UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~June~~September 30, 2019

OR ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number 000-31563

CERES TACTICAL GLOBAL L.P.

(Exact name of registrant as specified in its charter)

~~Delaware~~	~~13-4084211~~Delaware	13-4084211
(State or other jurisdiction of	(I.R.S. Employer
	(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
incorporation or organization)	Identification No.)

c/o Ceres Managed Futures LLC

522 Fifth Avenue

New York, New York 10036

(Address of principal executive offices) (Zip Code)

(855) 672-4468

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
N/A	N/A	N/A

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

Yes X No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files).

Yes X No

Indicate by 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.

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

Smaller reporting company Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes No X

As of ~~July~~October 31, 2019, 3,~~953~~847,~~484~~761.~~3060~~089 Limited Partnership Class A Units were outstanding and 98,~~856~~620.~~7850~~412 Limited Partnership Class Z Units were outstanding.

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements.

Ceres Tactical Global L.P.

Statements of Financial Condition

	June 30,
	September 30, 2019(Unaudited)		December 31, 2018
	2019		December 31,
	(Unaudited)		2018
Assets:
Investment in the Fund(s)(1), at fair value	$	1014,~~014~~686,~~330~~475	$	1,492,447
Redemptions receivable from the Fund(s)		10229,~~589,199~~535		276,352
Equity in trading accounts:
Unrestricted cash		1418,~~478~~729,~~389~~316		3,462,890
Restricted cash		~~361~~427,~~761~~779		118,195
Total equity in trading accounts		14,840,150		3,581,085
Net unrealized appreciation on open futures contracts		186,120		-
Expense reimbursement		36,578		15,047
Total equity in trading accounts		19,343,215		3,581,085
Interest receivable		38,787		7,851
Expense reimbursement		13,595		15,047
Total assets	$	35,519,044	$	5,372,782
Interest receivable		30,648		7,851
Total assets	$	34,303,468	$	5,372,782
Liabilities and Partners’ Capital:
Liabilities:
Net unrealized depreciation on open futures contracts	$	~~47,554~~-	$	10,645
Accrued expenses:
Ongoing placement agent fees		-		8,623
General Partner fees		2221,~~032~~209		3,279
Management fees		2623,~~727~~175		3,999
Incentive fees		86,~~715~~335		18,653
Professional fees		6771,~~385~~145		85,695
Redemptions payable to Limited Partners		~~566~~185,~~534~~259		84,066
Total liabilities		~~816~~387,~~947~~123		214,960
Partners’ Capital:
General Partner, Class Z, 37,254.248 and 7,027.337 Units outstanding at June 30, 2019 and December 31, 2018, respectively		381,817		72,542
General Partner, Class Z, 37,254.248 and 7,027.337 Units outstanding at September 30, 2019 and December 31, 2018, respectively		385,319		72,542
Limited Partners, Class A, 3,995,688.271 and 583,751.985 Units outstanding at June 30, 2019 and December 31, 2018, respectively		34,219,274		5,085,280
Limited Partners, Class A, 3,887,217.100 and 583,751.985 Units outstanding at September 30, 2019 and December 31, 2018, respectively		33,429,083		5,085,280
Limited Partners, Class Z, 9,856.785 and 0.000 Units outstanding at June 30, 2019 and December 31, 2018, respectively		101,006		-
Limited Partners, Class Z, 9,856.785 and 0.000 Units outstanding at September 30, 2019 and December 31, 2018, respectively		101,943		-
Total partners’ capital (net asset value)		3433,~~702~~916,~~097~~345		5,157,822
Total liabilities and partners’ capital	$	3534,~~519~~303,~~044~~468	$	5,372,782
Net asset value per Unit:
Class A	$	8.5660	$	8.71
Class Z	$	10.2534	$	10.32

⁽¹⁾ Defined in Note 1.

See accompanying notes to financial statements.

Ceres Tactical Global L.P.

Condensed Schedule of Investments

~~June~~ September 30, 2019

(Unaudited)

	Number of Contracts		Fair Value			% of Partners’ Capital
						% of Partners’
	Number of Contracts		Fair Value			Capital
Futures Contracts Purchased
Currencies		7956	$	~~8,079~~(262	)		(0.0200)	%*
Metals		4		784			0.00	*
Total futures contracts purchased				(262	)		(0.00)	*
Total futures contracts purchased				8,863			0.02
Futures Contracts Sold
Currencies		~~105~~141		~~(56~~186,~~417~~382	)		(0.~~16)~~55
Total futures contracts sold				~~(56~~186,~~417~~382	)		(0.~~16)~~55
Net unrealized depreciation on open futures contracts			$	(47,554	)		(0.14)	%
Net unrealized appreciation on open futures contracts			$	186,120			0.55	%
Investment in the Fund
CMF ADG Master Fund LLC			$	1014,~~014~~686,~~330~~475			2843.8630	%
Total investment in the Fund			$	1014,~~014~~686,~~330~~475			2843.8630	%

*	Due to rounding.

See accompanying notes to financial statements.

Ceres Tactical Global L.P.

Condensed Schedule of Investments

December 31, 2018

	Number of Contracts		Fair Value			% of Partners’ Capital
						% of Partners’
	Number of Contracts		Fair Value			Capital
Futures Contracts Purchased
Currencies		2	$	2,400			0.05	%
Total futures contracts purchased				2,400			0.05
Futures Contracts Sold
Currencies		57		(13,045)	)		(0.26)
Total futures contracts sold				(13,045)	)		(0.26)
Net unrealized depreciation on open futures contracts			$	(10,645)	)		(0.21)	%
Investment in the Fund
CMF AE Capital Master Fund LLC			$	1,492,447			28.94	%
Total investment in the Fund			$	1,492,447			28.94	%

See accompanying notes to financial statements.

Ceres Tactical Global L.P.

Statements of Income and Expenses

(Unaudited)

Three Months Ended June 30,

Six Months Ended June 30,

Three Months Ended

Nine Months Ended

September 30,

2019

2018

2019

2018

Investment Income:

Interest income

7597,~~460~~024

1112,~~252~~503

~~139~~236,~~753~~777

2032,~~346~~849

Interest income allocated from the Funds

~~106~~66,~~237~~581

8,~~912~~992

~~241~~307,~~333~~914

1625,~~767~~759

Total investment income

~~181~~163,~~697~~605

2021,~~164~~495

~~381~~544,~~086~~691

3758,~~113~~608

Expenses:

Expenses allocated from the Funds

7313,~~072~~436

54,~~043~~275

~~151~~165,~~926~~362

711,~~319~~594

Clearing fees related to direct investments

2734,~~736~~660

76,~~503~~167

4277,~~342~~002

1218,~~580~~747

Ongoing placement agent fees

~~178~~169,~~839~~642

2928,~~695~~103

~~369~~539,~~621~~263

6189,~~452~~555

General Partner fees

6864,~~076~~525

1110,~~268~~673

~~140~~205,~~837~~362

2333,~~177~~850

Management fees

8071,~~847~~068

1413,~~968~~903

~~181~~252,~~522~~590

2943,~~782~~685

Incentive fees

~~(55~~86,~~682)~~335

303,~~370~~338

~~116~~203,~~820~~155

3033,~~370~~708

Professional fees

78,~~490~~955

43,~~853~~742

~~152~~231,~~889~~844

90134,~~422~~164

Total expenses

~~451~~518,~~378~~621

~~142~~110,~~700~~201

1,~~155~~674,~~957~~578

~~255~~365,~~102~~303

Expenses borne by the General Partner

(~~102~~53,~~354)~~924

)

(4342,~~629)~~087

)

(~~188~~241,~~066)~~990

)

(84126,~~055)~~142

)

Net expenses

~~349~~464,~~024~~697

9968,~~071~~114

~~967~~1,~~891~~432,588

~~171~~239,~~047~~161

Net investment loss

(~~167~~301,~~327)~~092

)

(7846,~~907)~~619

)

(~~586~~887,~~805)~~897

)

(~~133~~180,~~934)~~553

)

Trading Results:

Net gains (losses) on trading of commodity interests and investment in the Funds:

Net realized gains (losses) on closed contracts

~~156~~25,~~078~~281

~~269~~91,~~746~~865

(5126,~~715)~~434

)

~~188~~280,~~267~~132

Net realized gains (losses) on closed contracts allocated from the Funds

(~~222~~210,~~044)~~191

)

(8466,~~091)~~289

)

(~~568~~778,~~167)~~358

)

(70137,~~934)~~223

)

Net change in unrealized gains (losses) on open contracts

~~(95~~234,~~459)~~291

(1540,~~311)~~003

)

~~(35~~198,~~394)~~897

29(10,~~939~~064

)

Net change in unrealized gains (losses) on open contracts allocated from the Funds

~~(40~~398,~~757)~~288

6(19,~~719~~098

)

~~632~~1,~~923~~031,211

9879,~~826~~728

Total trading results

~~(202~~447,~~182)~~669

~~177~~(33,~~063~~525

)

~~(22~~425,~~353)~~316

~~246~~212,~~098~~573

Net income (loss)

~~(369~~146,~~509)~~577

98(80,~~156~~144

)

(~~609~~462,~~158)~~581

)

~~112~~32,~~164~~020

Net income (loss) per Unit*:

Class A

(0.~~09)~~04

(0.1413

)

(0.~~15)~~11

)

0.1603

Class Z

(0.~~05)~~09

(0.2210

)

(0.~~07)~~02

0.2212

Weighted average number of Units outstanding:

Class A

43,~~141~~952,~~647~~643.~~199~~816

~~690~~646,~~429~~418.~~988~~248

4,~~255,~~154,317.~~573~~654

~~714~~691,~~323~~688.~~423~~364

Class Z

5247,~~361~~111.~~474~~033

7,027.337

5754,~~502~~038.~~169~~457

7,027.337

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

See accompanying notes to financial statements.

Ceres Tactical Global L.P.

Statements of Changes in Partners’ Capital

For the Three and ~~Six~~Nine Months Ended ~~June~~ September 30, 2019 and 2018

(Unaudited)

	Class A						Class Z						Total
	Amount			Units			Amount			Units			Amount			Units
Partners’ Capital, December 31, 2017	$	6,433,098			752,427.863		$	-			-		$	6,433,098			752,427.863
Subscriptions - General Partner		-			-			70,274			7,027.337			70,274			7,027.337
Redemptions - General Partner		(70,239	)		(8,199.927	)		-			-			(70,239	)		(8,199.927	)
Redemptions - Limited Partners		(~~742~~1,~~972~~110,474	)		(86128,~~079~~554.~~178~~059	)		-			-			(~~742~~1,~~972~~110,474	)		(86128,~~079~~554.~~178~~059	)
Net income (loss)		~~110~~31,~~652~~185			-			~~1,512~~835			-			~~112~~32,~~164~~020			-
Partners’ Capital, September 30, 2018	$	5,283,570			615,673.877		$	71,109			7,027.337		$	5,354,679			622,701.214
Partners’ Capital, June 30, 2018	$	5,730,539			658,148.758		$	71,786			7,027.337		$	5,802,325			665,176.095
Partners’ Capital, March 31, 2018	$	6,147,544			717,661.263		$	-			-		$	6,147,544			717,661.263
Redemptions - Limited Partners		(367,502	)		(42,474.881	)		-			-			(367,502	)		(42,474.881	)
Subscriptions - General Partner		-			-			70,274			7,027.337			70,274			7,027.337
Net income (loss)		(79,467	)		-			(677	)		-			(80,144	)		-
Redemptions - General Partner		(70,239	)		(8,199.927	)		-			-			(70,239	)		(8,199.927	)
Partners’ Capital, September 30, 2018	$	5,283,570			615,673.877		$	71,109			7,027.337		$	5,354,679			622,701.214
Redemptions - Limited Partners		(443,410	)		(51,312.578	)		-			-			(443,410	)		(51,312.578	)
Net income (loss)		96,644			-			1,512			-			98,156			-
Partners’ Capital, June 30, 2018	$	5,730,539			658,148.758		$	71,786			7,027.337		$	5,802,325			665,176.095
	Class A						Class Z						Total
	Amount			Units			Amount			Units			Amount			Units
Partners’ Capital, December 31, 2018	$	5,085,280			583,751.985		$	72,542			7,027.337		$	5,157,822			590,779.322
Subscriptions - General Partner		-			-			411,459			39,870.113			411,459			39,870.113
Subscriptions - Limited Partners		33,753,729			3,875,284.653			176,590			17,111.399			33,930,319			3,892,396.052
Redemptions - General Partner		-			-			(100,000	)		(9,643.202	)		(100,000	)		(9,643.202	)
Redemptions - Limited Partners		(4,~~013~~945,~~087~~416	)		(~~463~~571,~~348~~819.~~367~~538	)		(75,258	)		(7,254.614	)		(45,~~088~~020,~~345~~674	)		(~~470~~579,~~602~~074.~~981~~152	)
Net income (loss)		(~~606~~464,~~648~~510	)		-			(21,~~510~~929	)		-			(~~609~~462,~~158~~581	)		-
Partners’ Capital, September 30, 2019	$	33,429,083			3,887,217.100		$	487,262			47,111.033		$	33,916,345			3,934,328.133
Partners’ Capital, June 30, 2019	$	34,219,274			3,995,688.271		$	482,823			47,111.033		$	34,702,097			4,042,799.304
Partners’ Capital, March 31, 2019	$	36,560,860			4,225,006.433		$	617,340			59,910.896		$	37,178,200			4,284,917.329
Redemptions - Limited Partners		(932,329	)		(108,471.171	)		-			-			(932,329	)		(108,471.171	)
Redemptions - General Partner		-			-			(100,000	)		(9,643.202	)		(100,000	)		(9,643.202	)
Net income (loss)		142,138			-			4,439			-			146,577			-
Redemptions - Limited Partners		(1,974,037	)		(229,318.162	)		(32,557	)		(3,156.661	)		(2,006,594	)		(232,474.823	)
Partners’ Capital, September 30, 2019	$	33,429,083			3,887,217.100		$	487,262			47,111.033		$	33,916,345			3,934,328.133
Net income (loss)		(367,549	)		-			(1,960	)		-			(369,509	)		-
Partners’ Capital, June 30, 2019	$	34,219,274			3,995,688.271		$	482,823			47,111.033		$	34,702,097			4,042,799.304

See accompanying notes to financial statements.

Ceres Tactical Global L.P.

Notes to Financial Statements

(Unaudited)

1.	Organization:

Ceres Tactical Global L.P. (the “Partnership”) is a Delaware limited partnership organized in 1999 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 Futures Interests that are traded by the Partnership, either directly, through individually managed accounts, or indirectly, through its investment in the Funds (as defined below), are volatile and involve a high degree of market risk. 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.

Ceres Managed Futures LLC, a Delaware limited liability company, acts as the general partner (“Ceres” or the “General Partner”) and commodity pool operator of the Partnership, and as the commodity pool operator and general partner or trading manager (in such capacity, the “Trading Manager”) of each Fund (as defined below). Ceres is 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 various financial services and other businesses.

During the reporting periods ended ~~June~~September 30, 2019 and 2018, the Partnership’s and the Funds’ commodity broker was Morgan Stanley & Co. LLC (“MS&Co.”), a registered futures commission merchant. JPMorgan Chase Bank, N.A. (“JPMorgan”) ~~may~~ may also act as a foreign exchange forward or swap contract counterparty for the Partnership/Funds. During prior periods included in this report, the Partnership/Funds deposited a portion of their cash in non-trading bank accounts at JPMorgan.

As of January 1, 2018, units of limited partnership interest (“Unit(s)”) of the Partnership are being offered in two classes (each, a “Class” or collectively, the “Classes”): Class A Units and Class Z Units. Class A Units and Class Z Units are identical, except that Class Z Units are not subject to the monthly ongoing placement agent fee. Class A Units are subject to a monthly ongoing placement agent fee equal to 1/12 of 2.0% (a 2.0% annual rate) of adjusted beginning net assets of Class A. All Units issued prior to January 1, 2018 were deemed “Class A Units.” The rights, liabilities, risks, and fees associated with investment in the Class A Units were not changed. Class Z Units are offered to limited partners who receive advisory services from Morgan Stanley Wealth Management and may also be offered to certain employees of Morgan Stanley and/or its subsidiaries (and their family members). Class Z Units were first issued on April 1, 2018.

As of ~~June~~September 30, 2019, all trading decisions were made for the Partnership by P/E Global LLC (“P/E Global”), Greenwave Capital Management LLC (“Greenwave”) and ADG Capital Management LLP (“ADG”) (each, a “Trading Advisor” and collectively, the “Trading Advisors”), each of which is a registered commodity trading advisor. Effective June 30, 2019, SECOR Capital Advisors, LP (“SECOR”) ceased to act as a commodity trading advisor to the Partnership. On June 30, 2019, the Partnership fully redeemed its investment in SECOR Master Fund L.P. (“SECOR Master”). Effective April 3, 2019, the General Partner terminated AE Capital PTY Limited (“AE Capital”) as a ~~Trading~~commodity ~~Advisor~~trading advisor to the Partnership. For the interim period from April 4, 2019 through April 30, 2019, the Partnership’s assets previously allocated to AE Capital were not charged a management fee and was credited with interest income at a rate equal to the monthly average of the 4-Week U.S. Treasury bill discount rate. On April 30, 2019, the Partnership fully redeemed its investment in CMF AE Capital Master Fund LLC (“AE Capital Master”). On January 1, 2019, the Partnership allocated a portion of its assets to Willowbridge Associates Inc. (“Willowbridge”). On January 31, 2019, the Partnership fully redeemed its investment in CMF Willowbridge Master Fund L.P. (“Willowbridge Master”). Also, effective January 31, 2019, Willowbridge ceased to act as a commodity trading advisor to the Partnership. Effective October 1, 2018, the Partnership, the General Partner, Cambridge Strategy (Asset Management) Limited (“Cambridge”) and Mesirow Financial International UK Limited (“Mesirow”) entered into a novation, assignment and assumption agreement, dated September 28, 2018, pursuant to which Cambridge transferred all of its future rights, obligations, and liabilities under that certain amended and restated management agreement, by and among the General Partner, the Partnership and Cambridge, dated as of October 22, 2012, as previously amended as of October 23, 2012, October 1, 2013 and January 1, 2018 (collectively, the “Initial Advisory Agreement”), to Mesirow. From October 1, 2018 until its termination effective December 31, 2018, Mesirow had undertaken to perform the Initial Advisory Agreement and be bound by its terms in every way as if it were the original party to it in place of Cambridge. References herein to a “Trading Advisor” or the “Trading Advisors” may also include, as relevant, SECOR, AE Capital, Willowbridge, Cambridge and Mesirow. Each Trading Advisor is allocated a portion of the Partnership’s assets to manage. The Partnership invests the portion of its assets allocated to each Trading Advisor either directly, through individually managed accounts in the Partnership’s name, or indirectly, through its investments in the Funds. The Trading Advisors are not affiliated with one another, the General Partner or MS&Co., and are not responsible for the organization or operation of the Partnership.

