions in connection with the sale to plaintiffs of certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The total amount of certificates allegedly sponsored, underwritten and/or sold by MS&Co. was approximately $1.073 billion. The amended complaint raises claims under the New Jersey Uniform Securities Law, as well as common law claims of negligent misrepresentation, fraud, fraudulent inducement, equitable fraud, aiding and abetting fraud, and violations of the New Jersey RICO statute, and includes a claim for treble damages. On January 8, 2016, the parties reached an agreement to settle the litigation.

In re Morgan Stanley Mortgage Pass-Through Certificates Litigation, which had been pending in the SDNY, was a putative class action involving allegations that, among other things, the registration statements and offering documents related to the offerings of certain mortgage pass-through certificates in 2006 and 2007 contained false and misleading information concerning the pools of residential loans that backed these securitizations. On December 18, 2014, the parties’ agreement to settle the litigation received final court approval, and on December 19, 2014, the court entered an order dismissing the action.

On November 4, 2011, the Federal Deposit Insurance Corporation (“FDIC”), as receiver for Franklin Bank S.S.B, filed two complaints against MS&Co. in the District Court of the State of Texas. Each was styled Federal Deposit Insurance Corporation as Receiver for Franklin Bank, S.S.B v. Morgan Stanley & Company LLC F/K/A Morgan Stanley & Co. Inc. and alleged that MS&Co. made untrue statements and material omissions in connection with the sale to plaintiff of mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The amount of certificates allegedly underwritten and sold to plaintiff by MS&Co. in these cases was approximately $67 million and $35 million, respectively. On July 2, 2015, the parties reached an agreement to settle the litigation.

On February 14, 2013, Bank Hapoalim B.M. filed a complaint against MS&Co. and certain affiliates in the Supreme Court of NY, styled Bank Hapoalim B.M. v. Morgan Stanley et al. The complaint alleges that defendants made material misrepresentations and omissions in the sale to plaintiff of certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The total amount of certificates allegedly sponsored, underwritten and/or sold by MS&Co. to plaintiff was approximately $141 million. On July 28, 2015, the parties reached an agreement to settle the litigation, and on August 12, 2015, the plaintiff filed a stipulation of discontinuance with prejudice.

On September 23, 2013, the plaintiff in National Credit Union Administration Board v. Morgan Stanley & Co. Inc., et al. filed a complaint against MS&Co. and certain affiliates in the SDNY. The complaint alleged that defendants made untrue statements of material fact or omitted to state material facts in the sale to the plaintiff of certain mortgage pass-through certificates issued by securitization trusts containing residential mortgage loans. The total amount of certificates allegedly sponsored, underwritten and/or sold by MS&Co. to plaintiffs in the matter was approximately $417 million. The complaint alleged violations of federal and various state securities laws and sought, among other things, rescissionary and compensatory damages. On November 23, 2015, the parties reached an agreement to settle the matter.

On September 16, 2014, the Virginia Attorney General’s Office filed a civil lawsuit, styled Commonwealth of Virginia ex rel. Integra REC LLC v. Barclays Capital Inc., et al., against MS&Co. and several other defendants in the Circuit Court of the City of Richmond related to RMBS. The lawsuit alleged that MS&Co. and the other defendants knowingly made misrepresentations and omissions related to the loans backing RMBS purchased by the Virginia Retirement System. The complaint asserts claims under the Virginia Fraud Against Taxpayers Act, as well as common law claims of actual and constructive fraud, and seeks, among other things, treble damages and civil penalties. On January 6, 2016, the parties reached an agreement to settle the litigation. An order dismissing the action with prejudice was entered on January 28, 2016.

Additional lawsuits containing claims similar to those described above may be filed in the future. In the course of its business, MS&Co., as a major futures commission merchant, is party to various civil actions, claims and routine regulatory investigations and proceedings that the General Partner believes do not have a material effect on the business of MS&Co. MS&Co. may establish reserves from time to time in connection with such actions.

Item 1A. Risk Factors

There have been no material changes to the risk factors set forth under Part I, Item 1A. “Risk Factors” in the Partnership’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015 and under Part II, Item 1A. “Risk Factors” in the Partnership’s Quarterly Reports on Form 10-Q for the quarters ended March 31, 2016 and June 30, 2016.

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

The Partnership no longer offers Units.

The following chart sets forth the purchases of limited partner Units by the Partnership.

Period	(a) Total Number of Units Purchased *		(b) Average Price Paid per Unit **		(c) Total Number of Units Purchased as Part of Publicly Announced Plans or Programs	(d) Maximum Number (or Approximate Dollar Value) of Units that May Yet Be Purchased Under the Plans or Programs
July 1, 2016 - July 31, 2016		53,520.611	$	18.86	N/A	N/A
August 1, 2016 - August 31, 2016		120,023.290	$	18.34	N/A	N/A
September 1, 2016 - September 30, 2016		156,889.260	$	18.47	N/A	N/A
		330,433.161	$	18.49

* Generally, limited partners are permitted to redeem their Units as of the end of each month on three business days’ notice to the General Partner. Under certain circumstances, the General Partner can compel redemption, although to date, the General Partner has not exercised this right. Purchases of Units by the Partnership reflected in the chart above were made in the ordinary course of the Partnership’s business in connection with effecting redemptions for limited partners.

** Redemptions of Units are effected as of the last day of each month at the net asset value per Unit as of that day. No fee will be charged for redemptions.

Item 3. Defaults Upon Senior Securities — None.

Item 4. Mine Safety Disclosures — Not applicable.

Item 5. Other Information — None.

Item 6. Exhibits

31.01		Certification of President and Director of Ceres Managed Futures LLC, the General Partner of the Partnership, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.02		Certification of Chief Financial Officer and Director of Ceres Managed Futures LLC, the General Partner of the Partnership, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.01		Certification of President and Director of Ceres Managed Futures LLC, 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 and Director of Ceres Managed Futures LLC, 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.
101.INS*		XBRL Instance Document
101.SCH*		XBRL Taxonomy Extension Schema Document
101.CAL*		XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB*		XBRL Taxonomy Extension Label Document
101.PRE*		XBRL Taxonomy Extension Presentation Document
101.DEF*		XBRL Taxonomy Extension Definition Document

Notes to Exhibits List

* Submitted electronically herewith.

SIGNATURES

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 SMITH BARNEY SPECTRUM TECHNICAL L.P.

By: Ceres Managed Futures LLC (General Partner) By: /s/ Patrick T. Egan Patrick T. Egan President and Director

Date: November 10, 2016

By: /s/ Steven Ross Steven Ross Chief Financial Officer and Director (Principal Accounting Officer)

Date: November 10, 2016

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