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 ~~September~~March 3031, ~~2012~~2013

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 000-26132

DIVERSIFIED MULTI-ADVISOR FUTURES FUND L.P.

(Exact name of registrant as specified in its charter)


New York		13-3729162
(State or other jurisdiction of		(I.R.S. Employer
incorporation or organization)		Identification No.)

c/o Ceres Managed Futures LLC

522 5th Ave—14th Floor

New York, New York 10036

(Address of principal executive offices) (Zip Code)

(855) 672-4468

(Registrant’s telephone number, including area code)

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

Yes X No

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

Yes X No

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


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

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

Yes No X

As of ~~October~~April 3130, ~~2012~~2013, 1211,~~967~~859.~~9693~~1423 Limited Partnership Redeemable Units were outstanding.

DIVERSIFIED MULTI-ADVISOR FUTURES FUND L.P.

FORM 10-Q

INDEX

		PageNumber
PART I – Financial Information:
Item 1.	Financial Statements:
	Statements of Financial Condition at September 30, 2012 (unaudited) and December 31, 2011	3
	Statements of Financial Condition at March 31, 2013 (unaudited) and December 31, 2012	3
	Schedules of Investments at September 30, 2012 (unaudited) and December 31, 2011	4 – 5
	Schedules of Investments at March 31, 2013 (unaudited) and December 31, 2012	4 – 5
	Statements of Income and Expenses and Changes in Partners’ Capital for the three and nine months ended September 30, 2012 and 2011 (unaudited)	6
	Statements of Income and Expenses and Changes in Partners’ Capital for the three months ended March 31, 2013 and 2012 (unaudited)	6
	Notes to Financial Statements (unaudited)	7 – 1817
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	1918 – 2120
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	2221 – 2827
Item 4.	Controls and Procedures	2928
PART II – Other Information
Item 1.	Legal Proceedings	29 – 30~~-31~~
Item 1A.	Risk Factors	3231
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	3231
Item 5	Other Information	3231
Item 6.	Exhibits	3332 – 3433

PART I

Item 1. Financial Statements

Diversified Multi-Advisor Futures Fund L.P.

Statements of Financial Condition

	(Unaudited) September 30, 2012		December 31, 2011
	(Unaudited) March 31,2013		December 31, 2012
Assets:
Investment in Funds, at fair value	$	2119,~~680~~528,~~492~~472	$	2319,~~867~~962,~~820~~825
Cash		~~145~~125,~~389~~203		~~152~~141,~~571~~112
Total assets	$	2119,~~825~~653,~~881~~675	$	2420,~~020~~103,~~391~~937
Liabilities and Partners’ Capital:
Liabilities:
Accrued expenses:
Brokerage fees	$	~~100~~90,~~035~~079	$	~~110~~92,~~093~~143
Management fees		3328,~~782~~096		3631,~~790~~045
Other		7681,~~567~~996		9073,~~567~~083
Redemptions payable		82474,~~444~~409		~~257~~717,~~831~~098
Total liabilities		~~292~~674,~~828~~580		~~495~~913,~~281~~369
Partners’ Capital:
General Partner, 177.7568 unit equivalents outstanding at September 30, 2012 and December 31, 2011		287,950		291,459
General Partner, 144.6508 unit equivalents outstanding at March 31, 2013 and December 31, 2012		227,860		221,311
Limited Partners, 13,115.0073 and 14,169.8681 Redeemable Units outstanding at September 30, 2012 and December 31, 2011, respectively		21,245,103		23,233,651
Limited Partners, 11,903.7643 and 12,398.4813 Redeemable Units outstanding at March 31, 2013 and December 31, 2012, respectively		18,751,235		18,969,257
Total partners’ capital		2118,~~533~~979,~~053~~095		2319,~~525~~190,~~110~~568
Total liabilities and partners’ capital	$	2119,~~825~~653,~~881~~675	$	2420,~~020~~103,~~391~~937
Net asset value per unit	$	1,~~619~~575.9124	$	1,~~639~~529.6597

See accompanying notes to financial statements.

Diversified Multi-Advisor Futures Fund L.P.

Schedule of Investments

~~September~~March 3031, ~~2012~~2013

(Unaudited)

	Fair Value		% of Partners’Capital
Investment in Funds
CMF Winton Master L.P.	$	54,~~534~~780,~~789~~257		25.7019	%
CMF Willowbridge Argo Master Fund L.P.		4,359,078		20.24
CMF Willowbridge Master Fund L.P.		5,746,251		30.27
CMF Graham Capital Master Fund L.P.		43,~~504~~628,~~905~~147		2019.9212
CMF Eckhardt Master Fund L.P.		65,~~500~~373,~~861~~817		3028.1931
CMF SandRidge Master Fund L.P.		780,859		3.63
Total investment in Funds, at fair value	$	19,528,472		102.89	%
Total investment in Funds, at fair value	$	21,680,492		100.68	%

See accompanying notes to financial statements.

Diversified Multi-Advisor Futures Fund L.P.

Schedule of Investments

December 31, ~~2011~~2012

	Fair Value		% of Partners’Capital
Investment in Funds
CMF Winton Master L.P.	$	75,~~005~~262,~~510~~282		2927.7842	%
CMF Willowbridge Argo Master Fund L.P.		4,332,534		18.42
CMF Willowbridge Master Fund L.P.		3,869,402		20.16
CMF Graham Capital Master Fund L.P.		54,~~385~~202,~~866~~468		2221.8990
CMF Eckhardt Master Fund L.P.		65,~~676~~830,~~098~~081		2830.38
CMF SandRidge Master Fund L.P.		~~467~~798,~~812~~592		14.9916
Total investment in Funds, at fair value	$	2319,~~867~~962,~~820~~825		~~101~~104.4602	%

See accompanying notes to financial statements.

Diversified Multi-Advisor Futures Fund L.P.

Statements of Income and Expenses and Changes in Partners’ Capital

(Unaudited)

Three Months EndedSeptember 30,

Nine Months EndedSeptember 30,

Three Months EndedMarch 31,

2012

2011

2012

2011

2013

2012

Investment Income:

Interest income

2,~~736~~323

~~800~~1,886

~~7,041~~

~~7,482~~

Expenses:

Brokerage fees including clearing fees

~~321~~287,~~049~~123

~~393~~344,~~432~~844

~~990,552~~

~~1,248,832~~

Management fees

~~104~~83,~~296~~182

~~126~~108,~~713~~661

~~316,801~~

~~400,154~~

Incentive fees

0—

08,075

~~8,075~~

Other

2434,~~285~~910

5146,~~275~~647

~~122,585~~

~~146,428~~

Total expenses

~~449~~405,~~630~~215

~~571~~508,~~420~~227

~~1,438,013~~

~~1,795,414~~

Net investment income (loss)

(~~446~~402,~~894~~892

)

(~~570~~506,~~620~~341

)

~~(1,430,972~~

)

~~(1,787,932~~

)

Trading Results:

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

Net realized gains (losses) on investments in Funds

~~631~~891,~~929~~039

~~(198~~431,~~748~~891

)

~~1,526,385~~

~~1,336,539~~

Change in net unrealized gains (losses) on investment in Funds

~~273~~75,~~973~~685

~~225~~(343,~~553~~489

)

~~(365,656~~

)

~~(1,269,138~~

)

Total trading results from investment in Funds

~~905~~966,~~902~~724

2688,~~805~~402

~~1,160,729~~

~~67,401~~

Net income (loss)

~~459~~563,~~008~~832

(~~543~~417,~~815~~939

)

~~(270,243~~

)

~~(1,720,531~~

)

Redemptions-Limited Partners

(~~388~~775,~~299~~305

)

(~~621~~883,~~309~~033

)

~~(1,721,814~~

)

~~(1,856,712~~

)

Net increase (decrease) in Partners’ Capital

70(211,~~709~~473

)

(1,~~165~~300,~~124~~972

)

~~(1,992,057~~

)

~~(3,577,243~~

)

Partners’ Capital, beginning of period

2119,~~462~~190,~~344~~568

2723,~~062~~525,~~163~~110

~~23,525,110~~

~~29,474,282~~

Partners’ Capital, end of period

2118,~~533~~979,~~053~~095

2522,~~897~~224,~~039~~138

~~21,533,053~~

~~25,897,039~~

Net asset value per unit (13,292.7641 and 14,923.4040 units outstanding at September 30, 2012 and 2011, respectively)

1,619.91

1,735.33

1,619.91

1,735.33

Net asset value per unit (12,048.4151 and 13,803.4656 units outstanding at March 31, 2013 and 2012, respectively)

1,575.24

1,610.04

Net income (loss) per unit *

3345.1927

(3629.5161)

)

~~(19.74~~

)

~~(114.65~~

)

Weighted average units outstanding

1312,~~440~~446.~~0361~~3014

1514,~~176~~267.~~2755~~9534

~~13,805.8594~~

~~15,502.1917~~

*	Based on change in net asset value per unit.

See accompanying notes to unaudited financial statements.

Diversified Multi-Advisor Futures Fund L.P.

Notes to Financial Statements

~~September 30~~March 31, ~~2012~~ 2013

(Unaudited)

1. General:

Diversified Multi-Advisor Futures Fund L.P. (the “Partnership”) is a limited partnership organized under the partnership laws of the State of New York on August 13, 1993 to engage, directly or indirectly, in the speculative trading of a diversified portfolio of commodity interests including futures contracts, options, swaps and forward contracts. The sectors traded include currencies, energy, grains, indices, U.S. and non-U.S. interest rates, livestock, lumber, metals and softs. The commodity interests that are traded by the Funds, (as defined in Note 5 “Investment in Funds”), are volatile and involve a high degree of market risk. The Partnership commenced trading operations on January 12, 1994. The Partnership was authorized to sell up to 300,000 redeemable units of limited partnership interest (“Redeemable Units”) during its initial offering period. The Partnership no longer offers Redeemable Units for sale.