Ceres Tactical Global L.P.

Notes to Financial Statements

(Unaudited)

P/E Global directly trades a portion of the Partnership’s assets allocated to it through a managed account in the name of the Partnership pursuant to P/E Global’s FX Strategy Standard – MS Program.

Greenwave directly trades a portion of the Partnership’s assets allocated to it through a managed account in the name of the Partnership pursuant to Greenwave’s Flagship Plus Program.

Effective October 10, 2018, the Partnership changed its name from Ceres Tactical Currency L.P. to Ceres Tactical Global L.P.

CMF ADG Master Fund LLC (“ADG Master”) has, and ~~(prior~~each toof ~~their terminations),~~ SECOR Master, AE Capital Master, Willowbridge Master and Cambridge Master Fund L.P. (“Cambridge Master”) (prior to their respective terminations) had, entered into a futures brokerage account agreement and a foreign exchange prime brokerage agreement with MS&Co. ADG Master will be referred to as the “Fund”. References herein to Funds may also include, as relevant, SECOR Master, AE Capital Master, Willowbridge Master and Cambridge Master. The Partnership has also entered into a futures brokerage account agreement and a foreign exchange prime brokerage agreement with MS&Co. Pursuant to these agreements, the Partnership, directly or through its investment in the Funds, pays MS&Co. (or will reimburse MS&Co. if previously paid) its allocable share of all trading fees for the clearing and, where applicable, execution of transactions as well as exchange, clearing, user, give-up, floor brokerage and National Futures Association fees (collectively, the “clearing fees”).

Effective July 12, 2017 and prior to their respective terminations, Cambridge Master and SECOR Master each entered into certain agreements with JPMorgan in connection with trading in forward foreign currency contracts on behalf of the Partnership. These agreements include a foreign exchange and bullion authorization agreement (“FX Agreement”), an International Swap Dealers Association, Inc. master agreement (“Master Agreement”), a schedule to the Master Agreement, a 2016 credit support annex for variation margin to the schedule and an institutional account agreement. In addition to Cambridge Master and SECOR Master, ~~Mesirow/~~Cambridge (and, subsequently, Mesirow, pursuant to the novation, assignment and assumption agreement) and SECOR were parties to the FX Agreements for the Funds to which each acted as commodity trading advisor. Under each FX Agreement, JPMorgan charged a fee on the aggregate foreign currency transactions entered into on behalf of the respective Fund during a month.

On October 10, 2018, Cambridge, Mesirow, Cambridge Master and JPMorgan entered into an amendment and assignment agreement, dated October 10, 2018 (the “Assignment Agreement”), effective as of October 1, 2018, to the FX Agreement, pursuant to which Cambridge assigned to Mesirow all of its rights, liabilities, duties and obligations under and in respect of the FX Agreement, Mesirow accepted such assignment and assumed all rights, liabilities, duties and obligations under and in respect of the FX Agreement, and JPMorgan consented to such assignment and assumption. Pursuant to the Assignment Agreement, all references to Cambridge were replaced by references to Mesirow, and all references to “Investment Manager” are deemed to refer to Mesirow.

On October 10, 2018, Cambridge Master and JPMorgan entered into an amendment, dated as of October 10, 2018 (the “ISDA Amendment”), effective as of October 1, 2018, to the schedule to the Master Agreement, dated as of July 12, 2017, between Cambridge Master and JPMorgan. Pursuant to the ISDA Amendment, all references to Cambridge were replaced by references to Mesirow.

The General Partner fees, management fees, incentive fees and professional fees of the Partnership are allocated proportionally to each Class based on the net asset value of the Class.

In 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, to the extent these expenses exceed 0.85% annually of the net assets of the Partnership., ~~This~~including ~~includes~~ the expenses related to the engagement of the Administrator.

Ceres Tactical Global L.P.

Notes to Financial Statements

(Unaudited)

2.	Basis of Presentation and Summary of Significant Accounting Policies:

The accompanying financial statements and accompanying notes are unaudited but, in the opinion of the General Partner, include all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the Partnership’s financial condition at ~~June~~September 30, 2019, and the results of its operations and changes in partners’ capital for ~~the~~ the three and ~~six~~nine months ended ~~June~~September 30, 2019 and 2018. These financial statements present the results of interim periods and do not include all disclosures normally provided in annual financial statements. These financial statements should be read together with the financial statements and notes included in the Partnership’s Annual Report on Form 10-K (the “Form 10-K”) filed with the Securities and Exchange Commission (the “SEC”) for the year ended December 31, 2018. The December 31, 2018 information has been derived from the audited financial statements as of and for the year ended December 31, 2018.

Due to the nature of commodity trading, the results of operations for the interim periods presented should not be considered indicative of the results that may be expected for the entire year.

Use 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, and those differences could be material.

Profit Allocation. The General Partner and 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, redemptions and losses, if any.

Statement of Cash Flows. The Partnership has not provided a Statement of Cash Flows, as permitted by Accounting Standards Codification (“ASC”) 230, “Statement of Cash Flows.” The Statements of Changes in Partners’ Capital is included herein, and as of and for the periods ended ~~June~~ September 30, 2019 and 2018, the Partnership carried no debt and all the Partnership’s investments were carried at fair value and classified as Level 1 and Level 2 measurements.

Partnership’s Investment in the Funds. The Partnership carries its investment in ADG Master, and prior to their terminations, carried its investments in SECOR Master, AE Capital Master and Cambridge Master based on the Partnership’s (1) respective net contribution to each Fund and (2) its respective allocated share of the undistributed profits and losses, including realized gains or losses and net change in unrealized gains or losses, of each Fund. Prior to its termination on January 31, 2019, the Partnership carried its investment in Willowbridge Master based on Willowbridge Master’s net asset value per Unit as calculated by Willowbridge Master.

Partnership’s/Funds’ Derivative Investments. All Futures Interests held by the Partnership/Funds, including derivative financial instruments and derivative commodity instruments, are held for trading purposes. The Futures Interests are recorded on trade date and open contracts are recorded at fair value (as described in Note 5, “Fair Value Measurements”) at the measurement date. Investments in Futures 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. Net unrealized gains or losses on open contracts are included as a component of “equity in trading account” in the Partnership’s/Funds’ Statements of Financial Condition. Net realized gains or losses and net change in unrealized gains or losses are included in the Partnership’s/Funds’ Statements of Income and Expenses.

The Partnership and the Funds do not isolate the portion of the results of operations arising from the effect of changes in foreign exchange rates on investments from fluctuations due to changes in market prices of investments held. Such fluctuations are included in total trading results in the Partnership’s/Funds’ Statements of Income and Expenses.

Partnership’s Cash. The Partnership’s restricted cash is equal to the cash portion of assets on deposit to meet margin requirements, as determined by the exchange or counterparty, and required by MS&Co. At ~~June~~September 30, 2019 and December 31, 2018, the amount of cash held for margin requirements was $~~361~~427,~~761~~779 and $118,195, respectively. Cash ~~that~~ that is not classified as restricted cash is therefore classified as unrestricted cash. Restricted and unrestricted cash includes cash denominated in foreign currencies of $1986,~~568~~086 (cost of $1783,~~999~~900) and $(13,519) (proceeds of $13,573) as of ~~June~~ September 30, 2019 and December 31, 2018, respectively.

Ceres Tactical Global L.P.

Notes to Financial Statements

(Unaudited)

Income Taxes. Income taxes have not been recorded 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 2015 through 2018 tax years remain subject to examination by U.S. federal and most state tax authorities.

Investment Company Status. 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 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.

Net Income (Loss) per Unit. Net income (loss) per Unit is calculated in accordance with ASC 946, “Financial Services — Investment Companies.” See Note 3, “Financial Highlights.”

There have been no material changes with respect to the Partnership’s critical accounting policies as reported in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2018.

Ceres Tactical Global L.P.

Notes to Financial Statements

(Unaudited)

3.	Financial Highlights:

Financial highlights for the limited partner Classes as a whole for the three and ~~six~~nine months ended ~~June~~September 30, 2019 and 2018 were as follows:

	Three Months EndedJune 30,															Six Months EndedJune 30,
	Three Months Ended										Nine Months Ended
	2019										2018					2019								2018
	September 30,										September 30,
	Class A					Class Z					Class A					Class A					Class Z			Class A
	2019							2018			2019							2018
Per Unit Performance (for a unit outstanding throughout the period): *
	Class A			Class Z				Class A			Class A			Class Z				Class A
Net realized and unrealized gains (losses)	$	(0.05)				$	(0.05)				$	0.25				$	(0.01)				$	(0.00)	****	$	0.35
Per Unit Performance (for a unit outstanding throughout the period): *
Net investment loss		(0.04)					(0.00)			****		(0.11)					(0.14)					(0.07)			(0.19)
Net realized and unrealized gains (losses)	$	0.12		$	0.13			$	(0.06)		$	0.10		$	0.13			$	0.29
Net increase (decrease) for the period		(0.09)					(0.05)					0.14					(0.15)					(0.07)			0.16
Net investment loss		(0.08)			(0.04)				(0.07)			(0.21)			(0.11)				(0.26)
Net asset value per Unit, beginning of period		8.65					10.30					8.57					8.71					10.32			8.55
Net increase (decrease) for the period		0.04			0.09				(0.13)			(0.11)			0.02				0.03
Net asset value per Unit, end of period	$	8.56				$	10.25				$	8.71				$	8.56				$	10.25		$	8.71
Net asset value per Unit, beginning of period		8.56			10.25				8.71			8.71			10.32				8.55
	Three Months EndedJune 30,															Six Months EndedJune 30,
Net asset value per Unit, end of period	$	8.60		$	10.34			$	8.58		$	8.60		$	10.34			$	8.58
	2019										2018					2019								2018
	Three Months Ended										Nine Months Ended
	Class A					Class Z					Class A					Class A					Class Z			Class A
	September 30,										September 30,
Ratios to Average Limited Partners’ Capital: **
	2019							2018			2019							2018
Net investment loss ***		(2.4)		%			(0.4)			%		(3.8)		%			(2.9)			%		(1.1)	%		(3.9)	%
	Class A			Class Z				Class A			Class A			Class Z				Class A
Operating expenses		5.7		%			3.8			%		7.6		%			5.7			%		3.7	%		7.4	%
Ratios to Average Limited Partners’ Capital: **
Expenses borne by the General Partner		(1.1)		%			(1.2)			%		(2.9)		%			(1.0)			%		(1.0)	%		(2.8)	%
Net investment loss ***		(2.8)	%		(0.7)	%			(3.1)	%		(3.1)	%		(1.3)	%			(3.9)	%
Incentive fees		(0.2)		%			(0.1)			%		0.5		%			0.3			%		0.5	%		0.5	%
Operating expenses		5.0	%		3.0	%			7.6	%		5.5	%		3.5	%			7.5	%
Total expenses		4.4		%			2.5			%		5.2		%			5.0			%		3.2	%		5.1	%
Expenses borne by the General Partner		(0.6)	%		(0.6)	%			(3.0)	%		(0.9)	%		(0.9)	%			(2.8)	%
Total return:
Incentive fees		0.3	%		0.2	%			0.1	%		0.6	%		0.7	%			0.6	%
Total return before incentive fees		(1.2)		%			(0.6)			%		2.1		%			(1.4)			%		(0.3)	%		2.4	%
Total expenses		4.7	%		2.6	%			4.7	%		5.2	%		3.3	%			5.3	%
Incentive fees		0.2		%			0.1			%		(0.5)		%			(0.3)			%		(0.4)	%		(0.5)	%
Total return:
Total return after incentive fees		(1.0)		%			(0.5)			%		1.6		%			(1.7)			%		(0.7)	%		1.9	%
Total return before incentive fees		0.7	%		1.2	%			(1.4)	%		(0.7)	%		1.0	%			1.0	%
Incentive fees		(0.2)	%		(0.3)	%			(0.1)	%		(0.6)	%		(0.8)	%			(0.6)	%
Total return after incentive fees		0.5	%		0.9	%			(1.5)	%		(1.3)	%		0.2	%			0.4	%

Net investment loss per Unit is calculated by dividing the interest income less total expenses 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.

**	Annualized (except for incentive fees if applicable).

***	Interest income less total expenses.

**** Due to rounding.

The above ratios 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 Classes using the limited partners’ share of income, expenses and average limited partners’ capital of the Partnership, and include the income and expenses allocated from the Funds.

4.	Trading Activities:

The Partnership’s objective is to profit from speculative trading in Futures Interests. Therefore, each Trading Advisor for the Partnership will take speculative positions in Futures Interests where it feels the best profit opportunities exist for its 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. With regard to foreign currency forward trades, each notional quantity amount has been converted to an equivalent contract based upon an industry convention.

Ceres Tactical Global L.P.

Notes to Financial Statements

(Unaudited)

All of the Futures Interests owned directly by the Partnership are held for trading purposes. All of the Futures Interests owned by the Funds are held for trading purposes. The monthly average number of futures contracts traded directly by the Partnership during the three months ended ~~June~~September 30, 2019 and 2018 was 227 ~~183~~ and 43 36, respectively. The monthly average number of futures contracts traded directly by the Partnership during the ~~six~~nine months ended ~~June~~September 30, 2019 and 2018 was ~~154~~178 and 4945, respectively. NoThe ~~option~~monthly ~~contracts~~average ~~were~~number of option contracts traded directly by the Partnership during the three months ended ~~June~~September 30, 2019 and 2018 was 54 and 0, respectively. The monthly average number of option contracts traded directly by the Partnership during the ~~six~~nine months ended ~~June~~ September 30, 2019 and 2018 was 622 and 0, respectively.

The following tables summarize the gross and net amounts recognized relating to assets and liabilities of the Partnership’s derivatives and their offsetting subject to master netting arrangements or similar agreements as of ~~June~~September 30, 2019 and December 31, 2018, respectively.

	Gross AmountsRecognized			Gross AmountsOffset in theStatements ofFinancialCondition			AmountsPresented in theStatements ofFinancialCondition			Gross Amounts Not Offset in the Statements of Financial Condition
September 30, 2019	GrossAmounts Recognized			Gross Amounts Offset in theStatements ofFinancialCondition			Amounts Presented in the Statements ofFinancialCondition			Gross Amounts Not Offset in theStatements of Financial Condition
June 30, 2019										FinancialInstruments		Cash CollateralReceived/Pledged*		Net Amount
										Financial Instruments		Cash Collateral Received/Pledged*		Net Amount
Assets
Futures	$	20200,~~995~~704		$	(2014,~~995~~584)	)	$	-186,120		$	-	$	-	$	-186,120
Total assets	$	20200,~~995~~704		$	(2014,~~995~~584)	)	$	-186,120		$	-	$	-	$	-186,120
Liabilities
Futures	$	(6814,~~549~~584)	)	$	2014,~~995~~584		$	~~(47,554~~-	)	$	-	$	~~47,554~~-	$	-
Total liabilities	$	(6814,~~549~~584)	)	$	2014,~~995~~584		$	~~(47,554~~-	)	$	-	$	~~47,554~~-	$	-
Net fair value														$	-186,120	*	*
	Gross AmountsRecognized			Gross AmountsOffset in theStatements ofFinancialCondition			AmountsPresented in theStatements ofFinancialCondition			Gross Amounts Not Offset in theStatements of Financial Condition
December 31, 2018	GrossAmounts Recognized			Gross Amounts Offset in theStatements ofFinancialCondition			Amounts Presented in the Statements ofFinancialCondition			Gross Amounts Not Offset in theStatements of Financial Condition
December 31, 2018										FinancialInstruments		Cash CollateralReceived/Pledged*		Net Amount
										Financial Instruments		Cash Collateral Received/Pledged*		Net Amount
Assets
Futures	$	15,181		$	(15,181)	)	$	-		$	-	$	-	$	-
Total assets	$	15,181		$	(15,181)	)	$	-		$	-	$	-	$	-
Liabilities
Futures	$	(25,826)	)	$	15,181		$	(10,645)	)	$	-	$	10,645	$	-
Total liabilities	$	(25,826)	)	$	15,181		$	(10,645)	)	$	-	$	10,645	$	-
Net fair value														$	-	*	*

In the event of default by the Partnership, MS&Co., the Partnership’s commodity futures broker and the sole counterparty to the Partnership’s non-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. In certain instances, MS&Co. may not post collateral 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 funds may be available in the event of a default.

Ceres Tactical Global L.P.

Notes to Financial Statements

(Unaudited)

The following tables indicate the gross fair values of derivative instruments of futures contracts held directly by the Partnership as separate assets and liabilities as of ~~June~~September 30, 2019 and December 31, 2018, respectively.

	June 30, 2019
	September 30, 2019
Assets
Futures Contracts
Currencies	$	20200,~~211~~704
Metals		784
Total unrealized appreciation on open futures contracts		200,704
Total unrealized appreciation on open futures contracts		20,995
Liabilities
Liabilities
Futures Contracts
Futures Contracts
Currencies		(14,584)
Currencies		(68,549	)
Total unrealized depreciation on open futures contracts		(14,584)
Total unrealized depreciation on open futures contracts		(68,549	)
Net unrealized appreciation on open futures contracts	$	186,120	*
Net unrealized depreciation on open futures contracts	$	(47,554	)	*
* This amount is in “Net unrealized appreciation on open futures contracts” in the Statements of Financial Condition.
	December 31, 2018
Assets
Futures Contracts
Currencies	$	15,181
Total unrealized appreciation on open futures contracts		15,181
Liabilities
Futures Contracts
Currencies		(25,826)
Total unrealized depreciation on open futures contracts		(25,826)
Net unrealized depreciation on open futures contracts	$	(10,645)	*
* This amount is in “Net unrealized depreciation on open futures contracts” in the Statements of Financial Condition.

* This amount is in “Net unrealized depreciation on open futures contracts” in the Statements of Financial Condition.

	December 31, 2018
Assets
Futures Contracts
Currencies	$	15,181
Total unrealized appreciation on open futures contracts		15,181
Liabilities
Futures Contracts
Currencies		(25,826	)
Total unrealized depreciation on open futures contracts		(25,826	)
Net unrealized depreciation on open futures contracts	$	(10,645	)	*

* This amount is in “Net unrealized depreciation on open futures contracts” in the Statements of Financial Condition.

Ceres Tactical Global L.P.

Notes to Financial Statements

(Unaudited)

The following table indicates the trading gains and losses, by market sector, on derivative instruments traded directly by the Partnership for the three and ~~six~~nine months ended ~~June~~September 30, 2019 and 2018, respectively.

Three Months EndedJune 30,

Six Months EndedJune 30,

Three Months Ended September 30,

Nine Months Ended September 30,

Sector

2019

2018

~~2019~~

2019

~~2018~~

2018

Currencies

61433,~~534~~271

~~248~~53,~~280~~946

~~11,400~~

444,671

~~224,762~~

278,708

Energy

13(1,~~189~~937)

21,~~006~~556

~~14,305~~

12,368

~~1,995~~

3,551

Indices

~~284~~(157,858)

34,~~672~~951

~~(59,144)~~

(217,002)

~~(3,718)~~

1,233

Interest Rates U.S.

(2127,~~696~~480)

6(2,~~017~~918)

~~(51,060)~~

(78,540)

~~11,011~~

8,093

Interest Rates Non-U.S.

(130,~~411)~~755

(~~341~~5,255)

~~(1,808)~~

28,947

~~(8,261)~~

(13,516)

Metals

8(17,~~719~~179)

(~~5,199~~418)

~~(802)~~

(17,981)

~~(7,583)~~

(8,001)

Total

60259,~~619~~572

~~254~~51,~~435~~862

~~(87,109)~~

**$

172,463

$**

~~218,206~~

**$

270,068

**	This amount is in “Total trading results” in the Statements of Income and Expenses.

5.	Fair Value Measurements:

Partnership’s and the Funds’ Fair Value Measurements. Fair value is defined as the value 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 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, options and forward contracts is determined by the various futures 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. (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.

The Partnership and the Funds consider prices for commodity futures, 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 pricing services that derive fair values for those assets and liabilities from observable inputs (Level 2). As of ~~June~~September 30, 2019 and December 31, 2018 and for the periods ended ~~June~~September 30, 2019 and 2018, the Partnership and the Funds 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).

Ceres Tactical Global L.P.

Notes to Financial Statements

(Unaudited)

June 30, 2019	Total		Level 1		Level 2		Level 3
September 30, 2019	Total		Level 1		Level 2		Level 3
Assets
Futures	$	20200,~~995~~704	$	20200,~~995~~704	$	-	$	-
Total assets	$	20200,~~995~~704	$	20200,~~995~~704	$	-	$	-
Liabilities
Futures	$	6814,~~549~~584	$	6814,~~549~~584	$	-	$	-
Total liabilities	$	6814,~~549~~584	$	6814,~~549~~584	$	-	$	-
December 31, 2018	Total		Level 1		Level 2		Level 3
Assets
Futures	$	15,181	$	15,181	$	-	$	-
Total assets	$	15,181	$	15,181	$	-	$	-
Liabilities
Futures	$	25,826	$	25,826	$	-	$	-
Total liabilities	$	25,826	$	25,826	$	-	$	-

6.	Investment in the Funds:

On or about February 1, 2019, the Partnership allocated a portion of its assets to ADG for trading through investment in ADG Master, a Delaware limited liability company. ADG Master permits accounts managed by ADG using ADG Systematic Macro Fund’s strategy, a proprietary, discretionary trading program, to invest together in one trading vehicle. The General Partner is also the trading manager of ADG Master. Individual and pooled accounts currently managed by ADG, including the Partnership, are permitted to be members of ADG Master. The Trading Manager and ADG believe that trading through this master/feeder structure promotes efficiency and economy in the trading process.

On or about January 1, 2019, the Partnership allocated a portion of its assets to SECOR for trading through investment in SECOR Master, a Delaware limited partnership. SECOR Master permitted 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. On June 30, 2019, the Partnership fully redeemed its investment in SECOR Master.

On or about February 1, 2018, the Partnership allocated a portion of its assets to AE Capital for trading through investment in AE Capital Master, a Delaware limited liability company. On April 30, 2019, the Partnership fully redeemed its investment in AE Capital Master.

On or about January 1, 2019, the Partnership allocated a portion of its assets to Willowbridge for trading through investment in Willowbridge Master, a New York limited partnership. Effective the close of business on January 31, 2019, the Partnership fully redeemed its investment in Willowbridge Master.

On November 1, 2012, the Partnership allocated a portion of its assets to Cambridge for trading through investment in Cambridge Master, a limited partnership organized under the partnership laws of the State of Delaware. The Partnership fully redeemed its investment in Cambridge Master on December 31, 2018.

The General Partner is not aware of any material changes to any of the trading programs discussed above or in Note 1, “Organization” during the fiscal quarter ended ~~June~~September 30, 2019.

Ceres Tactical Global L.P.

Notes to Financial Statements

(Unaudited)

The Funds’ and the Partnership’s trading of Futures Interests is done primarily on U.S. and foreign commodity exchanges. The Funds and the Partnership engage in such trading through commodity brokerage accounts maintained with MS&Co.

Generally, a limited partner/member in a Fund withdraws all or part of its capital contribution and undistributed profits, if any, from the Fund as of the end of any month (the “Redemption Date”) after a request has been made to the General Partner/Trading Manager at least three days in advance of the Redemption Date. Such withdrawals are classified as a liability when the limited partner/member elects to redeem and informs the Fund. However, for each Fund a limited partner/member may request a withdrawal as of the end of any day if such request is received by the General Partner/Trading Manager at least three days in advance of the proposed withdrawal day.

Management fees, ongoing placement agent fees, General Partner fees and incentive fees are charged at the Partnership level. Clearing fees are borne by the Funds and allocated to the Funds’ limited partners/members, including the Partnership. Clearing fees are also borne by the Partnership directly. Professional fees are borne by the Funds and allocated to the Partnership and also charged directly at the Partnership level. The General Partner reimburses the Partnership for clearing fees and professional fees to the extent that these fees exceed 0.85% annually of the net assets of the Partnership.

At ~~June~~September 30, 2019, the Partnership owned approximately 3137.61% of ADG Master. At December 31, 2018, the Partnership owned approximately 7.6% of AE Capital Master. It is the Partnership’s intention to continue to invest in ADG Master. The performance of the Partnership is directly affected by the performance of the Funds. Expenses to investors as a result of the investment in the Funds are approximately the same as they would be if the Partnership traded directly and redemption rights are not affected.

Summarized information reflecting the total assets, liabilities and partners’/members’ capital of the Funds is shown in the following tables:

	June 30, 2019
	September 30, 2019
	Total Assets		Total Liabilities		Total Capital
SECOR Master	$	41,824,942	$	41,824,942	$	-
ADG Master	$	39,885,188	$	339,282	$	39,545,906
ADG Master		32,409,874		744,151		31,665,723
	December 31, 2018
	Total Assets		Total Liabilities		Total Capital
Cambridge Master	$	21,433,817	$	4,151,814	$	17,282,003
AE Capital Master		19,758,302		99,954		19,658,348

Ceres Tactical Global L.P.

Notes to Financial Statements

(Unaudited)

Summarized information reflecting the net investment income (loss), total trading results and net income (loss) of the Funds is shown in the following tables:

	For the three months ended June 30, 2019
	For the three months ended September 30, 2019
	Net InvestmentIncome (Loss)			Total TradingResults			Net Income(Loss)
	Net Investment			Total Trading			Net Income
AE Capital Master (a)	$	(14,754	)	$	4,772		$	(9,982	)
	Income (Loss)			Results			(Loss)
SECOR Master		(37,085	)		(606,850	)		(643,935	)
ADG Master	$	139,759		$	526,901		$	666,660
ADG Master		143,731			(528,384	)		(384,653	)
	For the nine months ended September 30, 2019
	For the six months ended June 30, 2019
	Net Investment			Total Trading			Net Income
	Net InvestmentIncome (Loss)			Total TradingResults			Net Income(Loss)
	Income (Loss)			Results			(Loss)
AE Capital Master (b)	$	71,739		$	(890,810	)	$	(819,071	)
AE Capital Master (a)	$	71,739		$	(890,810	)	$	(819,071	)
SECOR Master		(84,266	)		2,719,987			2,635,721
SECOR Master (b)		(84,266	)		2,719,987			2,635,721
Willowbridge Master (c)		220,431			(759,939	)		(539,508	)
ADG Master (d)		~~211~~351,~~875~~634			(~~778~~251,~~093~~192	)		~~(566~~100,~~218~~442	)
	For the three months ended June 30, 2018
	For the three months ended September 30, 2018
	Net InvestmentIncome (Loss)			Total TradingResults			Net Income(Loss)
	Net Investment			Total Trading			Net Income
Cambridge Master	$	99,367		$	(517,681	)	$	(418,314	)
	Income (Loss)			Results			(Loss)
AE Capital Master		50,825			(658,284	)		(607,459	)
Cambridge Master	$	102,313		$	(3,445,315	)	$	(3,343,002	)
	For the six months ended June 30, 2018
AE Capital Master		67,934			(657,511	)		(589,577	)
	Net InvestmentIncome (Loss)			Total TradingResults			Net Income(Loss)
	For the nine months ended September 30, 2018
Cambridge Master	$	184,655		$	1,492,646		$	1,677,301
	Net Investment			Total Trading			Net Income
AE Capital Master (e)		89,539			(813,757	)		(724,218	)
	Income (Loss)			Results			(Loss)
Cambridge Master	$	286,968		$	(1,952,669	)	$	(1,665,701	)
AE Capital Master (e)		157,473			(1,471,268	)		(1,313,795	)

(a) From ~~April~~January 1, 2019 through April 30, 2019, the date the Partnership fully redeemed its investment in AE Capital Master.

(b) From January 1, 2019 through ~~April~~June 30, 2019, the date the Partnership fully redeemed its investment in AESECOR ~~Capital~~ Master.

(c)	From January 1, 2019, the date the Partnership invested into Willowbridge Master, through January 31, 2019, the date the Partnership fully redeemed its investment in Willowbridge Master.

(d) From February 1, 2019, commencement of operations for ADG Master, through ~~June~~September 30, 2019.

(e) From February 1, 2018, commencement of operations for AE Capital Master, through ~~June~~September 30, 2018.

Ceres Tactical Global L.P.

Notes to Financial Statements

(Unaudited)

Summarized information reflecting the Partnership’s investment in and the Partnership’s pro-rata share of the results of operations of the Funds is shown in the following tables:

	June 30, 2019					For the three months ended June 30, 2019
	September 30, 2019					For the three months ended September 30, 2019
	% of								Expenses				Net
	% of Partners’ Capital			FairValue		Income(Loss)			Expenses				NetIncome(Loss)
Funds	Partners’Capital			FairValue		Income(Loss)			ClearingFees		ProfessionalFees		Income(Loss)			InvestmentObjective		RedemptionsPermitted
Fund									ClearingFees		ProfessionalFees					InvestmentObjective		Redemptions Permitted
AE Capital Master (a)		-	%	$	-	$	9,503		$	6,456	$	5,283	$	(2,236	)		CommodityPortfolio		Monthly
ADG Master		43.30	%	$	14,686,475	$	254,678		$	6,397	$	7,039	$	241,242			CommodityPortfolio		Monthly
SECOR Master		-	%		-		(58,741	)		47,779		3,715		(110,235	)		CommodityPortfolio		Monthly
Total				$	14,686,475	$	254,678		$	6,397	$	7,039	$	241,242
ADG Master		28.86	%		10,014,330		(107,326	)		3,995		5,844		(117,165	)		CommodityPortfolio		Monthly
	September 30, 2019					For the nine months ended September 30, 2019
Total				$	10,014,330	$	(156,564	)	$	58,230	$	14,842	$	(229,636	)
	% of Partners’ Capital			FairValue		Income(Loss)			Expenses				NetIncome(Loss)
	June 30, 2019					For the six months ended June 30, 2019
Funds									ClearingFees		ProfessionalFees					InvestmentObjective		Redemptions Permitted
	% of								Expenses				Net
AE Capital Master (a)		-	%	$	-	$	(146,512	)	$	9,592	$	8,603	$	(164,707	)		CommodityPortfolio		Monthly
Funds	Partners’Capital			FairValue		Income(Loss)			ClearingFees		ProfessionalFees		Income(Loss)			InvestmentObjective		RedemptionsPermitted
SECOR Master (b)		-	%		-		665,225			96,606		7,205		561,414			CommodityPortfolio		Monthly
AE Capital Master (b)		-	%	$	-	$	(146,512	)	$	9,592	$	8,603	$	(164,707	)		CommodityPortfolio		Monthly
SECOR Master		-	%		-		665,225			96,606		7,205		561,414			CommodityPortfolio		Monthly
Willowbridge Master (c)		-	%		-		(45,751	)		9,757		589		(56,097	)		CommodityPortfolio		Monthly
ADG Master (d)		2843.8630	%		1014,~~014~~686,~~330~~475		~~(166~~87,~~873~~805	)		815,~~970~~367		1017,~~604~~643		~~(186~~54,~~447~~795	)		CommodityPortfolio		Monthly
Total				$	1014,~~014~~686,~~330~~475	$	~~306~~560,~~089~~767		$	~~124~~131,~~925~~322	$	2734,~~001~~040	$	~~154~~395,~~163~~405
	December 31, 2018					For the three months ended ~~June~~September 30, 2018
	% of								Expenses				Net
	% of Partners’ Capital			FairValue		Income(Loss)			Expenses				NetIncome(Loss)
Funds	~~Partners’Capital~~			~~FairValue~~		~~Income(Loss)~~			ClearingFees		ProfessionalFees		~~Income(Loss)~~			InvestmentObjective		~~RedemptionsPermitted~~Redemptions Permitted
Cambridge Master		-	%	$	-	$	(1633,~~122~~790)	)	$	~~250~~219	$	~~175~~164	$	(1634,~~547~~173)	)		CommodityPortfolio		Monthly
AE Capital Master		28.94	%		1,492,447		(5242,~~338~~605)	)		32,~~019~~462		1,~~599~~430		(5646,~~956~~497)	)		CommodityPortfolio		Monthly
Total				$	1,492,447	$	(6876,~~460~~395)	)	$	32,~~269~~681	$	1,~~774~~594	$	(7380,~~503~~670)	)
	December 31, 2018					For the ~~six~~nine months ended ~~June~~September 30, 2018
	% of								Expenses				Net
	% of Partners’ Capital			FairValue		Income(Loss)			Expenses				NetIncome(Loss)
Funds	~~Partners’Capital~~			~~FairValue~~		~~Income(Loss)~~			ClearingFees		ProfessionalFees		~~Income(Loss)~~			InvestmentObjective		~~RedemptionsPermitted~~Redemptions Permitted
Cambridge Master		-	%	$	-	$	~~107~~73,~~667~~877		$	~~559~~778	$	~~662~~826	$	~~106~~72,~~446~~273			CommodityPortfolio		Monthly
AE Capital Master (e)		28.94	%		1,492,447		(63105,~~008~~613	)		35,~~343~~805		24,~~755~~185		(69115,~~106~~603	)		CommodityPortfolio		Monthly
Total				$	1,492,447	$	44(31,~~659~~736	)	$	36,~~902~~583	$	35,~~417~~011	$	37(43,~~340~~330	)

(a) From ~~April~~January 1, 2019 through April 30, 2019, the date the Partnership fully redeemed its investment in AE Capital Master.

(b) From January 1, 2019 through ~~April~~June 30, 2019, the date the Partnership fully redeemed its investment in AESECOR ~~Capital~~ Master.

(c)	From January 1, 2019, the date the Partnership invested into Willowbridge Master, through January 31, 2019, the date the Partnership fully redeemed its investment in Willowbridge Master.

(d) From February 1, 2019, ~~the~~commencement ~~date~~of ~~the~~operations ~~Partnership~~for ~~invested into~~ ADG Master, through ~~June~~September 30, 2019.

(e) From February 1, 2018, ~~the~~commencement ~~date~~of ~~the~~operations ~~Partnership~~for ~~invested into~~ AE Capital Master, through ~~June~~September 30, 2018.

Ceres Tactical Global L.P.

Notes to Financial Statements

(Unaudited)

7.	Financial Instruments:

The Partnership and the 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 date, at which time they are realized. They are valued at fair value, generally on a daily basis, and the unrealized gains and losses on open contracts (the difference between contract trade price and market 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” and “Net change in unrealized gains (losses) on open contracts allocated from the Funds” from one period to the next in the Statements of Income and Expenses. The Partnership’s/Funds’ contracts are accounted for on a trade-date basis. Gains or losses are realized when contracts are liquidated and are determined using the first-in, first-out method. Risk arises from changes in the value of these contracts and the potential inability of counterparties to perform under the terms of the contracts. There are numerous factors which may significantly influence the fair value of these contracts, including interest rate volatility.

The fair value of 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.

In general, the risks associated with non-exchange traded contracts are greater than those associated with exchange-traded contracts because of the greater risk of default by the counterparty to a non-exchange traded contract. The Partnership and the Funds 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 the Funds trade is limited to the unrealized gain (loss) amounts reflected in the Partnership’s/Funds’ 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 5, “Fair Value Measurements.”

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 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.

The General Partner monitors and attempts to mitigate the Partnership’s/Funds’ 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/Funds 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.

Ceres Tactical Global L.P.

Notes to Financial Statements

(Unaudited)

The U.S. Treasury bills and Futures Interests traded by the Partnership and the Funds 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 and losses on open positions of exchange-traded futures, exchange-traded forward, and exchange-traded futures-styled option 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 the ordinary course of business, the Partnership and the Funds enter into contracts and agreements that contain various representations and warranties and which provide general indemnifications. The Partnership’s/Funds’ maximum exposure under these arrangements cannot be determined, as this could include future claims that have not yet been made against the Partnership/Funds. The Partnership and the Funds consider the risk of any future obligation relating to these indemnifications to be remote.

8.	Subsequent Events:

The General Partner evaluates events that occur after the balance sheet date but before and up until financial statements are available to be 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.

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Liquidity and Capital Resources

The Partnership does not have, nor does it expect to have, any capital assets. The Partnership does not engage in sales of goods or services. Its assets are its (i) investment in the Fund(s), (ii) redemptions receivable from the Fund(s), (iii) equity in trading accounts, consisting of restricted and unrestricted cash, net unrealized appreciation on open futures contracts, net unrealized appreciation on open forward contracts and investment in U.S. Treasury bills at fair value, if applicable, (iv) expense reimbursement and (v) interest receivable. Because of the low margin deposits normally required in commodity futures trading, relatively small price movements may result in substantial losses to the Partnership, through its direct investments and investment in the Funds. While substantial losses could lead to a material decrease in liquidity, no such illiquidity occurred in the ~~second~~third quarter of 2019.