Ceres Managed Futures LLC, a Delaware limited liability company, acts as the general partner (the “General Partner”) and commodity pool operator of the Partnership. The General Partner is wholly owned by Morgan Stanley Smith Barney Holdings LLC (“MSSB Holdings”). Morgan Stanley, indirectly through various subsidiaries, owns a majority equity interest in MSSB Holdings. Citigroup Inc., indirectly owns a minority equity interest in MSSB Holdings. Citigroup Inc. also indirectly owns Citigroup Global Markets (“CGM”), the commodity broker for the Partnership. Morgan Stanley expects to purchase, subject to regulatory approvals, Citigroup Inc.’s remaining interest in MSSB Holdings. Prior to July 31, 2009, the date as of which MSSB Holdings became its owner, the General Partner was wholly owned by Citigroup Financial Products Inc., a wholly owned subsidiary of Citigroup Global Markets Holdings Inc., the sole owner of which is Citigroup Inc.

As of ~~September 30~~March 31, ~~2012~~2013, all trading decisions are made for the Partnership by Willowbridge Associates, Inc. (“Willowbridge”), Winton Capital Management Limited (“Winton”), Graham Capital Management, L.P. (“Graham”), and Eckhardt Trading Company (“Eckhardt”) ~~and SandRidge Capital L.P.~~ (~~“SandRidge”) (~~each an “Advisor” and collectively, the “Advisors”), each of which is a registered commodity trading advisor. Each Advisor is allocated a portion of the Partnership’s assets to manage. The Partnership invests the portion of its assets allocated to each of the Advisors indirectly through investments in the Funds.

The General Partner and each limited partner 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 contribution and profits or losses, ~~if any,~~ net of distributions.

The accompanying financial statements and accompanying notes are unaudited but, in the opinion of management, include all adjustments, consisting only of normal recurring adjustments, necessary for a fair statement of the Partnership’s financial condition at ~~September~~March 3031, ~~2012~~2013 and December 31, ~~2011~~2012, and the results of its operations and changes in partners’ capital ~~for~~ for the three ~~and nine~~ months ended ~~September~~March 3031, ~~2012~~2013 and ~~2011~~2012. These financial statements present the results of interim periods and do not include all disclosures normally provided in annual financial statements. You should read these financial ~~statements~~ statements together with the financial statements and notes included in the Partnership’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”) for the year ended December 31, ~~2011~~2012.

The preparation of financial statements and accompanying notes in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, income and expenses, and related disclosures of contingent assets and liabilities in the financial statements and accompanying notes. As a result, actual results could differ from these estimates.

Diversified Multi-Advisor Futures Fund L.P.

Notes to Financial Statements

~~September~~March 3031, ~~2012~~2013

(Unaudited)

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.

2. Financial Highlights:

Changes in the net asset value per unit for the three ~~and nine~~ months ended ~~September~~March 3031, ~~2012~~2013 and ~~2011~~2012 were as follows:

	Three Months EndedSeptember 30,						Nine Months EndedSeptember 30,
	Three Months EndedMarch 31,
	2012			2011			2012			2011
	2013			2012
Net realized and unrealized gains (losses)*	$	4254.5657		$	(2418.8429	)	$	~~12.11~~		$	~~(80.00~~	)
Interest income		0.2019			0.0513			~~0.51~~			~~0.47~~
Expenses**		(9.5749	)		(11.7245	)		~~(32.36~~	)		~~(35.12~~	)
Increase (decrease) for the period		3345.1927			(3629.5161	)		~~(19.74~~	)		~~(114.65~~	)
Net asset value per unit, beginning of period		1,~~586~~529.7297			1,~~771~~639.8465			~~1,639.65~~			~~1,849.98~~
Net asset value per unit, end of period	$	1,~~619~~575.9124		$	1,~~735~~610.3304		$	~~1,619.91~~		$	~~1,735.33~~

*	Includes brokerage fees and clearing fees.

**	Excludes brokerage fees and clearing fees.

	Three Months EndedSeptember 30,						Nine Months EndedSeptember 30,
	Three Months EndedMarch 31,
	2012			2011*****			2012			2011*****
	2013			2012
Ratios to average net assets:***
ratios to average net assets:***
Net Investment Income (loss)		(8.1	)%		(8.4	)%		(8.4	)%		(8.5	)%
Net investment income (loss)		(8.5	)%		(8.6	)%
Incentive fees		—	%		—0.0	%*****		~~0.0~~	%******		—	%
Net investment income (loss) before incentive fees****		(8.15	)%		(8.46	)%		~~(8.4~~	)%		~~(8.5~~	)%
Operating expenses		8.16	%		8.47	%		~~8.5~~	%		~~8.5~~	%
Incentive fees		—	%		—0.0	%*****		~~0.0~~	%******		—	%
Total expenses		8.16	%		8.47	%		~~8.5~~	%		~~8.5~~	%
Total return:
Total return before incentive fees		23.10	%		(2.1.8	)%		~~(1.2~~	)%		~~(6.2~~	)%
Incentive fees		—	%		—0.0	%*****		~~(0.0~~	)%******		—	%
Total return after incentive fees		23.10	%		(2.1.8	)%		~~(1.2~~	)%		~~(6.2~~	)%

***	Annualized (other than incentive fees).

****	Interest income less total expenses.

***** ~~The~~Due ~~ratios are shown net and gross of incentive fees~~ to ~~conform to current period presentation~~rounding.

****** Due to rounding.

The above ratios may vary for individual investors based on the timing of capital transactions during the period. Additionally, these ratios are calculated for the limited partner class using the limited partners’ share of income, expenses and average net assets.

Diversified Multi-Advisor Futures Fund L.P.

Notes to Financial Statements

~~September~~March 3031, ~~2012~~2013

(Unaudited)

3. Trading Activities:

The Partnership was formed for the purpose of trading contracts in a variety of commodity interests, including derivative financial instruments and derivative commodity instruments. The Partnership’s investments are in other funds which trade these instruments. The results of the Partnership’s trading activities from its investment in the Funds are shown in the Statements of Income and Expenses and Changes in Partners’ Capital.

The customer agreements between the Partnership/Funds and CGM gives the Partnership and the Funds the legal right to net unrealized gains and losses on open futures and exchange-cleared swaps and open forward contracts. The Funds net, for financial reporting purposes, the unrealized gains and losses on open futures and exchange-cleared swaps and on open forward contracts on the Funds’ Statements of Financial Condition as the criteria under Accounting Standards Codification (“ASC”) 210 - 20, “Balance Sheet”,” have been met.

Brokerage fees are calculated as a percentage of the Partnership’s adjusted net asset value on the last day of each month and are affected by trading performance and redemptions.

On January 1, 2013, the Partnership adopted Accounting Standards Update (“ASU”) 2011-11, “Disclosure about Offsetting Assets and Liabilities” and ASU 2013-01, “Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities”. ASU 2011-11 created a new disclosure requirement about the nature of an entity’s rights to setoff and the related arrangements associated with its financial instruments and derivative instruments, while ASU 2013-01 clarified the types of instruments and transactions that are subject to the offsetting disclosure requirements established by ASU 2011-11. Entities are required to disclose both gross information and net information about both instruments and transactions eligible for offset in the statement of financial position and instruments and transactions subject to an agreement similar to a master netting arrangement. The objective of these disclosures is to facilitate comparison between those entities that prepare their financial statements on the basis of U.S. GAAP and those entities that prepare their financial statements on the basis of International Financial Reporting Standards (“IFRS”). The new guidance did not have a significant impact on the Partnership’s financial statements.

4. Fair Value Measurements:

Partnership’s and the Funds’ Investments. All commodity interests held by the Partnership (including derivative financial instruments and derivative commodity instruments), through the Partnership’s investment in the Funds, are held for trading purposes. The commodity interests are recorded on trade date and open contracts are recorded at fair value (as described below) at the measurement date. Investments in commodity interests denominated in foreign currencies are translated into U.S. dollars at the exchange rates prevailing at the measurement date. Gains or losses are realized when contracts are liquidated. Unrealized gains or losses on open contracts are included as a component of equity in trading account on the Funds’ Statements of Financial Condition. Net realized gains or losses and any change in net unrealized gains or losses from the preceding period are reported in the Funds’ Statements of Income and Expenses and Changes in Partners’ Capital.

Partnership’s and the Funds’ Fair Value Measurements. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date under current market conditions. The fair value hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest 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. Management has concluded that based on available information in the marketplace, the Funds’ Level 1 assets and liabilities are actively traded.

GAAP also requires the use of judgment in determining if a formerly active market has become inactive and in determining fair values when the market has become inactive. Management has concluded that based on available information in the marketplace, there has not been a significant decrease in the volume and level of activity in the Partnership’s and the Funds’ Level 2 assets and liabilities.

The Partnership and the Funds will separately present purchases, sales, issuances and settlements in their reconciliation of Level 3 fair value measurements (i.e., to present such items on a gross basis rather than on a net basis), and make disclosures regarding the level of disaggregation and the inputs and valuation techniques used to measure fair value for measurements that fall within either Level 2 or Level 3 of the fair value hierarchy as required under GAAP.