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

There 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/Funds from trading in potentially profitable markets or prevent the Partnership/Funds 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 or the Funds’ assets.

Other than the risks inherent in Futures Interests trading and U.S. Treasury bills and money market mutual fund securities, the Partnership knows of no trends, demands, commitments, events or uncertainties at the present time that are reasonably likely to result in the Partnership’s or the Funds’ liquidity increasing or decreasing in any material way.

The Partnership’s capital consists of the capital contributions, as increased or decreased by net realized and/or unrealized gains or losses on trading and by expenses, interest income, subscriptions, and redemptions of Units and distributions of profits, if any.

For the ~~six~~nine months ended ~~June~~September 30, 2019, the Partnership’s capital increased ~~572~~557.86% from $5,157,822 to $3433,~~702~~916,~~097~~345. This increase was attributable to subscriptions of 3,875,284.653 Class A limited partner Units totaling $33,753,729, subscriptions of 17,111.399 Class Z limited partner Units totaling $176,590 and subscriptions of 39,870.113 Class Z General Partner Units totaling $411,459, which was partially offset by redemptions of ~~463~~571,~~348~~819.~~367~~538 Class A limited partner Units totaling $4,~~013~~945,~~087~~416, redemptions of 7,254.614 Class Z limited partner Units totaling $75,258, redemptions of 9,643.202 Class Z General Partner Units totaling $100,000 and a net loss of $~~609~~462,~~158~~581. Future redemptions can impact the amount of funds available for investment in subsequent periods.

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.

Off-Balance Sheet Arrangements and Contractual Obligations

The 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.

Critical Accounting Policies

The preparation of financial statements in conformity 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 periods. 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.

The Partnership ~~and the~~ /Funds record all investments at fair value in ~~its~~their respective 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 respective Statements of Income and Expenses.

Results of Operations

During the Partnership’s ~~second~~third quarter of 2019, the Partnership’s net asset value per Class A Unit ~~decreased~~increased 1.0.5% from $8.6556 to $8.5660 as compared to ana ~~increase~~decrease of 1.65% during the ~~second~~third quarter of 2018. During the Partnership’s ~~second~~third quarter of 2019, the Partnership’s net asset value per Class Z Unit ~~decreased~~increased 0.59% from $10.3025 to $10.2534 as compared to ana ~~increase~~decrease of 21.20% during the ~~second~~third quarter of 2018. The Partnership experienced a net trading ~~loss~~gain before fees and expenses in the ~~second~~third quarter of 2019 of $~~202~~447,~~182~~669. ~~Losses~~Gains were primarily attributable to the Partnership’s/Funds’ trading in ~~energy,~~currencies ~~grains, livestock, metals~~ and ~~softs and~~ were partially offset by ~~gains~~losses in ~~currencies, indices and~~ U.S. and non-U.S. interest rates, indices and metals. The Partnership experienced a net trading ~~gain~~loss before fees and expenses in the ~~second~~third quarter of 2018 of $~~177~~33,~~063~~525. ~~Gains~~Losses were primarily attributable to the Partnership’s/Funds’ trading in currencies, ~~energy,~~ U.S. and non-U.S. interest rates and ~~indices~~metals and were partially offset by ~~losses~~gains in ~~metals~~energy and indices.

The most notable ~~losses~~gains were recorded ~~during May~~within ~~and~~the ~~June~~currency ~~from~~sector during July from short ~~futures~~euro positions inversus the ~~grain~~U.S. ~~markets~~dollar as ~~prices~~the ~~rose~~relative ~~after~~value ~~excessive~~of ~~rains in~~ the U.S. ~~Midwest~~currency ~~reduced~~appreciated ~~yield~~as ~~projections. Additional losses were incurred within~~ the ~~agricultural~~U.S. ~~sector~~economy ~~from~~outperformed ~~positions~~those inof ~~cattle~~other ~~and orange juice futures~~regions. ~~Losses~~During inAugust, ~~the~~additional ~~metals~~gains ~~sector~~ were experienced ~~primarily~~in ~~during~~currencies ~~May~~ from ~~long~~short positions in ~~zinc~~the New ~~futures~~Zealand asdollar ~~prices~~versus ~~declined~~the ~~amid renewed trade tensions globally~~U.S. ~~Within~~dollar as the ~~energy~~relative ~~sector,~~value ~~losses~~of ~~were~~the ~~incurred~~U.S. ~~throughout~~currency ~~the~~rose ~~second quarter~~as ~~from~~concerns ~~long~~over ~~positions~~how inU.S.-China ~~Brent~~trade ~~crude~~tensions ~~oil~~ and ~~refined~~slowing ~~oil~~global ~~products~~growth ascould ~~prices~~impact ~~reversed~~“commodity ~~lower on an outlook for weakening fuel demand~~currencies”. A portion of the Partnership’s gains ~~losses~~ for the quarter was offset by ~~gains~~losses experienced within the global interest rate sector during ~~May~~August ~~and June~~ from ~~long~~short positions in ~~non-U.S.~~Canadian and ~~U.S.~~Australian fixed income futures as prices ~~rose~~benefited ~~amid~~from ~~safe-haven~~mounting ~~demand~~global ~~and~~growth ~~increased~~concerns, ~~speculation~~escalating fears ~~that~~over ~~the~~a “hard” U.SK. ~~Federal~~departure ~~Reserve~~from ~~will cut interest rates. Within~~ the ~~global~~European ~~stock indices~~Union, ~~gains were recorded during April~~ and ~~June~~ongoing ~~from~~uncertainty ~~long~~over ~~European~~the ~~equity~~US-Chinese ~~index~~trade ~~futures~~war. ~~positions~~Within asthe ~~prices~~global ~~increased~~stock onindices, ~~signs~~losses ~~that major central banks are prepared to provide new stimulus to slowing economies. Additional gains~~ were ~~experienced~~recorded ~~within the currency markets~~ during ~~April~~July and ~~May~~August from long ~~short~~ positions in ~~the~~U.S., ~~British~~European, ~~pound~~and ~~versus~~Asian ~~the~~equity ~~U.S.~~index ~~dollar~~futures as ~~the~~declining ~~U.S.~~investor ~~currency~~sentiment ~~strengthened~~sent ~~against~~global ~~the~~stock ~~pound~~prices lower.

During the Partnership’s ~~six~~nine months ended ~~June~~September 30, 2019, the Partnership’s net asset value per Class A Unit decreased 1.73% from $8.71 to $8.5660 as compared to an increase of 10.94% in the ~~six~~nine months ended ~~June~~September 30, 2018. During the Partnership’s ~~six~~nine months ended ~~June~~September 30, 2019, the Partnership’s net asset value per Class Z Unit ~~decreased~~ increased 0.72% from $10.32 to $10.2534 as compared to an increase of 21.2% for the period from April 1, 2018 (date of first issuance) to ~~June~~ September 30, 2018. The Partnership experienced a net trading ~~loss~~gain before fees and expenses in the ~~six~~nine months ended ~~June~~September 30, 2019 of $22425,~~353~~316. ~~Losses~~Gains were primarily attributable to the Partnership’s/Funds’ trading in currencies, ~~grains~~energy, non-U.S. interest rates, ~~livestock, metals~~ and ~~softs~~ indices and were partially offset by ~~gains~~losses in ~~energy~~grains, ~~indices and non-~~U.S. interest rates, livestock, metals and softs. The Partnership experienced a net trading gain before fees and expenses in the ~~six~~nine months ended ~~June~~September 30, 2018 of $~~246~~212,~~098~~573. Gains were primarily attributable to the Partnership’s/Master Funds’ trading in currencies, energy, indices and U.S. interest rates and were partially offset by losses in non-U.S. interest rates, ~~metals~~ and ~~indices~~metals.

The most significant losses were recorded during May and June from short futures positions in the grain markets as prices ~~rose~~ rose after excessive rains in the U.S. Midwest reduced yield projections. Additional losses were incurred within the agricultural sector from positions in cattle and orange juice futures. Losses in the metals sector were experienced primarily during ~~May~~ May from long positions in zinc futures as prices declined amid renewed trade tensions globally. ~~Within~~The Partnership’s trading losses for the ~~currency~~first ~~sector,~~nine ~~losses~~months ~~were~~of ~~incurred~~the ~~during~~year ~~February~~were ~~from~~offset ~~long~~by ~~positions~~trading ingains within the ~~Australian~~currency ~~dollar~~sector primarily during July from short euro positions versus the U.S. dollar as the relative value of the ~~U.S.~~ ~~dollar advanced amid hopes for a~~ U.S.~~-China~~ ~~trade~~currency ~~truce~~appreciated. ~~Further~~Additional ~~losses~~gains were experienced ~~within~~in ~~the~~this ~~currency~~sector ~~markets~~ during ~~June~~August from short positions in the ~~Japanese~~New ~~yen.~~Zealand Adollar ~~majority~~versus of the ~~Partnership’s~~U.S. ~~losses~~dollar ~~for~~as the relative ~~first~~value ~~six months~~ of the ~~year~~U.S. ~~was~~currency ~~offset~~rose. byGains ~~trading gains~~ within the global stock index markets were experienced during February, April, June, and ~~June~~September from long positions in European equity index futures as positive consumer sentiment and the promise of dovish monetary policy pushed stock prices higher. ~~Within~~Additional gains were achieved within the energy sector during January from short positions in natural gas futures as prices declined on forecasts for a warmer-than-normal February. Within the global interest rate sector, gains were primarily recorded during January, May, and June from long positions in non-U.S. and U.S. fixed income futures as prices rose as global economic concerns pushed central banks to looser monetary policy globally. ~~Additional gains were achieved within the energy sector during January from short positions in natural gas futures as prices declined on forecasts for a warmer-than-normal February.~~

Commodity markets are highly volatile. Broad price fluctuations and rapid inflation increase not only the risks involved in commodity trading, but also the possibility of profit. The profitability of the Partnership/Funds depends on the existence of major price trends and the ability of the Trading Advisors to correctly identify those price trends. Price trends are influenced by, among other things, changing supply and demand relationships, weather, governmental, agricultural, commercial and trade programs and policies, national and international political and economic events and changes in interest rates. To the extent that market trends exist and the Trading Advisors are able to identify them, the Partnership/Funds expect to increase capital through operations.

Effective November 1, 2018, the Partnership receives monthly interest on 100% of its average daily equity maintained in cash in the Partnership’s accounts at MS&Co. during each month at a rate equal to the monthly average of the 4-week U.S. Treasury bill discount rate. Prior to November 1, 2018, the Partnership received monthly interest on 100% of its average daily equity maintained in cash in the Partnership’s accounts at MS&Co. during each month at a rate equal to 80% of the monthly average of the 4-week U.S. Treasury bill discount rate. For the avoidance of doubt, the Partnership will not receive interest on amounts in the futures brokerage account that are committed to margin. Any interest earned on the Partnership’s cash account in excess of the amounts described above, if any, will be retained by MS&Co. and/or shared with the General Partner. All interest earned on U.S. Treasury bills and money market mutual fund securities will be retained by the Partnership and/or the Funds, as applicable. Interest income for the three and ~~six~~nine months ended ~~June~~September 30, 2019 increased by $~~161~~142,~~533~~110 and $~~343~~486,~~973~~083, respectively, as compared to the corresponding periods in 2018. The increase in interest income was due to an increase in ~~average~~ average equity, as well as higher 4-week U.S. Treasury bill discount rates during the three and ~~six~~nine months ended ~~June~~September 30, 2019 as compared to the corresponding periods in 2018. Interest earned by the Partnership will increase the net asset value of the Partnership. The amount of interest income earned by the Partnership and the Funds depends on (1) the average daily equity maintained in cash in the Partnership’s accounts and/or ~~applicable~~ applicable Fund’s accounts, (2) the amount of U.S. Treasury bills and/or money market mutual fund securities held by the Partnership and/or the Funds and (3) interest rates over which none of the Partnership, the Funds or MS&Co. has control.

Certain clearing fees are based on the number of trades executed by the Trading Advisors for the Partnership/Funds. Accordingly, they must be compared in relation to the number of trades executed during the period. Clearing fees related to direct investments for the three and ~~six~~nine months ended ~~June~~September 30, 2019 increased by $2028,~~233~~493 and $2958,~~762~~255, respectively, as compared to the corresponding periods in 2018. The increase in these clearing fees was primarily due to an increase in the number of direct trades made by the Partnership during the three and ~~six~~nine months ended ~~June~~ September 30, 2019 as compared to the corresponding periods in 2018.

Ongoing placement agent fees are calculated as a percentage of the Partnership’s adjusted net asset value of Class A Units on the first day of each month and are affected by trading performance, subscriptions and redemptions. Accordingly, they must be compared in relation to the fluctuations in the monthly net asset values. Ongoing placement agent fees for the three and ~~six~~nine months ended ~~June~~September 30, 2019 increased by $~~149~~141,~~144~~539 and $~~308~~449,~~169~~708, respectively, as compared to the corresponding periods in 2018. The increase was primarily due to an increase in average net assets attributable to Class A Units during the three and ~~six~~nine months ended ~~June~~September 30, 2019 as compared to the corresponding periods in 2018.

General Partner fees are paid to the General Partner for administering the business and affairs of the Partnership. General Partner fees are calculated as a percentage of the Partnership’s adjusted net asset value as of the beginning of each month and are affected by trading performance, subscriptions and redemptions. Accordingly, they must be compared in relation to the fluctuations in the monthly net asset values. General Partner fees for the three and ~~six~~nine months ended ~~June~~September 30, 2019 increased by $5653,~~808~~852 and $~~117~~171,~~660~~512, respectively, as compared to the corresponding periods in 2018. The increase was primarily due to an increase in average net assets during the three and ~~six~~nine months ended ~~June~~September 30, 2019 as compared to the corresponding periods in 2018.

Management fees are calculated as a percentage of the Partnership’s adjusted net asset value as of the beginning of each month and are affected by trading performance, subscriptions and redemptions. Accordingly, they must be compared in relation to the fluctuations in the monthly net asset values. Management fees for the three and ~~six~~nine months ended ~~June~~September 30, ~~2019~~ 2019 increased by $6557,~~879~~165 and $~~151~~208,~~740~~905, respectively, as compared to the corresponding periods in 2018. The increase was primarily due to an increase in average net assets during the three and ~~six~~nine months ended ~~June~~September 30, 2019 as compared to ~~the~~ the corresponding periods in 2018.

Incentive fees are based on the new trading profits generated by each Trading Advisor at the end of the quarter or half year, as applicable, as defined in the respective management agreements between the Partnership, the General Partner and each Trading Advisor. Prior to SECOR’s termination on June 30, 2019, incentive fees were generated by SECOR at the end of the year. Trading performance for the three and nine months ended ~~June~~September 30, 2019 resulted in ~~a reversal of~~ incentive fees of $5586,~~682.~~335 ~~Trading~~and ~~performance for the six months ended June 30, 2019 resulted in incentive fees of~~ $~~116~~203,~~820~~155, respectively. Trading performance for the three and nine ~~six~~ months ended ~~June~~September 30, 2018 resulted in incentive fees of $303,~~370~~338 and $33,708, respectively. To the extent a Trading Advisor incurs a loss for the Partnership, the Trading Advisor will not be paid incentive fees until such Trading Advisor recovers any net loss incurred by the Trading Advisor and earns additional new trading profits for the Partnership.

In allocating the assets of the Partnership among the Trading Advisors, the General Partner considers, among other factors, each Trading Advisor’s past performance, trading style, volatility of markets traded and fee requirements. The General Partner may modify or terminate the allocation of assets among the Trading Advisors and may allocate assets to additional advisors at any time.

As of ~~June~~September 30, 2019 and ~~March~~June 3130, 2019, the Partnership’s assets were allocated among the Trading Advisors in the following approximate percentages:

Trading Advisor	~~June~~September 30, 2019*		September 30, 2019 (percentage ofPartners’ Capital)		~~June 30, 2019(percentage of Partners’ Capital)~~	June 30,2019*		~~March~~June 3130, 2019(percentage of Partners’ Capital)		~~March 31, 2019 (percentage ofPartners’ Capital)~~
Greenwave	$	1014,~~783~~342,~~610~~941		42 %	31	%$	10,783,610	$	~~9,225,314~~31 %		25	%
P/E Global	$	34,~~916~~889,~~746~~693		15 %	11	$	3,916,746		~~3,039,821~~11 %		8
AE Capital		-			-				4,227,652		11
SECOR	$	-		- %		$	9,969,613		29 %
SECOR		9,969,613			29				9,698,661		26
ADG	$	14,683,711		43 %		$	10,032,128		29 %
ADG		10,032,128			29				10,986,752		30

* Allocation presented is prior to SECOR’s termination effective the close of business on June 30, 2019.

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 the Funds trade are accounted for on a trade-date basis and marked to market on a daily basis. The difference between their original contract value and 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 the Funds” on open contracts, and recorded as “Net realized gains (losses) on closed contracts” and “Net realized gains (losses) on closed contracts allocated from the Funds,” when open positions are closed out. The sum of these amounts constitutes the Partnership’s trading results. The market value of a futures contract is the settlement price on the exchange on which that futures contract is traded on a particular day. The value of a foreign currency forward contract is based on the spot rate as of approximately 3:00 P.M. (E.T.), the close of the business day. 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.

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.

Item 3.

Quantitative and Qualitative Disclosures About Market Risk.

The Partnership and the Funds are speculative commodity pools. The market sensitive instruments held by the Partnership/Funds are acquired for speculative trading purposes, and all or substantially all of the Partnership’s/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 Funds’ main line of business.

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

Market movements result in frequent changes in the fair value of the Partnership’s/Funds’ open positions and, consequently, in their earnings and cash balances. The Partnership’s/Funds’ 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’s/Funds’ open contracts and the liquidity of the markets in which they trade.

The Partnership/Funds rapidly acquire and liquidate both long and short positions in a wide range of different markets. Consequently, it is not possible to predict how a particular future market scenario will affect performance, and the Partnership’s/Funds’ past performance is not necessarily indicative of future results.

Quantifying the Partnership’s and the Funds’ Trading Value at Risk

The following quantitative disclosures regarding the Partnership’s and the Funds’ market risk exposures contain “forward-looking statements” within the meaning of the safe harbor from civil liability provided for such statements by the Private Securities Litigation Reform Act of 1995 (set forth in Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)). All quantitative disclosures in this section are deemed to be forward-looking statements for purposes of the safe harbor, except for statements of historical fact.

The Partnership and the Funds account for open positions on the basis of fair value accounting principles. Any loss in the market value of the Partnership’s and each Fund’s open positions are directly reflected in the Partnership’s and each Fund’s earnings and cash flow.

The Partnership’s and the Funds’ risk exposure in the market sectors traded by the Trading Advisors is estimated below in terms of Value at Risk. Please note that the Value at Risk model is used to numerically quantify market risk for historic reporting purposes only and is not utilized by either Ceres or the Trading Advisors in their daily risk management activities.

“Value at Risk” is a measure of the maximum amount which the Partnership/Funds could reasonably be expected to lose in a given market sector. However, the inherent uncertainty of the Partnership’s/Funds’ speculative trading and the recurrence in the markets traded by the Partnership/Funds of market movements far exceeding expectations could result in actual trading or non-trading losses far beyond the indicated Value at Risk or the Partnership’s/Funds’ experience to date (i.e., “risk of ruin”). In light of the foregoing as well as the risks and uncertainties intrinsic to all future projections, the inclusion of the quantification in this section should not be considered to constitute any assurance or representation that the Partnership’s/Funds’ losses in any market sector will be limited to Value at Risk or by the Partnership’s/Funds’ attempts to manage its market risk.

Exchange margin requirements have been used by the Partnership/Funds as the measure of its 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.

Value at Risk tables represent a probabilistic assessment of the risk of loss in market risk sensitive instruments. P/E Global and Greenwave directly trade in managed accounts in the name of the Partnership. The Trading Advisors, with the exception of P/E Global and Greenwave, currently each trade the Partnership’s assets indirectly in master fund managed accounts established in the name of the master fund over which it has been granted limited authority to make trading decisions. The first trading Value at Risk table reflects the market sensitive instruments held by the Partnership directly and through its investment in the Funds. The remaining trading Value at Risk tables reflect the market sensitive instruments held by the Partnership directly (i.e. in the managed accounts in the Partnership’s name traded by certain Trading Advisors) and indirectly by each Fund separately. There has been no material change 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, 2018.

The following tables indicate the trading Value at Risk associated with the Partnership’s open positions by market category as of ~~June~~September 30, 2019 and December 31, 2018. As of ~~June~~September 30, 2019, the Partnership’s total capitalization was $3433,~~702~~916,~~097~~345.

~~June~~September 30, 2019

Market Sector	Value at Risk		% of Total Capitalization			~~% of Total Capitalization~~
Currencies	$	~~552~~824,~~004~~437		2.43	%		~~1.59~~	%
Indices		~~800~~1,~~958~~435,247		4.23			~~2.31~~
Interest Rates U.S.		1015,~~219~~173		0.05			~~0.03~~
Interest Rates Non-U.S.		~~384~~529,~~676~~591		1.56			~~1.11~~
Metals		12,320					0.03
Total	$	2,804,448		8.27	%
Total	$	1,760,177					5.07	%

As of December 31, 2018, the Partnership’s total capitalization was $5,157,822.

December 31, 2018

Market Sector	Value at Risk		% of Total Capitalization			~~% ofTotal Capitalization~~
Currencies	$	118,195		2.29	%		~~2.29~~	%
Total	$	118,195		2.29	%		~~2.29~~	%

The following tables indicate the trading Value at Risk associated with the Partnership’s direct investments and indirect investment in the Fund(s) by market category as of ~~June~~September 30, 2019 and December 31, 2018, and the highest, lowest and average values during the three months ended ~~June~~September 30, 2019 and the twelve months ended December 31, 2018. All open position trading risk exposures have been included in calculating the figures set forth below.

AtAs ~~June~~of September 30, 2019 and December 31, 2018, the Partnership’s Value at Risk for the portion of its assets that are traded directly was as follows:

~~June~~September 30, 2019

						Three Months Ended June 30, 2019
						Three Months Ended September 30, 2019
			% of Total			High		Low		Average
Market Sector	Value at Risk		% of Total Capitalization			High Value at Risk		Low Value at Risk		Average Value at Risk*
Market Sector	Value at Risk		Capitalization			Value at Risk		Value at Risk		Value at Risk*
Currencies		$ 427,779		1.26	%		$ 1,058,648		$ 291,447		$ 578,239
Currencies	$	349,441		1.00	%	$	678,284	$	157,245	$	426,403
Total		$ 427,779		1.26	%
Metals		12,320		0.04			20,350		-		1,656
Total	$	361,761		1.04	%
* Average of daily Values at Risk.
December 31, 2018
						Twelve Months Ended December 31, 2018
			% of Total			High		Low		Average
Market Sector	Value at Risk		Capitalization			Value at Risk		Value at Risk		Value at Risk*
Currencies	$	118,195		2.29	%	$	141,125	$	-	$	82,334
Total	$	118,195		2.29	%

* ~~Annual~~Average ~~average~~ of ~~month-end~~daily Values at Risk.

26December 31, 2018

At June 30, 2019, ADG Master’s total capitalization was $31,665,723 and the Partnership owned approximately 31.6% of ADG Master. As of June 30 2019, ADG Master’s Value at Risk for its assets (including the portion of the Partnership’s assets allocated to ADG for trading) was as follows:

Twelve Months Ended December 31, 2018

Market Sector

Value at Risk

% of Total
Capitalization

High
Value at Risk

Low
Value at Risk

Average
Value at Risk*

Currencies

$ 118,195

2.29

$ 141,125

$ -

$ 82,334

Total

$ 118,195

2.29

~~June 30,~~* ~~2019~~Annual average of month-end Values at Risk.

						Three Months Ended June 30, 2019
			% of Total			High		Low		Average
Market Sector	Value at Risk		Capitalization			Value at Risk		Value at Risk		Value at Risk*
Currencies	$	641,023		2.02	%	$	946,644	$	611,028	$	810,034
Indices		2,534,676		8.00			3,018,124		2,085,346		2,562,935
Interest Rates U.S.		32,340		0.10			97,026		3,003		46,799
Interest Rates Non-U.S.		1,217,329		3.84			1,651,468		1,199,856		1,484,718
Total	$	4,425,368		13.96	%

*As ~~Average~~of September 30, 2019, ADG Master’s total capitalization was $39,545,906 and the Partnership owned approximately 37.1% of ~~daily~~ADG ~~Values~~Master. As of September 30, 2019, ADG Master’s Value at Risk. for its assets (including the portion of the Partnership’s assets allocated to ADG for trading) was as follows:

~~As of June~~September 30, 2019, ~~the Partnership fully redeemed its investment in SECOR Master.~~

As of April 30, 2019, the Partnership fully redeemed its investment in AE Capital Master. At December 31, 2018, AE Capital Master’s total capitalization was $19,658,348 and the Partnership owned approximately 7.6% of AE Capital Master. As of December 31, 2018, AE Capital Master had no Value at Risk for its assets (including the portion of the Partnership’s assets allocated to AE Capital for trading).


						Three Months Ended September 30, 2019
Market Sector	Value at Risk		% of Total Capitalization			High Value at Risk		Low Value at Risk		Average Value at Risk*
Currencies	$	1,069,158		2.70	%	$	1,069,158	$	813,661	$	951,963
Indices		3,868,591		9.78			3,894,056		2,537,405		3,012,114
Interest Rates U.S.		40,898		0.10			78,650		36,251		58,947
Interest Rates Non-U.S.		1,427,470		3.61			1,643,327		1,204,661		1,491,797

Total	$	6,406,117		16.19	%

27* Average of daily Values at Risk.

~~Item~~As 4.of ~~Controls~~June 30, ~~and~~2019, ~~Procedures~~the Partnership fully redeemed its investment in SECOR Master.

~~The~~As ~~Partnership’s~~of ~~disclosure~~April 30, ~~controls~~2019, ~~and procedures are designed to ensure that information required to be disclosed by~~ the Partnership onfully ~~the~~redeemed ~~reports~~its ~~that~~investment itin ~~files~~AE orCapital ~~submits~~Master. ~~under~~At ~~the Exchange Act is recorded~~December 31, ~~processed~~2018, ~~summarized~~AE Capital ~~and reported within the time periods expected in the SEC~~Master’s ~~rules~~total ~~and~~capitalization ~~forms.~~was ~~Disclosure~~$19,658,348 ~~controls~~ and ~~procedures~~the ~~include~~Partnership ~~controls and~~owned ~~procedures~~approximately ~~designed~~7.6% toof ~~ensure~~AE ~~that~~Capital ~~information~~Master. ~~required~~As toof beDecember 31, ~~disclosed~~2018, byAE ~~the~~Capital ~~Partnership~~Master inhad ~~the~~no ~~reports~~Value itat ~~files~~Risk isfor ~~accumulated~~its ~~and~~assets ~~communicated to management,~~ (including the ~~President~~portion ~~and Chief Financial Officer (the “CFO”)~~ of the ~~General~~Partnership’s ~~Partner,~~assets allocated to ~~allow~~AE Capital for ~~timely decisions regarding required disclosure and appropriate SEC filings~~trading).

~~The~~27 General Partner is responsible for ensuring that there is an adequate and effective process for establishing, maintaining and evaluating disclosure controls and procedures for the Partnership’s external disclosures.

~~The~~Item ~~General~~4. ~~Partner’s~~Controls ~~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 June 30, 2019, 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 effectiveProcedures.

The Partnership’s ~~internal~~disclosure ~~control~~controls ~~over~~and ~~financial~~procedures ~~reporting~~are isdesigned ato ~~process~~ensure that information required to be disclosed by the Partnership on the reports that it files or submits under the ~~supervision~~Exchange ofAct is recorded, processed, summarized and reported within the ~~General Partner~~time periods expected in the SEC’s ~~President~~rules and ~~CFO~~forms. Disclosure controls and procedures include controls and procedures designed to ~~provide~~ensure ~~reasonable~~that ~~assurance~~information ~~regarding~~required to be disclosed by the ~~reliability~~Partnership ofin ~~financial~~the ~~reporting~~reports it files is accumulated and communicated to management, including the ~~preparation~~President and Chief Financial Officer (the “CFO”) of ~~financial~~the General ~~statements~~Partner, into ~~accordance~~allow ~~with~~for ~~GAAP.~~timely ~~These~~decisions ~~controls~~regarding ~~include~~required ~~policies~~disclosure and ~~procedures~~appropriate ~~that:~~SEC filings.

•The ~~pertain~~General Partner tois ~~the~~responsible ~~maintenance~~for ofensuring ~~records,~~ that inthere ~~reasonable~~is ~~detail,~~an ~~accurately~~adequate and ~~fairly~~effective ~~reflect~~process ~~the~~for ~~transactions~~establishing, maintaining and ~~dispositions~~evaluating ofdisclosure ~~the~~controls ~~assets~~and ofprocedures for the Partnership;’s external disclosures.

•The ~~provide~~General ~~reasonable~~Partner’s ~~assurance~~President ~~that~~and ~~(i)~~CFO ~~transactions~~have ~~are~~evaluated ~~recorded~~the aseffectiveness ~~necessary~~of tothe ~~permit~~Partnership’s ~~preparation~~disclosure ofcontrols and ~~financial~~procedures ~~statements~~(as defined in ~~accordance~~Rules ~~with~~13a-15(e) ~~GAAP,~~ and 15d-15(iie) under the ~~Partnership’s~~Exchange ~~receipts~~Act) ~~are~~as ~~handled~~of September 30, 2019, and, ~~expenditures~~based ~~are~~on ~~made~~that ~~only~~evaluation, ~~pursuant~~the toGeneral Partner’s ~~authorizations~~President ofand CFO have concluded that, at that date, the ~~General~~Partnership’s ~~Partner;~~disclosure controls and procedures were effective.

•The ~~provide~~Partnership’s ~~reasonable~~internal ~~assurance~~control ~~regarding~~over ~~prevention~~financial orreporting ~~timely~~is ~~detection~~a ~~and~~process ~~correction~~under the supervision of ~~unauthorized~~the ~~acquisition,~~General Partner’s ~~use~~President orand ~~disposition~~CFO ofto ~~the~~provide ~~Partnership’s~~reasonable ~~assets~~assurance ~~that~~regarding ~~could~~the ~~have~~reliability aof ~~material~~financial ~~effect~~reporting onand the preparation of financial statements in accordance with GAAP. These controls include policies and procedures that:

~~There~~• ~~were~~pertain noto ~~changes in~~ the ~~Partnership’s~~maintenance ~~internal~~of ~~control~~records, ~~over~~that ~~financial~~in ~~reporting~~reasonable ~~process during the fiscal quarter ended June 30~~detail, ~~2019~~accurately ~~that~~and ~~materially~~fairly ~~affected,~~reflect orthe ~~are~~transactions ~~reasonably~~and ~~likely~~dispositions toof ~~materially affect,~~ the ~~Partnership’s~~assets ~~internal~~of ~~control~~the ~~over financial reporting.~~ Partnership;

28• provide reasonable assurance that (i) transactions are recorded as necessary to permit preparation of financial statements in accordance with GAAP, and (ii) the Partnership’s receipts are handled and expenditures are made only pursuant to authorizations of the General Partner; and

~~PART~~• ~~II.~~provide ~~OTHER~~reasonable ~~INFORMATION~~assurance regarding prevention or timely detection and correction of unauthorized acquisition, use or disposition of the Partnership’s assets that could have a material effect on the financial statements.

~~Item~~There 1.were ~~Legal~~no ~~Proceedings~~changes in the Partnership’s internal control over financial reporting process during the fiscal quarter ended September 30, 2019 that materially affected, or are reasonably likely to materially affect, the Partnership’s internal control over financial reporting.

~~This~~28 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.

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

~~MS&Co.~~Item ~~is a wholly-owned, indirect subsidiary of Morgan Stanley, a Delaware holding company~~1. Morgan Stanley files periodic reports with the SEC as required by the Securities Exchange Act of 1934 as amended (the “Exchange Act”), which include current descriptions of material litigation and material proceedings and investigations, if any, by governmental and/or regulatory agencies or self-regulatory organizations concerning Morgan Stanley and its subsidiaries, including MS&Co. As a consolidated subsidiary of Morgan Stanley, MS&Co. does not file its own periodic reports with the SEC that contain descriptions of material litigation, proceedings and investigations. As a result, we refer you to the “Legal Proceedings~~” section of Morgan Stanley’s SEC 10-K filings for 2018, 2017, 2016, 2015 and 2014~~. In addition, MS&Co. annually prepares an Audited, Consolidated Statement of Financial Condition (“Audited Financial Statement”) that is publicly available on Morgan Stanley’s website at www.morganstanley.com. We refer you to the Commitments, Guarantees and Contingencies – Legal section of MS&Co.’s 2018 Audited Financial Statement.

InThis ~~addition~~section todescribes the ~~matters~~major ~~described~~pending inlegal ~~those filings~~proceedings, inother ~~the~~than ~~normal~~ordinary ~~course~~routine ~~of business,~~litigation ~~each~~incidental ofto ~~Morgan~~the ~~Stanley~~business, to ~~and~~which MS&Co. ~~has~~or ~~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~~subsidiaries asis a ~~global diversified~~party ~~financial services institution. Certain of the legal actions include claims for substantial compensatory and/~~or ~~punitive~~to ~~damages~~which orany ~~claims for indeterminate amounts~~ of ~~damages.~~their ~~Each~~property ofis ~~Morgan Stanley and MS&Co~~subject. isThere ~~also~~are ~~involved,~~no ~~from time~~material tolegal ~~time, in investigations and~~ proceedings bypending ~~governmental~~against ~~and/or~~the ~~regulatory~~Partnership ~~agencies~~ or ~~self-regulatory~~the ~~organizations,~~General ~~certain of which may result in adverse judgments, fines or penalties~~Partner. ~~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 isJune 1, a2011, ~~Delaware~~Morgan ~~limited~~Stanley & ~~liability~~Co. ~~company~~Incorporated ~~with~~converted ~~its~~from ~~main~~a ~~business~~Delaware ~~office~~corporation ~~located~~to ata ~~1585~~Delaware ~~Broadway, New York, New York~~limited ~~10036~~liability company. ~~Among~~As ~~other~~a ~~registrations~~result ~~and~~of ~~memberships~~that conversion, MSMorgan Stanley & Co. isIncorporated ~~registered as a futures commission merchant and~~ is anow ~~member~~named ofMorgan ~~the~~Stanley & ~~National~~Co. ~~Futures~~LLC ~~Association~~(“MS&Co.”).

~~Regulatory~~MS&Co. is a wholly-owned, indirect subsidiary of Morgan Stanley, a Delaware holding company. Morgan Stanley files periodic reports with the SEC as required by the Securities Exchange Act of 1934, as amended (the “Exchange Act”) which include current descriptions of material litigation and ~~Governmental~~material ~~Matters~~proceedings and investigations, if any, by governmental and/or regulatory agencies or self-regulatory organizations concerning Morgan Stanley and its subsidiaries, including MS&Co. As a consolidated subsidiary of Morgan Stanley, MS&Co. does not file its own periodic reports with the SEC that contain descriptions of material litigation, proceedings and investigations. As a result, we refer you to the “Legal Proceedings” section of Morgan Stanley’s SEC 10-K filings for 2018, 2017, 2016, 2015 and 2014. In addition, MS&Co. annually prepares an Audited, Consolidated Statement of Financial Condition (“Audited Financial Statement”) that is publicly available on Morgan Stanley’s website at www.morganstanley.com. We refer you to the Commitments, Guarantees and Contingencies – Legal section of MS&Co.’s 2018 Audited Financial Statement.

OnIn ~~February~~addition 25to the matters described in those filings, ~~2015~~in the normal course of business, each of Morgan Stanley and MS&Co. ~~reached~~has anbeen ~~agreement~~named, from time to time, as a defendant in ~~principle~~various ~~with~~legal ~~the~~actions, ~~United~~including ~~States~~arbitrations, ~~Department~~class ofactions, ~~Justice~~and other litigation, ~~Civil~~arising in connection with its activities as a ~~Division~~global ~~and~~diversified financial services institution. Certain of the ~~United~~legal ~~States~~actions ~~Attorney’s~~include ~~Office~~claims for ~~the~~substantial ~~Northern~~compensatory ~~District~~and/or punitive damages or claims for indeterminate amounts of ~~California~~damages. Each of Morgan Stanley and MS&Co. is also involved, ~~Civil~~from ~~Division~~time ~~(collectively~~to time, ~~the~~in ~~“Civil~~investigations ~~Division”)~~and toproceedings ~~pay~~by ~~$2.6~~governmental ~~billion~~and/or toregulatory ~~resolve~~agencies or self-regulatory organizations, certain ~~claims~~of ~~that~~which ~~the~~may ~~Civil~~result ~~Division~~in ~~indicated~~adverse itjudgments, ~~intended~~fines or penalties. The number of these investigations and toproceedings ~~bring~~has ~~against~~increased ~~MS&Co.~~in ~~That~~recent ~~settlement~~years ~~was~~with ~~finalized~~regard onto ~~February~~many 10financial services institutions, ~~2016~~including Morgan Stanley and MS&Co.