~~Effective~~On ~~January~~October 1, 2012, the ~~Partnership~~Financial ~~adopted~~ Accounting Standards ~~Update~~Board (“~~ASU~~FASB”) ~~2011~~issued ASU 2012-04, “~~Amendments~~Technical toCorrections ~~Achieve~~and ~~Common~~Improvements,” ~~Fair~~which ~~Value~~makes ~~Measurement~~minor ~~and~~technical ~~Disclosure~~corrections ~~Requirements in GAAP~~ and ~~International~~clarifications ~~Financial~~to ~~Reporting~~Accounting Standards” Codification (“~~IFRS~~ASC”). ~~The~~820, ~~amendments~~“Fair ~~within~~Value ~~this~~Measurements ~~ASU~~and ~~change~~Disclosures.” When the ~~wording~~FASB ~~used~~issued toStatement ~~describe~~157 ~~many~~(codified in ASC 820), it conformed the use of the ~~requirements~~term “fair value” in certain ~~GAAP~~pre-Codification ~~for~~standards ~~measuring~~but not others. ASU 2012-04 conforms the term’s use throughout the ASC “to fully reflect the fair value measurement and ~~for~~disclosure ~~disclosing~~requirements” ~~information~~of ~~about~~ASC ~~fair~~820. ~~value~~ASU 2012-04 also amends the requirements ~~measurements~~that must be met for an investment company to ~~eliminate~~qualify ~~unnecessary~~for ~~wording~~the ~~differences~~exemption ~~between~~from ~~GAAP~~presenting ~~and~~a ~~IFRS~~statement of cash flows. ~~However~~Specifically, ~~some~~it ofeliminates the ~~amendments~~requirements ~~clarify~~that ~~the~~substantially ~~Financial~~all ~~Accounting~~of ~~Standards~~an ~~Board~~entity’s (investments be carried at “~~FASB~~market value”) ~~intent~~and ~~about~~that the ~~application~~investments ofbe ~~existing~~highly ~~fair~~liquid. ~~value measurement~~Instead, ~~requirements~~it ~~and~~requires ~~other~~substantially ~~amendments~~all ~~change~~of athe ~~particular~~entity’s ~~principle~~investments orto ~~requirement~~be ~~for~~carried ~~measuring~~at “fair value” and classified as Level 1 or Level 2 measurements under ASC 820. The amendments are effective for ~~disclosing~~fiscal ~~information~~periods ~~about~~beginning ~~fair~~after ~~value~~December ~~measurements~~15, 2012. ~~This~~The ~~new~~adoption ~~guidance~~of this ASU did not have a ~~significant~~material impact on the Partnership’s financial statements.

Diversified Multi-Advisor Futures Fund L.P.

Notes to Financial Statements

~~September~~March 3031, ~~2012~~2013

(Unaudited)

The Partnership and the Funds consider prices for exchange-traded commodity futures, forwards and options contracts to be based on unadjusted quoted prices in active markets for identical assets and liabilities (Level 1). The values of non-exchange-traded forwards, swaps and certain options contracts for which market quotations are not readily available are priced by broker-dealers who derive fair values for those assets and liabilities from observable inputs (Level 2). Investments in funds (other commodity pools) with no other rights or obligations inherent within the ownership interest held by the Partnership are priced based on the end of the day net asset value (Level 2). The value of the Partnership’s investments in the Funds reflects its proportional interest in the Funds. As of and for the periods ended ~~September 30~~March 31, ~~2012~~2013 and December 31, ~~2011~~2012, the Partnership and the Funds did not hold any derivative instruments that were priced at fair value using unobservable inputs through the application of ~~management~~the General Partner’s assumptions and internal valuation pricing models (Level 3). There were no transfers of assets and liabilities between Level 1 and Level 2 during the ~~nine~~three months ended ~~September 30~~March 31, 2013 and the year ended December 31, 2012.

September 30, 2012

Quoted Prices inActive Marketsfor IdenticalAssets (Level 1)

Significant OtherObservable Inputs(Level 2)

SignificantUnobservableInputs (Level 3)

March 31, 2013

Quoted Prices inActive Marketsfor IdenticalAssets (Level 1)

Significant OtherObservable Inputs(Level 2)

SignificantUnobservableInputs (Level 3)

Assets

Investment in Funds

2119,~~680~~528,~~492~~472

—

2119,~~680~~528,~~492~~472

—

Net fair value

2119,~~680~~528,~~492~~472

—

2119,~~680~~528,~~492~~472

—

December 31, 2011

Quoted Prices inActive Marketsfor IdenticalAssets (Level 1)

Significant OtherObservable Inputs(Level 2)

SignificantUnobservableInputs (Level 3)

December 31, 2012

Quoted Prices inActive Marketsfor IdenticalAssets (Level 1)

Significant OtherObservable Inputs(Level 2)

SignificantUnobservableInputs (Level 3)

Assets

Investment in Funds

2319,~~867~~962,~~820~~825

—

2319,~~867~~962,~~820~~825

—

Net fair value

2319,~~867~~962,~~820~~825

—

2319,~~867~~962,~~820~~825

—

5. Investment in Funds:

On November 1, 2004, the assets allocated to Winton for trading were invested in CMF Winton Master L.P. (“Winton Master”), a limited partnership organized under the partnership laws of the State of New York. The Partnership purchased 15,054.1946 units of Winton Master with cash equal to $14,251,586, and a contribution of open commodity futures and forward contracts with a fair value of $802,609. Winton Master was formed in order to permit ~~commodity~~accounts ~~pools~~ managed ~~now or in the future~~ by Winton using its Diversified Program, a proprietary, systematic trading system, to invest together in one trading vehicle. The General Partner is also the general partner of Winton Master. Individual and pooled accounts currently managed by Winton, including the Partnership, are permitted to be limited partners of Winton Master. The General Partner and Winton believe that trading through this structure should promote efficiency and economy in the trading process. The General Partner and Winton agree that Winton will trade the Partnership’s assets allocated to Winton at a level that is up to 1.5 times the assets allocated.

On July 1, 2005, the assets allocated to Willowbridge for trading were invested in CMF Willowbridge Master Fund L.P. (formerly CMF Willowbridge Argo Master Fund L.P.) (“Willowbridge Master”), a limited partnership organized under the partnership laws of the State of New York. The Partnership purchased 12,259.3490 units of Willowbridge Master with cash equal to $11,118,119, and a contribution of open commodity futures and forward contracts with a fair value of $1,141,230. Willowbridge Master was formed in order to permit ~~commodity~~accounts ~~pools~~ managed ~~now or in the future~~ by Willowbridge using its ~~Argo~~wPraxis Futures Trading ~~System~~Approach, a proprietary, ~~systematic~~discretionary trading system, to invest together in one trading vehicle. The General Partner is also the general partner of Willowbridge Master. Individual and pooled accounts currently managed by Willowbridge, including the Partnership, are permitted to be limited partners of Willowbridge Master. The General Partner and Willowbridge believe that trading through this structure should promote efficiency and economy in the trading process. The General Partner and Willowbridge agreed that Willowbridge will trade the Partnership’s assets allocated to Willowbridge at a level that is up to 3 times the amount of assets allocated. Prior to January 1, 2013, Willowbridge traded the Partnership’s assets pursuant to its Argo Trading System.

Diversified Multi-Advisor Futures Fund L.P.

Notes to Financial Statements

~~September~~March 3031, ~~2012~~2013

(Unaudited)

On April 1, 2006, the assets allocated to Graham for trading were invested in CMF Graham Capital Master Fund L.P. (“Graham Master”), a limited partnership organized under the partnership laws of the State of New York. The Partnership purchased 14,741.1555 units of Graham Master with cash equal to $14,741,156. Graham Master was formed in order to permit accounts managed ~~now and in the future~~ by Graham using its K4D-15V Program, a proprietary, systematic trading system, to invest together in one trading vehicle. The General Partner is also the general partner of Graham Master. Individual and pooled accounts currently managed by Graham, including the Partnership, are permitted to be limited partners of Graham Master. The General Partner and Graham believe that trading through this structure promotes efficiency and economy in the trading process. The General Partner and Graham agreed that Graham will trade the Partnership’s assets allocated to Graham at a level that is up to 1.5 times the amount of assets allocated.

On April 1, 2008, the assets allocated to Eckhardt for trading were invested in CMF Eckhardt Master Fund L.P. (“Eckhardt Master”), a limited partnership organized under the partnership laws of the State of New York. The Partnership purchased 7,000.0000 units of Eckhardt Master with cash equal to $7,000,000. Eckhardt Master was formed in order to permit ~~commodity pools~~ accounts managed ~~now or in the future~~ by Eckhardt using its Standard Program-Higher Leveraged, a proprietary, systematic trading system, to invest together in one trading vehicle. The General Partner is also the general partner of Eckhardt Master. Individual and pooled accounts currently managed by Eckhardt, including the Partnership, are permitted to be limited partners of Eckhardt Master. The General Partner and Eckhardt believe that trading through this structure should promote efficiency and economy in the trading process.

On June 1, 2009, the assets allocated to SandRidge Capital L.P. (“SandRidge”) for trading were invested in CMF SandRidge Master Fund L.P. (“SandRidge Master”), a limited partnership organized under the partnership laws of the State of New York. The Partnership purchased 1,370.9885 units of SandRidge Master with cash equal to $2,818,836. ~~SandRidge~~Effective ~~was~~January ~~formed~~31, in2013, ~~order to permit accounts managed now and in~~ the ~~future~~Partnership byfully ~~SandRidge~~redeemed ~~using~~ its ~~Energy~~investment ~~Program,~~from aCMF ~~proprietary,~~SandRidge ~~discretionary~~Master ~~trading~~Fund ~~system, to invest together in one trading vehicle~~L. ~~The General Partner is also the general partner of SandRidge Master~~P. ~~Individual~~for ~~and~~cash ~~pooled~~equal ~~accounts~~to ~~currently managed by SandRidge~~$2, ~~including the Partnership~~145, ~~are permitted to be limited partners of SandRidge Master~~240. ~~The General Partner and SandRidge believe that trading through this structure promotes efficiency and economy in the trading process.~~

The General Partner of the Funds is not aware of any material changes to any of the trading programs discussed above during the fiscal quarter ended ~~September~~March 3031, ~~2012~~2013.