InMS&Co. ~~October 2014,~~is ~~the~~a ~~Illinois Attorney~~Delaware ~~General’s~~limited ~~Office~~liability ~~(“ILAG”)~~company ~~sent~~with aits ~~letter~~main tobusiness ~~MS&Co~~office located at 1585 Broadway, New York, New York 10036. ~~alleging~~Among ~~that~~other registrations and memberships, MS&Co. ~~knowingly~~is ~~made~~registered ~~misrepresentations~~as ~~related~~a tofutures ~~RMBS~~commission ~~purchased~~merchant byand ~~certain~~is ~~pension~~a ~~funds~~member ~~affiliated~~of ~~with~~ the ~~State~~National ofFutures ~~Illinois and demanding that MS&Co~~Association. ~~pay~~

29During the preceding five years, the following administrative, civil, or criminal actions pending, on appeal or concluded against MS&Co. or any of its principals are material within the meaning of CFTC Rule 4.24(l)(2) or 4.34(k)(2):

~~ILAG~~Regulatory ~~approximately $88 million. MS&Co.~~ and ~~ILAG reached an agreement to resolve the matter on February 10, 2016~~Governmental Matters.

On ~~January 13~~February 25, 2015, ~~the~~MS&Co. ~~New~~reached ~~York~~an ~~Attorney~~agreement ~~General’s~~in ~~Office~~principle ~~(“NYAG”),~~with ~~which~~the isUnited ~~also~~States Department ~~a member~~ of ~~the RMBS Working Group~~Justice, ~~indicated~~Civil ~~that~~Division itand ~~intended~~the toUnited ~~file~~States aAttorney’s ~~lawsuit~~Office ~~related~~for tothe ~~approximately~~Northern 30District ~~subprime~~of ~~securitizations~~California, ~~sponsored~~Civil byDivision ~~MS&Co.~~(collectively, ~~NYAG indicated that~~ the ~~lawsuit~~“Civil ~~would~~Division”) ~~allege~~to ~~that~~pay ~~MS&Co~~$2.6 billion ~~misrepresented or omitted material information related~~ to ~~the~~resolve ~~due~~certain ~~diligence,~~claims ~~underwriting~~that ~~and valuation of~~ the Civil ~~loans~~Division ~~in the securitizations and the properties securing them and~~ indicated ~~that~~it ~~its~~intended ~~lawsuit~~to ~~would~~bring beagainst ~~brought under the Martin Act.~~ MS&Co. ~~and~~That ~~NYAG~~settlement ~~reached~~was anfinalized ~~agreement to resolve the matter~~ on February 10, 2016.

On29 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, agreed to pay disgorgement and penalties in an amount of $275 million and neither admitted nor denied the SEC’s findings.

OnIn ~~April 21~~October 2014, ~~2015,~~ the ~~Chicago~~Illinois ~~Board~~Attorney ~~Options~~General’s ~~Exchange, Incorporated~~ Office (~~CBOE~~“ILAG”) ~~and~~sent ~~the~~a ~~CBOE~~letter ~~Futures~~to ~~Exchange, LLC (CFE) filed statements of charges against~~ MS&Co. inalleging ~~connection~~that ~~with trading by one of~~ MS&Co.’s ~~former~~knowingly ~~traders~~made ofmisrepresentations ~~EEM~~related ~~options~~to ~~contracts~~RMBS ~~that~~purchased ~~allegedly~~by ~~disrupted~~certain ~~the~~pension ~~final~~funds ~~settlement~~affiliated ~~price~~with of the ~~November~~State ~~2012 VXEM futures. CBOE alleged that MS&Co. violated CBOE Rules 4.1, 4.2 and 4.7, Sections 9(a) and 10(b)~~ of ~~the~~Illinois ~~Exchange Act,~~ and ~~Rule~~demanding ~~10b-5 thereunder. CFE alleged~~ that MS&Co. ~~violated~~pay ~~CFE~~ILAG ~~Rules 608, 609 and 620. The matters were resolved on July 12, 2016 and June~~approximately ~~28, 2016, respectively, without any findings of fraud~~$88 million. ~~Pursuant to the settlements,~~ MS&Co. ~~was~~and ~~required~~ILAG toreached ~~pay~~an aagreement ~~$750,000 penalty~~ to ~~the~~resolve ~~CBOE (for which MS&Co. and an individual were jointly and severally liable) and a $400,000 penalty to~~ the ~~CFE~~matter ~~(for~~on ~~which MS&Co. and an individual were jointly and severally liable) and $152~~February 10,~~664~~ ~~in disgorgement~~2016.

On ~~June~~ 18January 13, 2015, ~~MS&Co.~~the ~~entered~~New ~~into~~York aAttorney ~~settlement~~General’s ~~with~~Office ~~the~~(“NYAG”), ~~SEC~~which ~~and~~is ~~paid~~also a ~~fine~~member of ~~$500~~the RMBS Working Group,~~000~~ asindicated ~~part~~that ofit ~~the~~intended ~~MCDC~~to ~~Initiative~~file a lawsuit related to ~~resolve~~approximately ~~allegations~~30 ~~that~~subprime securitizations sponsored by MS&Co. ~~failed~~NYAG toindicated ~~form~~that athe ~~reasonable~~lawsuit ~~basis~~would ~~through~~allege ~~adequate~~that ~~due~~MS&Co. ~~diligence~~misrepresented ~~for~~or ~~believing~~omitted ~~the truthfulness~~material ofinformation related to the ~~assertions~~due bydiligence, ~~issuers~~underwriting and~~/or~~ ~~obligors~~valuation ~~regarding~~of ~~their~~the ~~compliance~~loans ~~with~~in ~~previous~~the ~~continuing~~securitizations ~~disclosure~~and ~~undertakings~~the ~~pursuant~~properties tosecuring ~~Rule~~them ~~15c2-12~~and indicated inthat ~~connection~~its ~~with~~lawsuit ~~offerings~~would inbe ~~which~~brought under the Martin Act. MS&Co. ~~acted~~and asNYAG ~~senior~~reached oran ~~sole~~agreement ~~underwriter~~to resolve the matter on February 10, 2016.

On ~~August 6~~July 23, ~~2015~~2014, ~~MS&Co. consented to and became~~ the ~~subject~~SEC ofapproved ana ~~order~~settlement by ~~the CFTC to resolve allegations that~~ MS&Co. ~~violated~~and ~~CFTC~~certain ~~Regulation~~affiliates ~~22.9(a) by failing~~ to ~~hold~~resolve ~~sufficient~~an USinvestigation ~~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~~related ~~MS&Co. at all times held sufficient funds in segregation~~ to ~~cover its obligations to its customers, on~~ certain ~~days~~subprime ~~during~~RMBS ~~2013~~transactions sponsored and ~~2014,~~underwritten itby ~~held~~those ~~currencies,~~entities ~~such~~in as2007. Pursuant ~~euros, instead of US dollars,~~ to ~~meet~~the ~~its U.S. dollar obligations. In addition~~settlement, ~~the CFTC found that~~ MS&Co. ~~violated~~and ~~CFTC~~certain ~~Regulation~~affiliates ~~166.3~~were bycharged ~~failing to have in place adequate procedures to ensure that it complied~~ with ~~CFTC~~violating ~~Regulation~~Sections ~~22.9~~17(a)~~. Without~~(2) ~~admitting or denying the findings or conclusions~~ and ~~without~~ ~~adjudication~~17(a)(3) of ~~any~~the ~~issue~~Securities ~~of law or fact~~Act, ~~MS&Co. accepted and consented~~ agreed to ~~the~~pay ~~entry~~disgorgement ~~of findings, the imposition of a cease~~ and ~~desist~~penalties ~~order,~~in aan ~~civil~~amount ~~monetary penalty~~ of $~~300,000,~~275 million and ~~undertakings~~neither ~~related~~admitted tonor ~~public~~denied ~~statements, cooperation, and payment of~~ the ~~monetary~~SEC’s ~~penalty~~findings.

30On April 21, 2015, the Chicago Board Options Exchange, Incorporated (CBOE) and the CBOE Futures Exchange, LLC (CFE) filed statements of charges against MS&Co. in connection with trading by one of MS&Co.’s former traders of EEM options contracts that allegedly disrupted the final settlement price of the November 2012 VXEM futures. CBOE alleged that MS&Co. violated CBOE Rules 4.1, 4.2 and 4.7, Sections 9(a) and 10(b) of the Exchange Act and Rule 10b-5 thereunder. CFE alleged that MS&Co. violated CFE Rules 608, 609 and 620. The matters were resolved on July 12, 2016 and June 28, 2016, respectively, without any findings of fraud. Pursuant to the settlements, MS&Co. was required to pay a $750,000 penalty to the CBOE (for which MS&Co. and an individual were jointly and severally liable) and a $400,000 penalty to the CFE (for which MS&Co. and an individual were jointly and severally liable) and $152,664 in disgorgement.

On ~~December 20~~June 18, ~~2016~~2015, MS&Co. ~~consented~~entered tointo ~~and~~a ~~became~~settlement with the ~~subject~~SEC and paid a fine of ~~an order~~$500,000 byas ~~the~~part ~~SEC~~of inthe ~~connection~~MCDC Initiative ~~with~~to resolve allegations that MS&Co. ~~willfully~~failed ~~violated~~to ~~Sections~~form ~~15(c)(3)~~a ~~and~~reasonable ~~17(a)(1)~~basis ofthrough ~~the~~adequate ~~Exchange~~due ~~Act~~diligence ~~and~~for ~~Rules~~believing ~~15c3-3(e),~~the ~~17a-5(a),~~truthfulness ~~and~~of ~~17a-5(d)~~the ~~thereunder,~~assertions by ~~inaccurately~~issuers ~~calculating~~and/or ~~its~~obligors ~~Reserve~~regarding ~~Account~~their ~~requirement under~~compliance ~~Rule~~with ~~15c3-3~~previous bycontinuing disclosure ~~including~~undertakings ~~margin~~pursuant ~~loans~~ to anRule ~~affiliate~~15c2-12 in ~~its~~connection ~~calculations,~~with ~~which~~offerings ~~resulted~~ in ~~making~~which ~~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~~acted toas asenior ~~cease~~or ~~and~~sole ~~desist order, a censure, and a civil monetary penalty of $7,500,000~~underwriter.

On ~~September 28~~August 6, ~~2017~~2015, MS&Co. consented to and became the ~~CFTC~~subject ~~issued~~of an order ~~filing~~by ~~and~~the ~~simultaneously~~CFTC ~~settling~~to ~~charges~~resolve ~~against~~allegations that MS&Co. ~~regarding violations~~violated of CFTC ~~Rule~~Regulation ~~166~~22.39(a) by failing to ~~diligently~~hold ~~supervise~~sufficient ~~the~~U.S. ~~reconciliation~~Dollars ofin ~~exchange~~cleared ~~and~~swap ~~clearing~~segregated ~~fees~~accounts ~~with~~in the ~~amounts~~United itStates ~~ultimately~~to ~~charged~~meet ~~customers~~all ~~for~~U.S. Dollar ~~certain~~obligations ~~transactions~~to oncleared ~~multiple~~swaps ~~exchanges~~customers. ~~The~~Specifically, ~~order~~the ~~and~~CFTC ~~settlement~~found ~~required~~that while MS&Co. at all times held sufficient funds in segregation to ~~pay~~cover aits ~~$500~~obligations to its customers,~~000~~ ~~penalty~~on ~~and~~certain ~~cease~~days during 2013 and ~~desist~~2014, ~~from~~it ~~violating~~held ~~Rule~~currencies, such as euros, instead of US dollars, to meet its U.S. 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,

On30 November 2, 2017, the CFTC issued an order filing and simultaneously settling charges against MS&Co. for non-compliance with applicable rules governing Part 17 Large Trader reports to the CFTC. The order requires MS&Co. to pay a $350,000 penalty and cease and desist from further violations of the Commodity Exchange Act.

~~Civil~~ the ~~Litigation~~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.

On ~~July~~December 1520, ~~2010~~2016, ~~China Development Industrial Bank (“CDIB”) filed a complaint against~~ MS&Co., ~~styled China~~consented ~~Development~~to ~~Industrial~~and ~~Bank~~became ~~v. Morgan Stanley & Co. Incorporated et al., which is pending in~~ the ~~Supreme~~subject ~~Court~~ of ~~the~~an ~~State~~order ofby ~~New~~the ~~York,~~SEC ~~New~~in ~~York~~connection ~~County (“Supreme Court of NY”). The complaint relates to a~~with ~~$275 million~~allegations ~~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~~willfully ~~the risks~~violated ofSections ~~the~~15(c)(3) ~~STACK~~and ~~2006-~~17(a)(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~~Exchange ~~default~~Act ~~swap~~and ~~with~~Rules ~~CDIB.~~15c3-3(e), ~~The~~17a-5(a), ~~complaint seeks compensatory damages related to the approximately~~and ~~$228 million~~17a-5(d) ~~that~~thereunder, ~~CDIB~~by ~~alleges~~inaccurately itcalculating ~~has~~its ~~already~~Reserve ~~lost~~Account requirement under ~~the~~Rule ~~credit~~15c3-3 ~~default~~by ~~swap,~~including ~~rescission~~margin ofloans ~~CDIB’s obligation~~ to ~~pay~~ an ~~additional~~affiliate ~~$12 million,~~in ~~punitive~~its ~~damages~~calculations, ~~equitable~~which resulted ~~relief,~~in ~~fees~~making ~~and~~inaccurate ~~costs.~~records Onand ~~February 28,~~submitting ~~2011,~~inaccurate ~~the court~~reports ~~denied MS&Co.’s motion~~ to ~~dismiss~~ the ~~complaint~~SEC. ~~On June 27, 2018, MS&Co. filed a motion for summary judgment and spoliation sanctions against CDIB. On December~~ ~~21,~~Without ~~2018,~~admitting ~~the~~or ~~court~~denying ~~denied MS&Co.’s motion for summary judgment and granted in part MS&Co,’s motion for sanctions relating to~~ the ~~spoliation~~underlying ofallegations ~~evidence. On January 18, 2019, CDIB filed a motion to clarify~~ and ~~resettle~~without ~~the~~adjudication ~~portion~~ of ~~the~~any ~~court’s~~issue ~~December 21, 2018 order granting spoliation sanctions. On January 24, 2019, CDIB filed a notice~~ of ~~appeal~~law ~~from~~or ~~the court’s December 21~~fact, ~~2018 order, and on January 25, 2019,~~ MS&Co. ~~filed~~consented to a ~~notice~~cease ofand ~~appeal~~desist ~~from the same~~ order~~. On March 7~~, ~~2019, the court denied the relief that CDIB~~ ~~sought in~~ a ~~motion~~censure, ~~to clarify~~ and ~~resettle the portion of the court’s December 21, 2018 order granting spoliation sanctions. Based on currently available information, MS&Co. believes it could incur~~ a ~~loss~~civil inmonetary ~~this~~penalty ~~action~~ of ~~up to approximately~~ $~~240 million plus pre- and post-judgment interest~~7, ~~fees and costs~~500,000.

31On September 28, 2017, the CFTC issued an order filing and simultaneously settling charges against MS&Co. regarding violations of CFTC Rule 166.3 by failing to diligently supervise the reconciliation of exchange and clearing fees with the amounts it ultimately charged customers for certain transactions on multiple exchanges. The order and settlement required MS&Co. to pay a $500,000 penalty and cease and desist from violating CFTC Rule 166.3.

On ~~October~~November 152, ~~2010~~2017, ~~the~~ ~~Federal Home Loan Bank of Chicago filed a complaint against MS&Co. and other defendants in~~ the ~~Circuit~~ ~~Court~~CFTC ofissued ~~the~~an ~~State~~order offiling 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~~simultaneously ~~omissions~~settling incharges ~~the~~against 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. atfor ~~issue~~non-compliance inwith ~~the~~applicable ~~action~~rules ~~was approximately~~governing ~~$203~~Part ~~million.~~17 ~~The~~Large ~~complaint~~Trader ~~seeks,~~reports ~~among other things,~~ to ~~rescind~~ the ~~plaintiff’s purchase of such certificates~~CFTC. 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~~requires all claims related to one of the securitizations at issue. On January 18, 2017, the court entered an order dismissing all claims related to an additional securitization at issue. After those dismissals, the remaining amount of certificates allegedly issued by MS&Co. ~~or sold~~ to ~~plaintiff~~pay by MS&Co. was approximately $65 million. At March 25, 2019, the current unpaid balance of the mortgage pass-through certificates at issue in this action was approximately $36 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~~ $~~36 million unpaid balance of these certificates (plus any losses incurred) and their fair market value at the time of a judgment against MS&Co.~~350,000 ~~plus~~penalty ~~pre-~~ and ~~post-judgment~~cease ~~interest, fees~~ and ~~costs.~~desist ~~MS&Co.~~from ~~may~~further beviolations ~~entitled to be indemnified for some~~ of ~~these~~the ~~losses and~~Commodity toExchange ~~an offset for interest received by the plaintiff prior to a judgment~~Act.

OnCivil ~~May 17,~~Litigation 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 $133 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 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 March 25, 2019, the current unpaid balance of the mortgage pass-through certificates at issue in this action was approximately $23 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 $23 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.

InOn ~~August~~July 15, ~~of 2017~~2010, China Development Industrial Bank (“CDIB”) filed a complaint against MS&Co., ~~was~~styled China ~~named~~Development asIndustrial aBank ~~defendant~~v. inMorgan aStanley & ~~purported~~Co. ~~antitrust~~Incorporated ~~class~~et ~~action~~al., which is pending in the ~~United~~Supreme ~~States District~~ Court ~~for~~of the ~~United~~State ~~States~~of ~~District~~New York, New York County (“Supreme Court ~~for~~of NY”). The complaint relates to a $275 million credit default swap referencing the ~~Southern~~super ~~District~~senior portion of ~~New~~the ~~York~~STACK ~~styled~~2006-1 ~~Iowa~~CDO. ~~Public~~The ~~Employees’~~complaint ~~Retirement~~asserts ~~System~~claims etfor ~~al.~~common vlaw fraud, fraudulent inducement and fraudulent concealment and alleges that the MS&Co. ~~Bank~~misrepresented the risks of ~~America~~the ~~Corporation~~STACK et2006-1 ~~al.~~CDO ~~Plaintiffs~~to ~~allege~~CDIB, ~~inter~~and ~~alia~~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. On June 27, ~~together~~2018, ~~with~~MS&Co. filed a motion for summary judgment and spoliation ~~number~~sanctions ofagainst ~~other~~CDIB. ~~financial~~On ~~institution~~December 21, ~~defendants~~2018, ~~violated~~the Ucourt denied MS&Co.S.’s ~~antitrust~~motion ~~laws~~for summary judgment and ~~New~~granted ~~York~~in ~~state~~part ~~law~~MS&Co.’s inmotion ~~connection~~for ~~with~~sanctions ~~their~~relating ~~alleged~~to ~~efforts~~the spoliation of evidence. On January 18, 2019, CDIB filed a motion to ~~prevent~~clarify and resettle the ~~development~~portion of ~~electronic~~the ~~exchange-based~~court’s ~~platforms~~December 21, ~~for~~2018 ~~securities~~order ~~lending~~granting spoliation sanctions. ~~The~~On ~~class~~January 24, ~~action complaint~~2019, ~~was~~CDIB filed a notice of appeal from the court’s December 21, 2018 order, and on January 25, ~~behalf~~2019, MS&Co. filed a notice of appeal from the same order. On March 7, 2019, the court denied the relief that CDIB sought in a ~~purported~~motion to clarify and resettle the portion of the court’s December 21, 2018 order granting spoliation sanctions. Based on currently available information, MS&Co. believes it could incur a loss in this action of up to approximately $240 million plus pre- and post-judgment interest, fees and costs.

3231

~~class~~On October 15, 2010, the Federal Home Loan Bank of ~~borrowers~~Chicago ~~and~~filed ~~lenders~~a complaint against ~~who~~MS&Co. ~~entered~~and ~~into~~other ~~stock~~defendants ~~loan~~in the Circuit ~~transactions~~Court ~~with~~of the ~~defendants~~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 ~~class~~amount of certificates allegedly sold to plaintiff by MS&Co. at issue in the action was approximately $203 million. The complaint seeks, among other ~~relief~~things, to ~~certification~~rescind the plaintiff’s purchase of such certificates. The defendants filed a motion to dismiss the ~~class~~corrected ofamended ~~plaintiffs~~complaint ~~and~~on May 27, ~~treble~~2011, ~~damages~~which was denied on September 19, 2012. On ~~September~~December 13, 272013, ~~2018~~the court entered an order dismissing all claims related to one of the securitizations at issue. On January 18, 2017, the court ~~denied~~entered an order dismissing all claims related to an additional securitization at issue. After those dismissals, the ~~defendants’~~remaining ~~motion~~amount of certificates allegedly issued by MS&Co. or sold to ~~dismiss~~plaintiff by MS&Co. was approximately $65 million. At September 25, 2019, the current ~~class~~unpaid balance of the mortgage pass-through certificates at issue in this action ~~complaint~~was approximately $35 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 $35 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.

~~Beginning~~On onMay 17, ~~March~~2013, 25plaintiff in IKB International S.A. in Liquidation, ~~2019~~et al. v. Morgan Stanley, et al. filed a complaint against MS&Co. ~~was~~and ~~named~~certain asaffiliates ~~a defendant~~ in athe ~~series~~Supreme Court of ~~putative~~NY. ~~class~~The ~~action~~complaint ~~complaints~~alleges ~~filed~~that defendants made material misrepresentations and omissions in the sale to plaintiff of certain mortgage pass-through certificates backed by ~~Southern~~securitization ~~District~~trusts containing residential mortgage loans. The total amount of ~~New~~certificates ~~York~~allegedly sponsored, ~~the~~underwritten ~~first~~and/or ofsold ~~which~~by MS&Co. to plaintiff was ~~styled~~approximately ~~Alaska~~$133 million. ~~Electrical~~The ~~Pension~~complaint ~~Fund~~alleges v.causes ~~BofA~~of ~~Secs~~action against MS&Co. for common law fraud, ~~Inc.~~fraudulent concealment, etaiding ~~al.~~and ~~Each~~abetting ~~complaint~~fraud, ~~alleges~~and anegligent ~~conspiracy~~misrepresentation, toand ~~fix~~seeks, ~~prices~~among other things, compensatory and ~~restrain~~punitive ~~competition~~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 ~~market~~remaining ~~for~~amount ~~unsecured~~of ~~bonds~~certificates allegedly issued by ~~the following~~MS&Co. ~~Government-Sponsored~~or ~~Enterprises:~~sold ~~the~~to ~~Federal~~plaintiff ~~National~~by ~~Mortgage~~MS&Co. ~~Association;~~was approximately $116 million. On August 11, 2016, the ~~Federal~~Appellate ~~Home~~Division, ~~Loan~~First ~~Mortgage~~Department ~~Corporation;~~affirmed the ~~Federal~~trial ~~Farm~~court’s ~~Credit~~decision ~~Banks~~denying ~~Funding~~in ~~Corporation;~~part ~~and~~MS&Co.’s ~~the~~motion ~~Federal~~to ~~Home~~dismiss ~~Loan~~the ~~Banks~~complaint. At September ~~Each~~25, ~~complaint~~2019, ~~raises~~the acurrent ~~claim~~unpaid ~~under~~balance ~~Section 1~~ of the ~~Sherman~~mortgage ~~Act~~pass-through ~~and~~certificates ~~seeks,~~at ~~among~~issue ~~other~~in ~~things,~~this ~~injunctive~~action ~~relief~~was approximately $22 million, and ~~treble~~the ~~compensatory~~certificates ~~damages~~had incurred actual losses of $58 million. OnBased ~~May~~on ~~23,~~currently ~~2019~~available information, ~~plaintiffs~~MS&Co. ~~filed~~believes it could incur a ~~consolidated~~loss ~~amended~~in ~~class~~this action ~~complaint,~~up ~~now~~to ~~styled~~the Indifference rebetween ~~GSE~~the ~~Bonds~~$22 million ~~Antitrust Litigation.~~unpaid ~~The~~balance ~~purported~~of ~~class~~these ~~period~~certificates in(plus any losses incurred) and their fair market value at the ~~consolidated~~time ~~amended~~of ~~complaint~~a isjudgment ~~now~~against ~~from~~MS&Co., ~~January~~or 1upon sale, ~~2009~~plus topre- ~~January~~and 1post-judgment interest, ~~2016~~fees and costs. OnMS&Co. ~~June~~may ~~13,~~be ~~2019,~~entitled ~~the~~to ~~defendants~~be ~~filed~~indemnified afor ~~joint~~some ~~motion~~of these losses and to ~~dismiss~~an offset for interest received by the ~~consolidated~~plaintiff ~~amended~~prior ~~complaint~~to a judgment.

~~Settled~~In ~~Civil~~August ~~Litigation~~of 2017, MS&Co. was named as a defendant in a purported antitrust class action in the United States District Court for the United States District Court for the Southern District of New York styled Iowa Public Employees’ Retirement System et al. v. Bank of America Corporation et al. Plaintiffs allege, inter alia, that MS&Co., together with a number of other financial institution defendants, violated U.S. antitrust laws and New York state law in connection with their alleged efforts to prevent the development of electronic exchange-based

On32 December 23, 2009, the Federal Home Loan Bank of Seattle filed a complaint against MS&Co. and 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, alleged 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 raised claims under the Washington State Securities Act and sought, 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.

~~On March 15, 2010, the Federal Home Loan Bank of San~~ ~~Francisco~~platforms ~~filed~~for asecurities ~~complaint against MS&Co~~lending. ~~and~~The ~~other~~class ~~defendants~~action ~~in the~~complaint ~~Superior~~was ~~Court~~filed ofon ~~the~~behalf ~~State~~ of ~~California~~a ~~styled~~purported ~~Federal~~class ~~Home Loan Bank~~ of ~~San~~borrowers ~~Francisco v.~~and ~~Credit~~lenders ~~Suisse~~who ~~Securities~~entered ~~(USA)~~into ~~LLC,~~stock etloan ~~al.~~transactions ~~An amended complaint filed on June 10, 2010 alleged that defendants made untrue statements and material omissions in connection~~ with the ~~sale to plaintiff of a number of mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans~~defendants. The class ~~amount~~action ~~of certificates allegedly sold to plaintiff by MS&Co. was approximately $704 million. The~~ complaint ~~raised claims under both the federal securities laws and California law and sought~~seeks, among other ~~things~~ relief, to ~~rescind the~~certification ~~plaintiff’s purchase~~ of ~~such~~the ~~certificates.~~class ~~On January 26, 2015, as a result~~ of aplaintiffs ~~settlement~~and ~~with~~treble ~~certain~~damages. ~~other~~On ~~defendants~~September 27, ~~the~~2018, ~~plaintiff requested and~~ the court ~~subsequently~~denied ~~entered a dismissal with prejudice of certain of~~ the ~~plaintiff~~defendants’s ~~claims,~~motion ~~including~~to ~~all~~dismiss ~~remaining~~the ~~claims~~class ~~against~~action ~~MS&Co~~complaint.

OnBeginning on March 1525, ~~2010~~2019, ~~the Federal~~MS&Co. ~~Home~~was ~~Loan~~named ~~Bank~~as ofa ~~San~~defendant ~~Francisco~~in ~~filed~~ a ~~complaint~~series ~~against~~of ~~MS&Co.~~putative ~~and~~class ~~other~~action ~~defendants~~complaints filed in the ~~Superior~~Southern ~~Court~~District of New York, the ~~State~~first of ~~California~~which was styled ~~Federal~~Alaska ~~Home~~Electrical ~~Loan~~Pension ~~Bank~~Fund ~~of San Francisco~~ v. ~~Deutsche~~BofA ~~Bank~~Secs., ~~Securities~~ Inc. , et al. AnEach ~~amended~~complaint alleges a conspiracy to fix prices and restrain competition in the market for unsecured bonds issued by the following Government-Sponsored Enterprises: the Federal National Mortgage Association; the Federal Home Loan Mortgage Corporation; the Federal Farm Credit Banks Funding Corporation; and the Federal Home Loan Banks. Each complaint raises a claim under Section 1 of the Sherman Act and seeks, ~~filed~~among onother ~~June~~things, injunctive relief and treble compensatory damages. On May 1023, ~~2010~~2019, ~~alleged~~plaintiffs ~~that~~filed ~~defendants~~a ~~made~~consolidated ~~untrue~~amended ~~statements~~class ~~and~~action ~~material~~complaint, ~~omissions~~now instyled ~~connection~~In ~~with~~re GSE Bonds Antitrust Litigation. The purported class period in the ~~sale~~consolidated amended complaint is now from January 1, 2009 to ~~plaintiff~~January 1, of2016. On June ~~certain~~13, ~~mortgage~~2019, ~~pass-through~~the ~~certificates~~defendants ~~backed~~filed ~~by securitization~~a ~~trusts~~joint ~~containing~~motion ~~residential~~to ~~mortgage~~dismiss ~~loans~~the consolidated amended complaint. ~~The~~On ~~amount~~August 29, of2019, ~~certificates~~the ~~allegedly~~court ~~sold~~in toIn ~~plaintiff~~re byGSE Bonds Antitrust Litigation denied MS&Co.’s ~~was~~motion ~~approximately~~to ~~$276 million~~dismiss. The ~~complaint~~case ~~raised~~is set for trial in May 2020.

33Settled Civil Litigation

On December 23, 2009, the Federal Home Loan Bank of Seattle filed a complaint against MS&Co. and another ~~claims~~defendant ~~under~~in the ~~both~~Superior Court of the ~~federal~~State ~~securities~~of ~~laws~~Washington, styled Federal Home Loan Bank of Seattle v. Morgan Stanley & Co. Inc., et al. The amended complaint, filed on September 28, 2010, alleged that defendants made untrue statements and ~~California~~material ~~law~~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 raised claims under the Washington State Securities Act and sought, among other things, to rescind the plaintiff’s purchase of such certificates. On ~~December 21,~~On ~~2016~~January 23, 2017, the parties reached an agreement to settle the litigation.

On ~~October 25~~March 15, 2010, ~~MS&Co.,~~the ~~certain~~Federal Home ~~affiliates~~Loan ~~and Pinnacle~~Bank ~~Performance~~of ~~Limited,~~San aFrancisco ~~special~~filed ~~purpose~~a ~~vehicle~~complaint ~~(“SPV”),~~against ~~were~~MS&Co. ~~named~~and asother defendants in the aSuperior ~~purported~~Court ~~class~~of ~~action in~~ the ~~United~~State ~~States~~of ~~District~~California ~~Court~~styled ~~for~~Federal ~~the~~Home ~~Southern~~Loan ~~District~~Bank of ~~New~~San ~~York~~Francisco v. ~~(“SDNY”),~~Credit ~~styled~~Suisse GeSecurities ~~Dandong~~(USA) LLC, et al. v.An ~~Pinnacle~~amended ~~Performance~~complaint ~~Ltd.~~filed on June 10, et2010 ~~al.~~alleged Onthat ~~January~~defendants ~~31,~~made ~~2014,~~untrue ~~the~~statements ~~plaintiffs~~and material omissions in ~~the~~connection ~~action,~~with ~~which~~the ~~related~~sale to ~~securities~~plaintiff ~~issued~~of a bynumber ~~the~~of mortgage ~~SPV~~pass-through incertificates ~~Singapore,~~backed ~~filed~~by securitization atrusts ~~second~~containing ~~amended~~residential ~~complaint,~~mortgage ~~which~~loans. ~~asserted~~The ~~common~~amount ~~law~~of ~~claims~~certificates ofallegedly ~~fraud,~~sold ~~aiding~~to ~~and abetting~~plaintiff ~~fraud,~~by ~~fraudulent~~MS&Co. ~~inducement,~~was ~~aiding~~approximately ~~and~~$704 million. ~~abetting~~The ~~fraudulent~~complaint ~~inducement,~~raised ~~and~~claims ~~breach~~under ofboth the ~~implied~~federal ~~covenant~~securities oflaws ~~good~~and ~~faith~~California law and ~~fair~~sought, ~~dealing~~among other things, to rescind the plaintiff’s purchase of such certificates. On ~~July 17~~January 26, ~~2014~~2015, ~~the~~as ~~parties~~a ~~reached~~result anof ~~agreement~~a tosettlement ~~settle~~with ~~the~~certain ~~litigation~~other defendants, ~~which~~the ~~received~~plaintiff ~~final~~ requested and the court ~~approval~~subsequently entered ona ~~July~~dismissal 2with prejudice of certain of the plaintiff’s claims, ~~2015~~including all remaining claims against MS&Co.

On ~~July 5~~March 15, ~~2011~~2010, ~~Allstate~~the ~~Insurance~~Federal ~~Company~~Home ~~and~~Loan ~~certain~~Bank of ~~its~~San ~~affiliated~~Francisco ~~entities~~ filed a complaint against MS&Co. inand other defendants in the ~~Supreme~~Superior Court of ~~NY,~~the State of California styled ~~Allstate~~Federal ~~Insurance~~Home ~~Company,~~Loan etBank ~~al.~~of San Francisco v. ~~Morgan~~Deutsche ~~Stanley,~~Bank Securities Inc. et al. An amended complaint, ~~was~~ filed on ~~September 9~~June 10, ~~2011~~ 2010, ~~and~~alleges ~~alleged~~ that ~~the~~ defendants made untrue statements and material omissions in connection with the sale to ~~the~~plaintiff ~~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 sought, 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.~~

On33 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 alleged 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 April 25, 2012, The Prudential Insurance Company of America and certain affiliates filed a complaint against~~ ~~MS&Co.~~allegedly ~~and~~sold 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~~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. was approximately $1276 million.~~073~~ ~~billion.~~ The ~~amended~~ complaint raised claims under both the ~~New~~federal ~~Jersey~~securities ~~Uniform~~laws ~~Securities~~and ~~Law,~~California ~~as well as common~~ law ~~claims~~and ~~of negligent misrepresentation~~sought, ~~fraud,~~among ~~fraudulent inducement~~other things, to ~~equitable~~rescind the ~~fraud,~~plaintiff’s ~~aiding~~purchase ~~and abetting fraud, and violations~~ of ~~the~~such ~~New Jersey RICO statute, and included a claim for treble damages~~certificates. On ~~January~~December 821, 2016, the parties reached an agreement to settle the litigation.

InOn reOctober 25, ~~Morgan~~2010, ~~Stanley~~MS&Co., ~~Mortgage~~certain ~~Pass-Through~~affiliates ~~Certificates~~and ~~Litigation~~Pinnacle Performance Limited, ~~which~~a ~~had~~special ~~been~~purpose ~~pending~~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”), ~~was~~styled aGe ~~putative~~Dandong, ~~class~~et al. v. Pinnacle Performance Ltd., et al. On January 31, 2014, the plaintiffs in the action, ~~involving~~which ~~allegations~~related ~~that~~to securities issued by the SPV in Singapore, ~~among~~filed ~~other~~a ~~things~~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.

34On 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 alleged 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 sought, 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 ~~registration~~Western ~~statements~~and Southern Life Insurance Company and ~~offering~~certain ~~documents~~affiliated ~~related~~companies tofiled a complaint against MS&Co. and other defendants in the ~~offerings~~Court of ~~certain~~Common ~~mortgage~~Pleas ~~pass-through~~in ~~certificates~~Ohio, instyled ~~2006~~Western and ~~2007~~Southern ~~contained~~Life ~~false~~Insurance ~~and~~Company, ~~misleading~~et ~~information~~al. ~~concerning~~v. Morgan Stanley Mortgage Capital Inc., et al. An amended complaint was filed ~~the~~on ~~pools~~April 2, of2012 ~~residential~~and ~~loans~~alleged that ~~backed~~defendants ~~these~~made ~~securitizations.~~untrue Onstatements ~~December~~and ~~18,~~material ~~2014,~~omissions in the ~~parties’~~sale ~~agreement~~ to ~~settle~~plaintiffs of certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The amount of the ~~litigation~~certificates ~~received~~allegedly ~~final~~sold ~~court~~to ~~approval,~~plaintiffs ~~and~~by onMS&Co. ~~December~~was 19approximately $153 million. On June 8, ~~2014~~2015, the ~~court~~parties ~~entered~~reached an ~~order~~agreement ~~dismissing~~to settle the ~~action~~ litigation.