Winton Master’s, Willowbridge Master’s, Graham Master’s, ~~Eckhardt Master’s~~ and ~~SandRidge~~Eckhardt Master’s (collectively, the “Funds”), trading of futures, forwards, swaps and options contracts, if applicable, on commodities is done primarily on U.S. commodity exchanges and foreign commodity exchanges. References to “Funds” included in this report may also include, as relevant, reference to SandRidge Master. The Funds engage in such trading through commodity brokerage accounts maintained with CGM.

A limited partner of the Funds may withdraw all or part of its capital contribution and undistributed profits, if any, from the Funds in multiples of the net asset value per unit as of the end of any day (the “Redemption Date”) after a request for redemption has been made to the ~~General~~general ~~Partner~~partner ~~of the Funds~~ at least three business days in advance of the Redemption Date. The units are classified as a liability when the limited partner elects to redeem and informs the Funds.

Management and incentive fees are charged at the Partnership level. All exchange, clearing, service, user, give-up, floor brokerage and National Futures Association fees (collectively, the “clearing fees”) are borne by the Funds. All other fees including CGM’s direct brokerage fees are charged at the Partnership level.

As of ~~September~~March 3031, ~~2012~~2013, the Partnership owned approximately 0.76%, ~~10.1%,~~ 46.97%, 315.20% and 025.37% of Winton Master, Willowbridge Master, Graham Master, and Eckhardt Master ~~and SandRidge Master~~, respectively. As of December 31, ~~2011~~2012, the Partnership owned approximately 0.97%, 79.49%, 4.29%, 3231.6% and 0.23% of Winton Master, Willowbridge Master, Graham Master, Eckhardt Master and SandRidge Master, respectively. It is the Partnership’s intention to continue to invest in the Funds. 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 and redemption rights are not affected.

Diversified Multi-Advisor Futures Fund L.P.

Notes to Financial Statements

~~September~~March 3031, ~~2012~~2013

(Unaudited)

Summarized information reflecting the total assets, liabilities and capital for the Funds is shown in the following tables.

September 30, 2012

March 31, 2013

Total Assets

Total Liabilities

Total Capital

Winton Master

~~779~~766,~~216~~935,~~183~~027

51,~~928~~839,~~303~~190

~~773~~765,~~287~~095,~~880~~837

Willowbridge Master

4386,~~137~~930,~~151~~324

51642,~~975~~455

4386,~~085~~287,~~176~~869

Graham Master

9573,~~924~~666,~~800~~854

3960,~~450,230~~766

9272,~~474~~706,~~570~~088

Eckhardt Master

2021,~~974~~891,~~138~~929

~~155~~957,~~310~~900

20,~~818~~934,~~828~~029

SandRidge Master

311,313,835

16,909,222

294,404,613

Total

949,424,134

4,400,311

945,023,823

Total

1,250,566,107

26,495,040

1,224,071,067

December 31, 2012

December 31, 2011

Total Assets

Total Liabilities

Total Capital

Winton Master

~~822~~762,~~377~~738,~~909~~367

~~104~~2,~~133~~827,854

~~822~~759,~~273~~910,~~776~~513

Willowbridge Master

5839,~~685~~742,~~838~~467

62485,~~005~~385

5839,~~623~~257,~~833~~082

Graham Master

~~127~~85,~~567~~313,~~600~~676

44377,~~426~~625

~~127~~84,~~523~~936,~~174~~051

Eckhardt Master

2018,~~578~~542,~~273~~577

71112,~~694~~971

2018,~~506~~429,~~579~~606

SandRidge Master

~~303~~294,~~638~~670,~~504~~281

72,~~192~~521,~~752~~288

~~296~~292,~~445~~148,~~752~~993

Total

1,~~332~~201,~~848~~007,~~124~~368

76,~~475~~325,~~010~~123

1,~~325~~194,~~373~~682,~~114~~245

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

	For the three months ended September 30, 2012
	For the three months ended March 31, 2013
	Net InvestmentIncome (Loss)			Total TradingResults			Net Income(Loss)
Winton Master	$	(~~104~~182,~~610~~407	)	$	1250,~~887~~494,~~957~~992		$	1250,~~783~~312,~~347~~585
Willowbridge Master		(25109,~~369~~276	)		12,~~523~~076,~~607~~675			1,~~498~~967,~~238~~399
Graham Master		(7672,~~849~~893	)		17,~~524~~535,~~964~~558			17,~~448~~462,~~115~~665
Eckhardt Master		(2842,~~830~~912	)		1614,~~967,793~~370			1571,~~938,963~~458
SandRidge Master		(~~212~~68,~~727~~488	)		~~(19~~129,~~078,252~~650	)		~~(19~~61,~~290,979~~162	)
Total	$	(~~448~~475,~~385~~976	)	$	(160,~~173~~851,~~931~~245	)	$	(160,~~622~~375,~~316~~269	)
	For the nine months ended September 30, 2012
	Net InvestmentIncome (Loss)			Total TradingResults			Net Income(Loss)
Winton Master	$	(403,260	)	$	(30,088,509	)	$	(30,491,769	)
Willowbridge Master		(76,478	)		2,997,608			2,921,130
Graham Master		(337,956	)		566,270			228,314
Eckhardt Master		(118,720	)		3,074,933			2,956,213
SandRidge Master		(592,387	)		29,005,472			28,413,085
Total	$	(1,528,801	)	$	5,555,774		$	4,026,973



	For the three months ended March 31, 2012
	Net Investment Income (Loss)			Total Trading Results			Net Income (Loss)
Winton Master	$	(150,144	)	$	(6,587,082	)	$	(6,737,226	)
Willowbridge Master		(24,293	)		(2,080,068	)		(2,104,361	)
Graham Master		(154,873	)		3,061,669			2,906,796
Eckhardt Master		(50,920	)		245,610			194,690
SandRidge Master		(232,244	)		49,569,214			49,336,970

Total	$	(612,474	)	$	44,209,343		$	43,596,869

	For the three months ended September 30, 2011
	Net InvestmentIncome (Loss)			Total TradingResults			Net Income(Loss)
Winton Master	$	(115,599	)	$	65,557,693		$	65,442,094
Willowbridge Master		(26,164	)		6,231,581			6,205,417
Graham Master		(213,853	)		(7,001,386	)		(7,215,239	)
Eckhardt Master		(36,609	)		(2,067,641	)		(2,104,250	)
SandRidge Master		(153,758	)		18,193,702			18,039,944
Total	$	(545,983	)	$	80,913,949		$	(80,367,966	)
	For the nine months ended September 30, 2011
	Net InvestmentIncome (Loss)			Total TradingResults			Net Income(Loss)
Winton Master	$	(172,947	)	$	76,099,292		$	75,926,345
Willowbridge Master		(96,550	)		21,510,516			21,413,966
Graham Master		(596,969	)		(15,857,052	)		(16,454,021	)
Eckhardt Master		(153,299	)		(2,439,928	)		(2,593,227	)
SandRidge Master		(584,251	)		48,322,928			47,738,677
Total	$	(1,604,016	)	$	127,635,756		$	126,031,740

Diversified Multi-Advisor Futures Fund L.P.

Notes to Financial Statements

March 31, 2013

(Unaudited)

Summarized information reflecting the Partnership’s investment in, and the operations of the Funds is shown in the following tables.

	September 30, 2012					For the three months ended September 30, 2012
	March 31, 2013					For the three months ended March 31, 2013
	% ofPartnership’sCapital								Expenses				NetIncome(Loss)
Investment				FairValue		Income(Loss)			Commissions		Other					InvestmentObjective	RedemptionsPermitted
Winton Master		25.7019	%	$	54,~~534~~780,~~789~~257	$	~~105~~310,~~908~~153		$	1,~~458~~457	$	~~125~~326	$	~~104~~308,~~325~~370		CommodityPortfolio	~~Monthly~~	Monthly
Willowbridge Master		2030.2427	%		45,~~359~~746,~~078~~251		~~147~~106,~~334~~873			15,~~001~~694		21,~~058~~738		~~144~~99,~~275~~441		CommodityPortfolio	~~Monthly~~	Monthly
Graham Master		2019.9212	%		43,~~504~~628,~~905~~147		52371,~~968~~754			32,~~120~~967		1,~~112~~047		48367,~~736~~740		CommodityPortfolio	~~Monthly~~	Monthly
Eckhardt Master		3028.1931	%		65,~~500~~373,~~861~~817		~~619~~179,~~442~~179			57,~~606~~056		45,~~223~~158		~~609~~166,~~613~~965		CommodityPortfolio	~~Monthly~~	Monthly
SandRidge Master		30.6300	%		~~780,859~~—		~~(17~~1,~~014~~088	)		~~454~~118		~~203~~489		~~(17,671~~481	)	EnergyPortfolio	~~Monthly~~	Monthly
Total				$	2119,~~680~~528,~~492~~472	$	~~908~~969,~~638~~047		$	1117,~~639~~292	$	78,~~721~~758	$	~~889~~942,~~278~~997
	December 31, 2012					For the three months ended March 31, 2012
	% ofPartnership’sCapital								Expenses				NetIncome(Loss)
Investment				FairValue		Income(Loss)			Commissions		Other					InvestmentObjective	RedemptionsPermitted
Winton Master		27.42	%	$	5,262,282	$	(43,904	)	$	1,639	$	187	$	(45,730	)	CommodityPortfolio		Monthly
Willowbridge Master		20.16	%		3,869,402		(196,310	)		902		1,635		(198,847	)	CommodityPortfolio		Monthly
Graham Master		21.90	%		4,202,468		129,682			6,399		644		122,639		CommodityPortfolio		Monthly
Eckhardt Master		30.38	%		5,830,081		84,082			11,179		5,808		67,095		CommodityPortfolio		Monthly
SandRidge Master		4.16	%		798,592		116,738			360		142		116,236		EnergyPortfolio		Monthly
Total				$	19,962,825	$	90,288		$	20,479	$	8,416	$	61,393

	September 30, 2012					For the nine months ended September 30, 2012										InvestmentObjective	RedemptionsPermitted
	% of Partnership’s Capital			FairValue		Income(Loss)			Expenses				NetIncome(Loss)
Investment									BrokerageFees		Other
Winton Master		25.70	%	$	5,534,789	$	(213,073	)	$	4,883	$	451	$	(218,407	)	CommodityPortfolio	Monthly
Willowbridge Master		20.24	%		4,359,078		297,238			3,056		5,731		288,451		CommodityPortfolio	Monthly
Graham Master		20.92	%		4,504,905		(376	)		13,934		2,567		(16,877	)	CommodityPortfolio	Monthly
Eckhardt Master		30.19	%		6,500,861		986,501			24,165		15,736		946,600		CommodityPortfolio	Monthly
SandRidge Master		3.63	%		780,859		97,480			973		466		96,041		EnergyPortfolio	Monthly
Total				$	21,680,492	$	1,167,770		$	47,011	$	24,951	$	1,095,808
	December 31, 2011					For the three months ended September 30, 2011
	% ofPartnership’sCapital								Expenses				NetIncome(Loss)
Investment				FairValue		Income(Loss)			Commissions		Other					InvestmentObjective	RedemptionsPermitted
Winton Master		29.78	%	$	7,005,510	$	540,719		$	1,029	$	179	$	539,511		CommodityPortfolio	Monthly
Willowbridge Master		18.42	%		4,332,534		362,755			793		858		361,104		CommodityPortfolio	Monthly
Graham Master		22.89	%		5,385,866		(297,030	)		8,274		966		(306,270	)	CommodityPortfolio	Monthly
Eckhardt Master		28.38	%		6,676,098		(672,809	)		7,365		4,789		(684,963	)	CommodityPortfolio	Monthly
SandRidge Master		1.99	%		467,812		93,970			430		400		93,140		EnergyPortfolio	Monthly
Total				$	23,867,820	$	27,605		$	17,891	$	7,192	$	2,522
	December 31, 2011					For the nine months ended September 30, 2011										InvestmentObjective	RedemptionsPermitted
	% of Partnership’s Capital			FairValue		Income(Loss)			Expenses				NetIncome(Loss)
Investment									BrokerageFees		Other
Winton Master		29.78	%	$	7,005,510	$	611,151		$	2,950	$	545	$	607,656		CommodityPortfolio	Monthly
Willowbridge Master		18.42	%		4,332,534		603,586			3,103		2,164		598,319		CommodityPortfolio	Monthly
Graham Master		22.89	%		5,385,866		(611,592	)		24,066		2,510		(638,168	)	CommodityPortfolio	Monthly
Eckhardt Master		28.38	%		6,676,098		(803,203	)		35,762		16,521		(855,486	)	CommodityPortfolio	Monthly
SandRidge Master		1.99	%		467,812		274,941			2,337		1,300		271,304		EnergyPortfolio	Monthly
Total				$	23,867,820	$	74,883		$	68,218	$	23,040	$	(16,375	)

Diversified Multi-Advisor Futures Fund L.P.

Notes to Financial Statements

~~September~~March 3031, ~~2012~~2013

(Unaudited)

6. Financial Instrument Risks:

In the normal course of business, the Partnership, through its investments in the Funds, is a party to financial instruments with off-balance sheet risk, including derivative financial instruments and derivative commodity instruments. These financial instruments may include forwards, futures and options, whose values are based upon an underlying asset, index, or reference rate, and generally represent future commitments to exchange currencies or cash balances, to purchase or sell other financial instruments at specific terms at specified future dates, or, in the case of derivative commodity instruments, to have a reasonable possibility to be settled in cash, through physical delivery or with another financial instrument. These instruments may be traded on an exchange or over-the-counter (“OTC”). Exchange-traded instruments are standardized and include futures and certain forward and option contracts. OTC contracts are negotiated between contracting parties and include swaps and certain forward and option contracts. Specific market movements of commodities ofor futures contracts underlying an option cannot be predicted. The purchaser of an option may lose the entire premium paid for the option. The writer, or seller, of an option has unlimited risk. Each of these instruments is subject to various risks similar to those related to the underlying financial instruments including market and credit risk. In general, the risks associated with OTC contracts are greater than those associated with exchange-traded instruments because of the greater risk of default by the counterparty to an OTC contract. The General Partner estimates at any given time approximately 410.2% to 1215.6% of the Funds’ contracts are traded OTC.

The risk to the limited partners that have purchased Redeemable Units is limited to the amount of their share of the Partnership’s net assets and undistributed profits. This limited liability is a result of the organization of the Partnership as a limited partnership under New York law.

Market risk is the potential for changes in the value of the financial instruments traded by the Funds due to market changes, including interest and foreign exchange rate movements and fluctuations in commodity or security prices. Market risk is directly impacted by the volatility and liquidity in the markets in which the related underlying assets are traded. The Funds are exposed to a market risk equal to the value of futures and forward contracts purchased and unlimited liability on such contracts sold short.

Credit risk is the possibility that a loss may occur due to the failure of a counterparty to perform according to the terms of a contract. The Partnership’s/Funds’ risk of loss in the event of a counterparty default is typically limited to the amounts recognized in the Statements of Financial Condition and is not represented by the contract or notional amounts of the instruments. The Partnership’s/Funds’ risk of loss is reduced through the use of legally enforceable master netting agreements with counterparties that permit the Partnership/Funds to offset unrealized gains and losses and other assets and liabilities with such counterparties upon the occurrence of certain events. The Partnership/Funds have credit risk and concentration risk as CGM or a CGM affiliate is the sole counterparty or broker with respect to the Partnership’s/Funds’ assets. Credit risk with respect to exchange-traded instruments is reduced to the extent that through CGM, the Partnership’s/Funds’ counterparty is an exchange or clearing organization.

As both a buyer and seller of options, the Funds pay or receive a premium at the outset and then bear the risk of unfavorable changes in the price of the contract underlying the option. Written options expose the Funds to potentially unlimited liability; for purchased options, the risk of loss is limited to the premiums paid. Certain written put options permit cash settlement and do not require the option holder to own the reference asset. The Funds do not consider these contracts to be guarantees.

The General Partner monitors and attempts to control the 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 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, forwards and options contracts by sector, margin requirements, gain and loss transactions and collateral positions.

The majority of these financial instruments mature within one year of the inception date. However, due to the nature of the Funds’ businesses, these instruments may not be held to maturity.

1514

Diversified Multi-Advisor Futures Fund L.P.

Notes to Financial Statements

~~September~~March 3031, ~~2012~~2013

(Unaudited)

7. Critical Accounting Policies

Use of Estimates. The preparation of financial statements and accompanying notes in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, income and expenses, and related disclosures of contingent assets and liabilities in the financial statements and accompanying notes. As a result, actual results could differ from these estimates.

Partnership’s and the Funds’ Investments. All commodity interests held by the Partnership, (including derivative financial instruments and derivative commodity instruments), through the Partnership’s investment in the Funds, are held for trading purposes. The commodity interests are ~~recorded~~ recorded on the trade date and open contracts are recorded at fair value (as described below) at the measurement date. Investments in commodity interests denominated in foreign currencies are translated into U.S. dollars at the exchange rates prevailing at at the measurement date. Gains or losses are realized when contracts are liquidated. Unrealized gains or losses on open contracts are included as a component of equity in trading account on the Funds’ Statements of Financial Condition. Net realized gains or losses and any change in net unrealized gains or losses from the preceding period are reported in the Funds’ Statements of Income and Expenses and Changes in Partners’ Capital.

Partnership’s and the Funds’ Fair Value Measurements. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date under current market conditions. The fair value hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to fair values derived from unobservable inputs (Level 3). The level in the fair value hierarchy within which the fair value measurement falls in its entirety ~~falls~~ shall be determined based on the lowest level input that is significant to the fair value measurement in its entirety. Management has concluded that based on available information in the marketplace, the Funds’ Level 1 assets and liabilities are actively traded.

The Partnership and the Funds consider prices for exchange-traded commodity futures, forwards and options contracts to be based on unadjusted quoted prices in active markets for identical assets and liabilities (Level 1). The values of non-exchange-traded forwards, swaps and certain options contracts for which market quotations are not readily available are priced by broker-dealers who derive fair values for those assets and liabilities from observable inputs (Level 2). Investments in funds (other commodity pools) with no other rights or obligations inherent within the ownership interest held by the Partnership are priced based on the end of the day net asset value (Level 2). The value of the Partnership’s investments in the Funds reflects its proportional interest in the Funds. As of and for the periods ended ~~September~~March 3031, ~~2012~~2013 and December 31, ~~2011~~2012, 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). There were no transfers of assets and liabilities between Level 1 and Level 2 during the ~~nine~~three months ended ~~September~~March 3031, 2013 and the year ended December 31, 2012.

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

1615

Diversified Multi-Advisor Futures Fund L.P.

Notes to Financial Statements

~~September~~March 3031, ~~2012~~2013

(Unaudited)

Funds. When the contract is closed, the Funds record a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Transactions in futures contracts require participants to make both initial margin deposits of cash or other assets and variation margin deposits, through the futures broker, directly with the exchange on which the contracts are traded. Net realized gains (losses) and changes in net unrealized gains (losses) on futures contracts are included in the Funds’ Statements of Income and Expenses and Changes in Partners’ Capital.

Forward Foreign Currency Contracts. Forward foreign currency contracts are those contracts where the Funds agree to receive or deliver a fixed quantity of foreign currency for an agreed-upon price on an agreed future date. Forward foreign currency contracts are valued daily, and the Funds’ net equity therein, representing unrealized gain or loss on the contracts as measured by the difference between the forward foreign exchange rates at the dates of entry into the contracts and the forward rates at the reporting date, is included in the Funds’ Statements of Financial Condition. Net realized gains (losses) and changes in net unrealized gains (losses) on forward foreign currency contracts are recognized in the period in which the contract is closed or the changes occur, respectively, and are included in the Funds’ Statements of Income and Expenses and Changes in Partners’ Capital.