On ~~November 4~~April 25, ~~2011~~2012, ~~the~~The ~~Federal~~Prudential ~~Deposit~~ Insurance ~~Corporation~~Company ~~(“FDIC”),~~of asAmerica ~~receiver~~and ~~for~~certain ~~Franklin~~affiliates ~~Bank S.S.B,~~ filed ~~two~~a ~~complaints~~complaint against MS&Co. and certain affiliates in the ~~District~~Superior Court of the State of ~~Texas.~~New ~~Each~~Jersey, ~~was~~ styled ~~Federal~~The ~~Deposit~~Prudential Insurance ~~Corporation~~Company asof ~~Receiver for Franklin Bank~~America, Set al.~~S.B~~ v. Morgan Stanley, &et ~~Company~~al. ~~LLC~~On ~~F/K/A~~October 16, ~~Morgan~~2012, ~~Stanley~~plaintiffs ~~& Co.~~filed ~~Inc~~an amended complaint. ~~and~~The amended complaint alleged that ~~MS&Co.~~defendants made untrue statements and material omissions in connection with the sale to ~~plaintiff~~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 ~~to plaintiff~~ by MS&Co. ~~in these cases~~ was approximately $671.073 billion. ~~million~~The amended complaint raised claims under the New Jersey Uniform Securities Law, as well as common law claims of negligent misrepresentation, fraud, fraudulent inducement, equitable fraud, aiding and ~~$35~~abetting ~~million~~fraud, ~~respectively~~and violations of the New Jersey RICO statute, and includes a claim for treble damages. On ~~July 2~~January 8, ~~2015~~2016, the parties reached an agreement to settle the litigation.

On34 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 alleged 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.

OnIn ~~September 23,~~re ~~2013, the plaintiff in National Credit Union Administration Board v.~~ Morgan Stanley & ~~Co. Inc.,~~Mortgage etPass-Through ~~al.~~Certificates ~~filed~~Litigation, which ahad ~~complaint~~been ~~against~~pending ~~MS&Co. and certain affiliates~~ in the SDNY., ~~The~~was ~~complaint~~a ~~alleged~~putative ~~that~~class ~~defendants~~action ~~made~~involving ~~untrue~~allegations ~~statements~~that, ofamong ~~material~~other ~~fact~~things, orthe ~~omitted~~registration tostatements ~~state~~and ~~material~~offering ~~facts~~documents inrelated ~~the sale~~ to the ~~plaintiff~~offerings of certain mortgage pass-through certificates ~~issued~~in by2006 ~~securitization~~and 2007 ~~trusts~~contained ~~containing~~false ~~residential~~and ~~mortgage~~misleading ~~loans.~~information ~~The~~concerning ~~total~~the ~~amount~~pools of ~~certificates~~residential ~~allegedly~~loans ~~sponsored,~~that ~~underwritten~~backed ~~and/or~~these ~~sold by MS&Co~~securitizations. toOn ~~plaintiffs~~December 18, in2014, the ~~matter~~parties’ ~~was~~agreement ~~approximately~~to ~~$417 million.~~settle ~~The~~the ~~complaint~~litigation ~~alleged~~received ~~violations~~final ofcourt ~~federal and various state securities laws and sought~~approval, ~~among other things, rescissionary~~ and ~~compensatory damages. On November~~on December 2319, ~~2015~~2014, the ~~parties~~court ~~reached~~entered an ~~agreement~~order todismissing ~~settle~~ the ~~matter~~action.

On ~~September~~November 164, ~~2014~~2011, the ~~Virginia~~Federal ~~Attorney~~Deposit Insurance ~~General’s~~Corporation ~~Office~~(“FDIC”), ~~filed~~as areceiver ~~civil~~for ~~lawsuit~~Franklin Bank S.S.B, ~~styled~~filed ~~Commonwealth~~two ~~of Virginia~~complaints exagainst ~~rel~~MS&Co. ~~Integra~~in ~~REC~~the ~~LLC~~District v.Court ~~Barclays~~of ~~Capital~~the ~~Inc.,~~State etof alTexas., ~~against~~Each ~~MS&Co.~~was ~~and~~styled ~~several~~Federal ~~other~~Deposit ~~defendants~~Insurance inCorporation ~~the~~as ~~Circuit~~Receiver ~~Court~~for ofFranklin Bank, ~~the~~S.S.B ~~City~~v. ofMorgan ~~Richmond~~Stanley & ~~related~~Company toLLC ~~RMBS~~F/K/A Morgan Stanley & Co. ~~The~~Inc. ~~lawsuit~~and alleged that MS&Co. ~~and~~made ~~the~~untrue ~~other~~statements ~~defendants knowingly~~and ~~made~~material ~~misrepresentations~~omissions ~~and~~in ~~omissions~~connection ~~related~~with the sale to ~~the~~plaintiff ~~loans~~of mortgage ~~backing~~pass-through ~~RMBS~~certificates ~~purchased~~backed by ~~the~~securitization ~~Virginia~~trusts ~~Retirement~~containing ~~System~~residential mortgage loans. The ~~complaint~~amount ~~asserted~~of ~~claims~~certificates ~~under~~allegedly ~~the~~underwritten ~~Virginia~~and ~~Fraud~~sold ~~Against~~to ~~Taxpayers~~plaintiff ~~Act,~~by asMS&Co. ~~well~~in asthese ~~common~~cases ~~law~~was ~~claims~~approximately of$67 million ~~actual~~ and ~~constructive fraud~~$35 million, ~~and sought, among other things, treble damages and civil penalties~~respectively. On ~~January~~July 62, ~~2016~~2015, the parties reached an agreement to settle the litigation. ~~An order dismissing the action with prejudice was entered on January 28, 2016.~~

On ~~April~~ February 2014, ~~2011~~2013, ~~the Federal Home Loan~~ Bank ofHapoalim ~~Boston~~B.M. filed a complaint against MS&Co. and ~~other defendants~~certain affiliates in the ~~Superior~~Supreme Court of NY, styled Bank Hapoalim B.M. v. Morgan Stanley et al. The complaint alleged that defendants made material misrepresentations and omissions in the ~~Commonwealth~~sale to plaintiff of ~~Massachusetts~~certain ~~styled~~mortgage ~~Federal~~pass-through ~~Home~~certificates ~~Loan~~backed ~~Bank~~by ofsecuritization ~~Boston~~trusts v.containing ~~Ally~~residential ~~Financial,~~mortgage ~~Inc~~loans. The ~~F/K/A~~total ~~GMAC~~amount ~~LLC~~of etcertificates ~~al.~~allegedly Ansponsored, ~~amended~~underwritten and/or ~~complaint~~sold by MS&Co. to plaintiff was ~~filed~~approximately on$141 million. On ~~June~~July 2928, ~~2012~~2015, ~~and~~the ~~alleged~~parties ~~that~~reached ~~defendants~~an ~~made untrue~~agreement ~~statements~~to settle the litigation, and ~~material~~on ~~omissions~~August 12, in2015, the ~~sale~~plaintiff tofiled ~~plaintiff~~a stipulation of ~~certain~~discontinuance ~~mortgage~~with prejudice. ~~pass-through~~

35On 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.

~~certificates~~On ~~backed~~September 16, by2014, ~~securitization~~the ~~trusts~~Virginia ~~containing~~Attorney ~~residential~~General’s ~~mortgage~~Office ~~loans.~~filed ~~The~~a ~~total~~civil lawsuit, ~~amount~~styled Commonwealth of ~~certificates~~Virginia ~~allegedly~~ex ~~issued~~rel. byIntegra ~~MS&Co~~REC LLC v. orBarclays ~~sold~~Capital toInc., ~~plaintiff~~et byal., against MS&Co. ~~was approximately~~and ~~$385~~several ~~million.~~other ~~The~~defendants ~~amended~~in ~~complaint~~the ~~raised~~Circuit ~~claims~~Court ~~under~~of the ~~Massachusetts~~City ~~Uniform~~of ~~Securities~~Richmond ~~Act,~~related ~~the~~to ~~Massachusetts~~RMBS. ~~Consumer~~The ~~Protection~~lawsuit ~~Act~~alleged ~~and~~that MS&Co. ~~common law~~ and ~~sought,~~the ~~among~~ other ~~things,~~defendants toknowingly ~~rescind~~made ~~the~~misrepresentations ~~plaintiff’s~~and ~~purchase~~omissions ofrelated ~~such certificates.~~to Onthe ~~November 25,~~loans ~~2013,~~backing ~~July 16,~~RMBS ~~2014,~~purchased ~~and~~by ~~May 19, 2015, respectively,~~ the ~~plaintiff~~Virginia ~~voluntarily~~Retirement ~~dismissed its claims against MS&Co~~System. ~~with~~The ~~respect~~complaint toasserts ~~three~~claims ofunder the ~~securitizations~~Virginia atFraud ~~issue.~~Against ~~After~~Taxpayers ~~these~~Act, ~~voluntary~~as ~~dismissals,~~well ~~the~~as ~~remaining~~common ~~amount~~law claims of ~~certificates~~actual ~~allegedly~~and ~~issued~~constructive byfraud, ~~MS&Co.~~and orsought, ~~sold~~among toother ~~plaintiff~~things, bytreble ~~MS&Co.~~damages ~~was~~and ~~approximately~~civil ~~$332 million~~penalties. On ~~July 13~~January 6, ~~2018~~2016, the parties reached an agreement ~~in principle~~ to settle the litigation. An order dismissing the action with prejudice was entered on January 28, 2016.

On ~~May~~April 320, ~~2013~~2011, ~~plaintiffs~~the inFederal ~~Deutsche~~Home ~~Zentral-Genossenschaftsbank~~Loan AGBank etof ~~al.~~Boston ~~v. Morgan Stanley et al.~~ filed a complaint against ~~the~~MS&Co. ~~Firm, certain affiliates,~~ and other defendants in the ~~Supreme~~Superior Court of ~~NY. The complaint alleged that defendants made material misrepresentations and omissions in~~ the ~~sale~~Commonwealth ~~to plaintiffs~~ of ~~certain~~Massachusetts ~~mortgage~~styled ~~pass-through certificates~~Federal ~~backed~~Home byLoan ~~securitization~~Bank ~~trusts containing residential mortgage loans. The total amount~~ of ~~certificates~~Boston ~~allegedly sponsored, underwritten and/or sold by the Firm to plaintiff was approximately $634 million~~v. ~~The~~Ally ~~complaint alleged causes of action against the Firm for common law fraud~~Financial, ~~fraudulent concealment, aiding and abetting fraud, negligent misrepresentation, and rescission and seeks, among other things, compensatory and punitive damages~~Inc. OnF/K/A ~~June~~GMAC ~~26,~~LLC ~~2018,~~et ~~the parties entered into an agreement to settle the litigation~~al. An

On35 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 California investors, including the California Public Employees’ Retirement System and the California Teachers’ Retirement System. The complaint alleged 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 sought treble damages, civil penalties, disgorgement, and injunctive relief. On April 24, 2019, the parties reached an agreement to settle the litigation.

~~Additional~~ amended ~~lawsuits~~complaint ~~containing~~was ~~claims~~filed ~~similar~~on toJune 29, ~~those~~2012 ~~described~~and ~~above~~alleged ~~may~~that bedefendants ~~filed~~made untrue statements and material omissions in the ~~future~~sale to plaintiff of certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. InThe ~~the~~total ~~course~~amount of ~~its business,~~certificates allegedly issued by MS&Co. or sold to plaintiff by MS&Co. was approximately $385 million. The amended complaint raised claims under the Massachusetts Uniform Securities Act, asthe aMassachusetts ~~major~~Consumer ~~futures~~Protection ~~commission~~Act ~~merchant~~and common law and sought, isamong ~~party~~other things, to ~~various~~rescind ~~civil~~the ~~actions,~~plaintiff’s ~~claims~~purchase ~~and~~of ~~routine~~such ~~regulatory~~certificates. ~~investigations~~On November 25, 2013, July 16, 2014, and May 19, ~~proceedings~~2015, ~~that~~respectively, the ~~General~~plaintiff ~~Partner~~voluntarily ~~believes~~dismissed doits ~~not~~claims ~~have~~against aMS&Co. ~~material~~with ~~effect~~respect onto three of the ~~business~~securitizations at issue. After these voluntary dismissals, the remaining amount of certificates allegedly issued by MS&Co. or sold to plaintiff by MS&Co. ~~may~~was ~~establish~~approximately ~~reserves~~$332 million. ~~from~~On ~~time~~July 13, to2018, ~~time~~the parties reached an agreement in ~~connections~~principle ~~with~~to ~~such~~settle ~~actions~~the litigation.

36On May 3, 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 alleged 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 was approximately $634 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 sought, among other things, compensatory and punitive damages. On June 26, 2018, the parties entered into an agreement to settle the litigation.

~~Item~~On 1AApril 1, 2016, the California Attorney General’s Office filed an action against MS&Co. ~~Risk~~in ~~Factors~~California state court styled California v. Morgan Stanley, et al., on behalf of California investors, including the California Public Employees’ Retirement System and the California Teachers’ Retirement System. The complaint alleged that MS&Co. made misrepresentations and omissions regarding residential mortgage-backed securities and notes issued by the Cheyne SIV, and asserted violations of the California False Claims Act and other state laws and seeks treble damages, civil penalties, disgorgement, and injunctive relief. On April 24, 2019, the parties reached an agreement to settle the litigation.

~~There~~Additional ~~have~~lawsuits ~~been~~containing noclaims ~~material~~similar ~~changes~~ to ~~the~~those ~~risk~~described ~~factors~~above ~~set~~may ~~forth~~be ~~under~~filed ~~Part~~in I,the ~~Item 1A~~future. ~~“Risk~~In ~~Factors.”~~the incourse of its ~~the~~business, ~~Partnership’s~~MS&Co., ~~Annual~~as ~~Report~~a onmajor ~~Form~~futures ~~10-K~~commission ~~for~~merchant, ~~the~~is ~~fiscal~~party ~~year~~to ~~ended~~various ~~December 31~~civil actions, ~~2018~~claims and ~~under~~routine ~~Part~~regulatory ~~II,~~investigations ~~Item~~and ~~1A.~~proceedings ~~“Risk~~that ~~Factors.”~~the inGeneral ~~the~~Partner ~~Partnership’s~~believes ~~Quarterly~~do ~~Report~~not have a material effect on ~~Form~~the business of ~~10-Q~~MS&Co. ~~for~~MS&Co. ~~the~~may ~~quarter~~establish ~~ended~~reserves ~~March 31,~~from ~~2019~~time to time in connections with such actions.

~~Item~~36 ~~2. Unregistered Sales of Equity Securities and Use of Proceeds.~~

~~For~~Item ~~the three months ended June 30, 2019, there were no additional subscriptions of Units~~1A. ~~Units~~Risk ~~are issued in reliance upon applicable exemptions from registration under Section 4(a)(2) of the Securities Act and Section 506 of Regulation D promulgated thereunder~~Factors. Units are purchased by accredited investors as defined in Regulation D. In determining the applicability of the exemption, the General Partner relies on the fact that Units are purchased by accredited investors in a private offering.

~~Proceeds~~There ~~from~~have been no material changes to the ~~sale~~risk offactors ~~Units~~set ~~are~~forth ~~used~~under Part I, Item 1A. “Risk Factors.” in the Partnership’s Annual Report on Form 10-K for the ~~trading~~fiscal ofyear ~~Futures~~ended ~~Interests~~December 31, 2018 and under Part II, Item 1A. “Risk Factors.” in the Partnership’s Quarterly Reports on Form 10-Q for the quarters ended March 31, 2019 and June 30, 2019.

~~The~~Item ~~following~~2. ~~chart~~Unregistered ~~sets~~Sales ~~forth the purchases~~ of ~~limited~~Equity ~~partner~~Securities ~~Units~~and ~~for~~Use ~~each~~of ~~Class by the Partnership~~Proceeds.

Period	Class A (a) Total Number of Units Purchased *		Class A (b) Average Price Paid per Unit **		Class Z (a) Total Number of Units Purchased *		Class Z(b) Average Price Paid per Unit **		(c ) TotalNumber of Units Purchased as Part of Publicly Announced Plans or Programs		(d) MaximumNumber (or ApproximateDollar Value) of Units that May Yet Be Purchased Under the Plans or Programs
April 1, 2019 - April 30, 2019		85,176.382	$	8.69		1,680.931	$	10.37		N/A		N/A
May 1, 2019 - May 31, 2019		79,724.937	$	8.56		N/A		N/A		N/A		N/A
June 1, 2019 - June 30, 2019		64,416.843	$	8.56		1,475.730	$	10.25		N/A		N/A
		229,318.162	$	8.61		3,156.661	$	10.31

For the three months ended September 30, 2019, there were no additional subscriptions of Units. Units are issued in reliance upon applicable exemptions from registration under Section 4(a)(2) of the Securities Act and Section 506 of Regulation D promulgated thereunder. Units are purchased by accredited investors as defined in Regulation D. In determining the applicability of the exemption, the General Partner relies on the fact that Units are purchased by accredited investors in a private offering.

*Proceeds ~~Generally,~~from ~~limited partners are permitted to redeem their Units as of~~ the ~~end~~sale of each month if notice is received by the General Partner no later than 3:00 P.M., New York City time, on the last day of the month in which the redemption is to be effective. Under certain circumstances, the General Partner can compel redemption, although to date, the General Partner has not exercised this right. Purchases of Units byare ~~the~~used ~~Partnership reflected~~ in the ~~chart~~trading ~~above were made in the ordinary course~~ of ~~the~~Futures ~~Partnership’s business in connection with effecting redemptions for limited partners~~Interests.

**The ~~Redemptions~~following ofchart ~~Units~~sets ~~are~~forth ~~effected~~the aspurchases of ~~the~~limited ~~end~~partner ofUnits for each ~~month~~Class by at the ~~net asset value per Unit as of that day~~Partnership. ~~No fee will be charged for redemptions.~~


Period	Class A (a) Total Number of Units Purchased *		Class A (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, 2019 - July 31, 2019		42,203.965	$	8.63	N/A	N/A
August 1, 2019 - August 31, 2019		44,725.434	$	8.56	N/A	N/A
September 1, 2019 -September 30, 2019		21,541.772	$	8.60	N/A	N/A
		108,471.171	$	8.60

Generally, limited partners are permitted to redeem their Units as of the end of each month if notice is received by the General Partner no later than 3:00 P.M., New York City time, on the last day of the month in which the redemption is to be effective. 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 end 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 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 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 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 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.

CERES TACTICAL GLOBAL L.P.


CERES TACTICAL GLOBAL L.P.

By:		Ceres Managed Futures LLC (General Partner)

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

		Date: November 7, 2019

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

		Date: November 7, 2019

By: Ceres Managed Futures LLC (General Partner) By: /s/ Patrick T. Egan Patrick T. Egan President and Director Date: August 8, 2019 By: /s/ Steven Ross Steven Ross Chief Financial Officer and Director (Principal Accounting Officer) Date: August 8, 2019

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

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