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 ~~from~~due to changes in market prices of investments held. Such fluctuations are included in net income (loss) on investments in the Funds’ Statements of Income and Expenses and Changes in Partners’ Capital.

London Metals Exchange Forward Contracts. Metal contracts traded on the London Metals Exchange (“LME”) represent a firm commitment to buy or sell a specified quantity of aluminum, copper, lead, nickel, tin or zinc. LME contracts traded by the Funds are cash settled based on prompt dates published by the LME. Payments (“variation margin”) may be made or received by the Funds each business day, depending on the daily fluctuations in the value of the underlying contracts, and are recorded as unrealized gains or losses by the Funds. A contract is considered offset when all long positions have been matched with a like number of short positions settling on the same prompt date. When the contract is closed at the prompt date, the Funds record a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Transactions in LME contracts require participants to make both initial margin deposits of cash or other assets and variation margin deposits, through the broker, directly with the LME. Net realized gains (losses) and changes in net unrealized gains (losses) on metal contracts are included in the Funds’ Statements of Income and Expenses and Changes in Partners’ Capital.

Options. The Funds may purchase and write (sell) both exchange-listed and OTC options on commodities or financial instruments. An option is a contract allowing, but not requiring, its holder to buy (call) or sell (put) a specific or standard commodity or financial instrument at a specified price during a specified time period. The option premium is the total price paid or received for the option contract. When the Funds write an option, the premium received is recorded as a liability in the Funds’ Statements of Financial Condition and marked to market daily. When the ~~Funds~~ Funds purchase an option, the premium paid is recorded as an asset in the Funds’ Statements of Financial Condition and marked to market daily. Net realized gains (losses) and changes in net unrealized gains (losses) on options contracts are included in the Funds’ Statements of Income and Expenses and Changes in Partners’ Capital.

1716

Diversified Multi-Advisor Futures Fund L.P.

Notes to Financial Statements

~~September~~March 3031, ~~2012~~2013

(Unaudited)

Income Taxes. Income taxes have not been provided as each partner is individually liable for the taxes, if any, on its share of the Partnership’s income and expenses.

GAAP provides guidance for how uncertain tax positions should be recognized, measured, presented and disclosed in the financial statements and requires the evaluation of tax positions taken or expected to be taken in the course of preparing the Partnership’s financial statements to determine whether the tax positions are “more-likely-than-not” to be sustained by the applicable tax authority. Tax positions with respect to tax at the Partnership level not deemed to meet the “more-likely-than-not” threshold would be recorded as a tax benefit or expense in the current year. The General Partner concluded that no provision for income tax is required in the Partnership’s financial statements.

The Partnership files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The 2009 through ~~2011~~2012 tax years remain subject to examination by U.S. federal and most state tax authorities. The General Partner does not believe that there are any uncertain tax positions that require recognition of a tax liability.

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

Recent Accounting Pronouncements. In October 2011, the FASB issued a proposed ASU intended to improve and converge financial reporting by setting forth consistent criteria for determining whether an entity is an investment company. Under longstanding GAAP, investment companies carry all of their investments at fair value, even if they hold a controlling interest in another company. The primary changes being proposed by the FASB relate to which entities would be considered investment companies as well as certain disclosure and presentation requirements. In addition to the changes to the criteria for determining whether an entity is an investment company, the FASB also proposes that an investment company consolidate another investment company if it holds a controlling financial interest in the entity. In August 2012, the FASB updated the proposed ASU to state that entities regulated under the Investment Company Act of 1940 should qualify to be investment companies within the proposed investment company guidance. The Partnership will evaluate the impact that this proposed update would have on the financial statements once the pronouncement is issued.

In December 2011, FASB issued ASU 2011-11, “Disclosures about Offsetting Assets and Liabilities,” which creates a new disclosure requirement about the nature of an entity’s rights of setoff and the related arrangements associated with its financial instruments and derivative instruments. Entities are required to disclose both gross information and net information about both instruments and transactions eligible for offset in the statement of financial position and instruments and transactions subject to an agreement similar to a master netting arrangement. The objective of this disclosure is to facilitate comparisons between those entities that prepare their financial statements on the basis of GAAP and those entities that prepare their financial statements on the basis of IFRS. The disclosure requirements are effective for annual reporting periods beginning on or after January 1, 2013, and interim periods within those annual periods. The Partnership should also provide the disclosures retrospectively for all comparative periods presented. The Partnership is currently evaluating the impact that the pronouncement would have on the financial statements.

Net Income (Loss) per unit. Net income (loss) per unit is calculated in accordance with investment company guidance. See Note 2, “ Financial Highlights”.

1817

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Liquidity and Capital Resources

The Partnership does not engage in sales of goods or services. Its only assets are its investments in the Funds and cash. The Funds’ only assets are their equity in trading accounts, consisting of cash and cash margin, net unrealized appreciation on open futures and exchange-cleared swaps contracts, net unrealized appreciation on forward contracts and commodity options, if applicable~~, and 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 investments in the Funds. While substantial losses could lead to a material decrease in liquidity, no such illiquidity occurred during the ~~third~~first quarter of ~~2012~~2013.

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

For the ~~nine~~three months ended ~~September~~March 3031, ~~2012~~2013, Partnership capital decreased 81.51% from $2319,~~525~~190,~~110~~568 to $2118,~~533~~979,~~053~~095. This decrease from operations was attributable to athe ~~net~~redemptions ~~loss~~ of 494.7170 Redeemable Units totaling $~~270~~775,~~243~~305, ~~coupled~~which ~~with~~was ~~the~~partially ~~redemptions~~offset ofby ~~1,054.8608~~a ~~Redeemable~~net ~~Units~~income ~~totaling~~from operations of $1563,~~721,814~~832. Future redemptions could impact the amount of funds available for investment in the Funds in subsequent periods.

Critical Accounting Policies

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expense during the reporting period. ~~Management~~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/Funds’ significant accounting policies are described in detail in Note 7 of the Financial Statements.

The Partnership records all investments at fair value in its financial statements, with changes in fair value reported as a component of net realized gains (losses) and change in net unrealized gains (losses) in the Statements of Income and Expenses and Changes in Partners’ Capital.

1918

Results of Operations

During the Partnership’s ~~third~~first quarter of ~~2012~~2013, the net asset value per unit increased 23.10% from $1,~~586~~529.7297 to $1,~~619~~575.9124 as compared to a decrease of 2.1.8% in the ~~third~~first quarter of ~~2011~~2012. The Partnership experienced a net trading gain, through its investments in the Funds, before brokerage fees and related fees in the ~~third~~first quarter of ~~2012~~2013 of $~~905~~966,~~902~~724. Gains were primarily attributable to the trading by the Funds of commodity futures in currencies, grains, ~~U.S. and~~ non-U.S. interest rates, ~~metals~~livestock, softs and indices and were partially offset by losses in energy, ~~livestock~~U.S. interest rates and ~~softs~~metals. The Partnership experienced a net trading gains, through its investments in the Funds before brokerage fees and related fees in the ~~third~~first quarter of ~~2011~~2012 of $2688,~~805~~402. Gains were primarily attributable to the trading by the Funds of commodity futures in ~~U.S.~~energy, ~~and~~livestock ~~non-U.S. interest rates~~ and ~~metals~~indices and were partially offset by losses in currencies, ~~energy,~~ grains, U.S. and non ~~livestock~~U.S. interest rates, ~~softs~~metals and ~~indices~~softs.

~~The~~During ~~most significant gains were experienced within~~ the ~~global~~first ~~interest~~quarter ~~rate~~of ~~sector~~2013, ~~primarily during~~the ~~July,~~Partnership ~~from~~posted ~~long~~a ~~positions~~gain in ~~European~~net ~~and~~asset ~~U.S.~~value ~~fixed~~per unit ~~income futures~~ as ~~prices~~profits ~~advanced~~in asstock aindices, ~~euro-area~~currencies, ~~report~~agriculturals, ~~showing~~and ~~inflation~~interest ~~held~~rates atoffset ~~the~~losses ~~slowest~~in ~~since~~energies ~~February~~and ~~2011~~metals. ~~added~~The tomost ~~signs~~significant ~~the~~gains ~~region~~were isrecorded ~~headed~~within ~~for~~the aglobal ~~recession.~~stock ~~Additional~~index ~~gains~~markets ~~were recorded~~during asJanuary ~~prices~~from oflong ~~European~~positions ~~and~~in U.S., ~~fixed~~Pacific Rim, ~~income~~and European equity index futures ~~continued~~as toprices ~~move~~moved higher after ~~Germany’s~~German ~~top~~business ~~court~~confidence ~~said~~improved, iteconomic ~~will~~reports ~~take~~in ~~more~~the ~~than~~U.S. ~~eight~~and ~~weeks~~China tobeat ~~rule on the euro-area’s bailout fund~~estimates, ~~holding up crisis resolution efforts~~ and ~~boosting~~ ~~demand~~a ~~for~~weaker ~~the~~yen ~~relative~~boosted ~~“safety”~~Japan’s ~~of government debt~~exports. ~~Gains~~Within ~~were also experienced within~~ the ~~agricultural~~currency markets, gains were achieved primarily during ~~July,~~January from ~~long~~short positions in ~~corn and soybean futures as corn futures prices advanced to an all-time high and soybean futures prices reached~~ the ~~highest~~Japanese ~~level~~yen ~~since~~versus ~~July 2008 as a heat wave and drought in~~ the U.S. ~~Midwest~~dollar, ~~threatened~~Canadian todollar, ~~limit~~euro, ~~output.~~and ~~Meanwhile,~~Australian ~~prices~~dollar ofas ~~corn~~the ~~futures~~value ~~continued~~of tothe ~~rise~~yen declined on ~~increased~~speculation ~~demand~~the ~~for~~Bank ~~corn~~of ~~imports~~Japan ~~by Asian~~will ~~nations~~ease ~~including~~monetary ~~China~~policy further. Additional ~~Gains~~currency ingains ~~this sector~~ were ~~also~~ experienced during March from long positions in ~~wheat futures. Within~~ the ~~stock~~Mexican ~~indices~~peso ~~sector,~~versus ~~gains were recorded throughout~~ the ~~majority of the quarter from long positions in~~ U.S. ~~equity~~dollar ~~index futures~~ as ~~prices moved higher, sending~~ the ~~Standard~~value &of ~~Poor’s 500 Index to~~ the ~~highest~~peso ~~level~~moved ~~since~~higher ~~2007,~~after asa ~~the~~gain in U.S. ~~Federal~~retail ~~Reserve’s~~sales ~~plan~~boosted tothe ~~buy~~outlook ~~mortgage securities fueled demand~~ for ~~“riskier”~~Mexican ~~assets~~exports. ~~Additional gains were recorded from long European equity index futures positions.~~ Within the agricultural ~~metals~~ sector, gains were experienced ~~throughout~~primarily ~~the~~during ~~majority~~February ofand ~~the~~March ~~quarter~~ from ~~long~~short positions in ~~gold~~sugar futures as prices ~~climbed~~tumbled to a 630-month ~~high~~low ason ~~government~~signs ~~data~~that ~~showed~~crops ~~the U.S.~~are ~~added~~getting ~~fewer~~enough ~~jobs~~moisture ~~than~~to ~~forecast,~~boost ~~spurring~~harvests ~~speculation~~in ~~that~~Brazil, the ~~U.S.~~world’s largest ~~Federal~~grower ~~Reserve~~of ~~will expand stimulus measures to boost the labor market~~sugar. Gains were also experienced within the ~~currency~~global ~~sector,~~interest ~~primarily~~rate during July and September, due to long positions in the British pound and Mexican peso versus the U.S. dollar after the U.S. dollar declined amid the U.S. Federal Reserve announcement of bond buying to bolster the economy in a program of quantitative easing that tends to debase the currency. A portion of the Partnership’s gains during the quarter was offset by losses incurred within the energy sector, primarily during ~~July and September~~March, from ~~short~~long positions in ~~natural~~European ~~gas~~fixed income futures as prices rose toafter asCyprus’s ~~forecasts~~rejection ~~for cooler U.S. Midwest weather signaled higher demand for the heating fuel. Within the soft commodities sector, losses were incurred throughout the majority~~ of ~~the~~a ~~quarter~~bailout ~~from~~plan ~~short~~stoked ~~positions in coffee futures as prices advanced on speculation that supplies~~concern ~~will tighten in South America, the world~~Europe’s ~~top~~debt ~~coffee~~crisis ~~producing~~is ~~region~~worsening.

~~During~~A portion of the Partnership’s ~~nine~~gains ~~months~~for ~~ended September 30, 2012,~~ the ~~net~~quarter ~~asset~~was ~~value~~offset ~~per~~by ~~unit~~losses incurred ~~decreased~~within ~~1.2%~~the ~~from~~energy ~~$1,639.65~~sector ~~to $1,619.91 as compared to a decrease of 6.2%~~ during ~~the~~February ~~nine~~from ~~months~~long ~~ended~~futures ~~September~~positions ~~30,~~in ~~2011.~~crude ~~The~~oil ~~Partnership~~and ~~experienced~~its ~~a net trading gain before brokerage fees and~~ related ~~fees~~products ~~for~~as ~~the~~prices ~~nine~~fell ~~months~~sharply ~~ended~~following ~~September~~news ~~30,~~that ~~2012 of $1,160,729. Gains were primarily attributable to~~ the ~~trading by the Funds of commodity futures in energy, grains,~~ U.S. ~~and~~economy ~~non-U.S.~~grew ~~interest~~less ~~rates~~than ~~and~~economists ~~indices~~expected and ~~were~~manufacturing ~~partially~~expanded ~~offset~~less bythan ~~losses~~forecast in ~~currencies,~~China ~~livestock,~~and ~~metals~~contracted ~~and~~in ~~softs~~Europe. ~~The~~Within ~~Partnership~~the ~~experienced~~metals asector, ~~net~~losses ~~trading~~were ~~gain~~incurred ~~before~~primarily ~~brokerage~~during ~~fees~~March ~~and~~from ~~related~~short ~~fees~~positions ~~for~~in ~~the~~gold ~~nine~~futures ~~months~~as ~~ended~~prices ~~September~~advanced ~~30,~~as ~~2011~~signs of ~~$67,401.~~slowing ~~Gains~~growth ~~were~~in ~~primarily~~Europe ~~attributable~~increased tospeculation ~~the~~that ~~trading~~central ~~by the~~banks ~~Funds~~will ofexpand ~~commodity~~stimulus, ~~futures~~boosting indemand ~~U.S.~~for ~~and~~precious ~~non-U.S. interest rates,~~ metals ~~and~~as ~~softs~~a ~~and~~store ~~were~~of ~~partially offset by losses in currencies, energy grains, livestock and indices~~value.

~~The~~19 most significant losses were incurred within the currency sector, primarily during June, from short positions in the British pound versus the U.S. dollar as the value of the British pound advanced as European Union leaders eased terms on loans to Spanish banks, taking a step towards resolving the region’s debt crisis. Elsewhere, losses were incurred from short positions in the Japanese yen and Canadian dollar versus the U.S. dollar as the value of these currencies also advanced. Within the metals sector, losses were incurred primarily during January and February from long positions in silver futures as prices declined on speculation that the U.S. Federal Reserve will refrain from offering additional stimulus as the economy recovers, eroding demand for the precious metal. Within the soft

commodities sector, losses were incurred throughout the majority of the first nine months of the year from positions in sugar futures as prices moved without any consistent direction amid weather related concerns. The Partnership’s losses during the first nine months of the year were offset by gains achieved within the global interest rate sector, primarily during April and May, from long positions in European, U.S., and Australian fixed-income futures as prices advanced as Greece failed to form a unified government, increasing concern Europe’s debt crisis is worsening and spurring demand for the relative “safety” of government debt. Additional gains in this market sector were recorded during July from long positions in European and U.S. interest rate futures. Gains were also experienced in the energy sector, primarily during February, from short positions in natural gas futures as prices dropped amid ample inventories and mild weather across the U.S. Gains were also experienced within the agricultural markets, primarily during July, from long positions in soybean futures as prices reached the highest level since July 2008 as a heat wave and drought in the U.S. Midwest threatened to limit output. Gains were also experienced in the agricultural markets from long positions in wheat futures. Within the stock indices sector, gains were recorded throughout the majority of the third quarter from long positions in U.S. equity index futures as prices moved higher, sending the Standard & Poor’s 500 Index to the highest level since 2007, as the U.S. Federal Reserve’s plan to buy mortgage securities fueled demand for “riskier” assets. Elsewhere, further gains were recorded from long positions in European equity index futures as prices advanced.

Commodity markets are highly volatile. Broad and rapid price fluctuations and rapid inflation increases the risks involved in commodity trading, but also increase the possibility for profit. The profitability of the Funds depends on the existence of major price trends and the ability of the Advisors to identify those price trends correctly. 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 Advisors are able to identify them, the Funds expect to increase capital through operations.

Interest income on 80% of the average daily equity maintained in cash in the Funds’ brokerage accounts was earned at a 30-day U.S. Treasury bill rate determined weekly by CGM based on the average non-competitive yield on 3 month U.S. Treasury bills maturing in 30 days. Interest income from investment in the Funds for the three months ended ~~September 30~~March 31, ~~2012~~2013 increased by $1437,~~936,~~ as compared to the corresponding period in ~~2011~~2012. The increase in interest income was primarily due to higher U.S. Treasury bill rates during the three months ended ~~September~~ ~~30,~~March ~~2012 as compared to the corresponding period in 2011. Interest income from investment in the Funds decreased by $441 for the nine months ended September 30~~31, ~~2012~~2013 as compared to the corresponding period in ~~2011. The decrease in interest income is primarily due to lower average net assets during the nine months ended September 30,~~ 2012 ~~as compared to the corresponding period in 2011~~. Interest earned by the Partnership will increase the net asset value of the Partnership. The amount of interest income earned by the Partnership depends on the average daily equity in the Partnership’s and the Funds’ accounts and upon interest rates over which neither the Partnership/Funds nor CGM has control.

Brokerage fees are calculated as a percentage of the Partnership’s adjusted net asset value as of the end of each month and are affected by trading performance and redemptions. Accordingly, they must be compared in relation to the fluctuations in the monthly net asset values. Brokerage fees and clearing fees for the three ~~and nine~~ months ended ~~September 30~~March 31, ~~2012~~ 2013 decreased by $7257,~~383~~721 ~~and $258,280, respectively~~ as compared to the corresponding ~~periods~~period in ~~2011~~2012. The decrease in brokerage fees is due to lower average net assets during the three ~~and nine~~ months ended ~~September 30~~March 31, ~~2012~~2013 as compared to the corresponding ~~periods~~period in ~~2011~~2012.

Management fees are calculated as a percentage of the Partnership’s adjusted net asset value as of the end of the month and are affected by trading performance and redemptions. Management fees for the three ~~and nine~~ months ended ~~September 30~~March 31, ~~2012~~2013 decreased by $2225,~~417 and $83~~479,~~353,~~ ~~respectively,~~ as compared to the corresponding ~~periods~~ period in ~~2011~~2012. The decrease in management fees is due to lower average net assets during the three ~~and nine~~ months ended ~~September 30~~March 31, ~~2012~~2013 as compared to the corresponding ~~periods~~period in ~~2011~~2012.

Incentive fees are based on the new trading profits generated by each Advisor at the end of the quarter as defined in the management agreements among the Partnership, the General Partner and each Advisor. ~~Trading~~To ~~performance~~the ~~for~~extent ~~the~~an ~~three~~Advisor ~~and~~incurs ~~nine~~a ~~months~~loss ~~ended~~for ~~September 30~~the Partnership, ~~2012~~the ~~resulted~~Advisor inwill not be paid an incentive ~~fees~~fee ofuntil $0such Advisor recovers any net loss incurred by the Advisor and ~~$8,075,~~earns ~~respectively.~~additional ~~There~~new ~~were~~trading noprofits ~~incentive~~for ~~fees~~the ~~earned~~ Partnership. Trading performance for the three months ended March 31, 2013 and ~~nine~~2012, ~~months~~resulted ~~ended~~in ~~September 30~~incentive fees of $0 and $8,075, ~~2011~~respectively.

In allocating the assets of the Partnership among the trading advisors, the General Partner considers each 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 ~~September 30~~March 31, ~~2012~~2013 and ~~June~~December 3031, 2012, the Partnership’s assets were allocated among the trading Advisors in the following approximate percentages:

Advisor	~~September~~March 3031, ~~2012~~2013			~~June~~March 3031, ~~2012~~2013			December 31, 2012		December 31, 2012
Winton Capital Management Limited	$	254,285,976	%		2723	%	$	5,241,355		28	%
Willowbridge Associates Inc.	$	205,723,640	%		1930	%	$	3,860,078		20	%
Graham Capital Management L.P	$	213,620,568	%		2219	%	$	3,475,563		18	%
Eckhardt Trading Company	$	305,348,911	%		3028	%	$	5,804,664		30	%
SandRidge Capital L.P.	$	40	%		20	%	$	808,908		4	%

2120

Item 3. Quantitative and Qualitative Disclosures about Market Risk

All of the Partnership’s assets are subject to the risk of trading loss through its investments in the Funds. The Funds are speculative commodity pools. The market sensitive instruments held by the Funds are acquired for speculative trading purposes, and all or substantially all of the 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 Funds’ main lines 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 Funds’ open positions and, consequently in their earnings and cash balances. The Funds’ market risks are 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 Funds’ open contracts and the liquidity of the market in which they trade.

The 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 Funds’ past performances are not necessarily indicative of their future results.

“Value at Risk” is a measure of the maximum amount which the Funds could reasonably be expected to lose in a given market sector. However, the inherent uncertainty of the Funds’ speculative trading and the recurrence in the markets traded by the 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 Funds’ experiences 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 Funds’ losses in any market sector will be limited to Value at Risk or by the Funds’ attempts to manage their market risks.

Exchange maintenance margin requirements have been used by the Funds as the measure of their Value at Risk. Maintenance 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. ~~Maintenance~~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 probablistic estimate of the maximum expected near-term one-day price fluctuation. The margin has been used rather than the more generally available initial margin, because initial margin includes a credit risk component, which is not relevant to Value at Risk.

2221

Value at Risk tables represent a probabilistic assessment of the risk of loss in market risk sensitive instruments. The Advisors currently trade the Partnership’s assets indirectly in master fund managed accounts, over which they have been granted limited authority to make trading decisions. The first two trading Value at Risk tables reflect the market sensitive instruments held by the Partnership indirectly, through its investments in the Funds. The remaining trading Value at Risk tables reflect the market sensitive instruments held by each Fund separately. There have been no material changes in the trading Value at Risk information previously disclosed in the Partnership’s Annual Report on Form 10-K for the year ended December 31, ~~2011~~2012. The following tables indicate the trading Value at Risk associated with the Partnership’s open positions by market category as of ~~September 30~~March 31, ~~2012~~2013 and December 31, ~~2011~~2012. As of ~~September~~March 3031, ~~2012~~2013, the Partnership’s total capitalization was $2118,~~533~~979,~~053~~095.

~~September~~March 3031, ~~2012~~2013

Market Sector	Value at Risk		% of TotalCapitalization
Currencies	$	~~720~~619,~~887~~809		3.3526	%
Energy		~~277~~118,~~341~~766		10.2963	%
Grains		~~167~~55,~~651~~883		0.7829	%
Indices		~~623~~678,~~960~~020		23.9057	%
Interest Rates U.S.		~~279~~219,~~217~~791		1.3016	%
Interest Rates Non-U.S.		~~513~~289,~~583~~584		21.3853	%
Livestock		62,~~235~~525		0.0301	%
Lumber		44113		0.00	%*
Metals		~~235~~107,~~169~~984		10.0957	%
Softs		7346,~~091~~690		0.3425	%
Total	$	2,~~897~~139,~~178~~165		1311.4627	%

*	Due to rounding.

As of December 31, ~~2011~~2012, the Partnership’s total capitalization was $2319,~~525~~190,~~110~~568.

December 31, ~~2011~~2012

Market Sector	Value at Risk		% of TotalCapitalization
Currencies	$	~~742~~813,~~291~~586		34.1624	%
Energy		~~201~~114,~~599~~196		0.8660	%
Grains		~~122~~76,~~245~~426		0.5240	%
Indices		~~264~~656,~~489~~528		13.1242	%
Interest Rates U.S.		~~271~~143,~~332~~878		10.1575	%
Interest Rates Non-U.S.		~~465~~291,~~449~~277		1.9852	%
Livestock		2,~~817~~952		0.01	%
Metals		~~245,117~~114		10.0400	%*
Softs		~~104~~142,~~913~~557		0.4574	%
Total	$	2,420,252		10.29	%
		34,808		0.18	%
Total	$	2,276,322		11.86	%

*	Due to rounding.

The following tables indicate the trading Value at Risk associated with the Partnership’s investments in the Funds by market category as of March 31, 2013 and December 31, 2012 and the highest, lowest and average value during the three months ended March 31, 2013 and during the twelve months ended December 31, 2012. All open position trading risk exposures of the Funds have been included in calculating the figures set forth below.

As of March 31, 2013, Winton Master’s total capitalization was $765,095,837, and the Partnership owned approximately 0.6% of Winton Master. As of March 31, 2013, Winton Master’s Value at Risk for its assets (including the portion of the Partnership’s assets allocated to Winton for trading) was as follows:

March 31, 2013


						Three months ended March 31, 2013
Market Sector	Value at Risk		% of Total Capitalization			High Value at Risk		Low Value at Risk		Average Value at Risk*
Currencies	$	37,038,250		4.84	%	$	42,374,968	$	32,357,659	$	36,255,454
Energy		2,158,225		0.28	%		2,816,070		1,102,060		1,944,214
Grains		3,041,123		0.40	%		5,342,071		983,854		3,861,040
Indices		34,646,786		4.53	%		36,403,326		32,806,817		35,152,222
Interest Rates U.S.		5,634,713		0.74	%		7,253,415		1,934,388		4,128,160
Interest Rates Non-U.S.		12,661,418		1.66	%		12,690,481		3,631,578		8,067,864
Livestock		420,765		0.05	%		443,340		396,345		421,277
Lumber		18,850		0.00	%**		20,300		16,250		19,333
Metals		4,495,549		0.59	%		5,188,824		3,251,406		4,174,826
Softs		2,178,241		0.28	%		2,204,434		1,640,152		1,975,170

Total	$	102,293,920		13.37	%

*	Average of month-end values at Risk.

**	Due to rounding

As of December 31, 2012, Winton Master’s total capitalization was $759,910,513. The Partnership owned approximately 0.7% of Winton Master. As of December 31, 2012, Winton Master’s Value at Risk for its assets (including the portion of the Partnership’s assets allocated to Winton for trading) was as follows:

December 31, 2012


						Twelve months ended December 31, 2012
Market Sector	Value at Risk		% of Total Capitalization			High Value at Risk		Low Value at Risk		Average Value at Risk*
Currencies	$	41,304,444		5.44	%	$	48,114,633	$	24,998,252	$	35,093,130
Energy		2,810,183		0.37	%		11,050,143		2,677,520		5,543,539
Grains		1,056,340		0.14	%		8,043,023		1,056,340		4,228,063
Indices		34,741,652		4.57	%		34,741,652		6,373,580		21,642,491
Interest Rates U.S.		7,604,210		1.00	%		14,904,463		3,822,340		10,772,523
Interest Rates Non-U.S.		12,626,364		1.66	%		27,870,158		11,844,253		17,985,323
Livestock		421,690		0.06	%		501,100		370,125		434,535
Lumber		16,250		0.00	%**		21,000		1,250		12,213
Metals		5,450,886		0.71	%		13,389,367		4,708,508		8,492,359
Softs		1,906,254		0.25	%		2,551,922		949,643		1,850,513

Total	$	107,938,273		14.20	%

*	Annual average of month-end Values at Risk.

**	Due to rounding.

~~The~~As ~~following tables indicate the trading Value at Risk associated with the Partnership’s investments in the Funds by market category as~~ of ~~September~~March ~~30, 2012 and December~~ 31, ~~2011 and the highest~~2013, ~~lowest~~Willowbridge ~~and~~Master’s ~~average~~total ~~value~~capitalization ~~during~~was ~~the three months ended September 30~~$86, ~~2012 and during the twelve months ended December 31~~287, ~~2011~~869. ~~All~~The Partnership ~~open~~owned ~~position~~approximately ~~trading~~6.7% ~~risk exposures~~ of ~~the~~Willowbridge ~~Partnership~~Master. ~~have~~As ~~been~~of ~~included~~March in31, ~~calculating~~2013, ~~the~~Willowbridge ~~figures~~Master’s ~~set~~Value ~~forth~~at ~~below.~~Risk ~~There~~for ~~have~~its ~~been~~assets no(including ~~material changes in~~ the ~~trading~~portion ~~Value~~of ~~at Risk information previously disclosed in~~ the Partnership’s ~~Annual~~assets ~~Report~~allocated onto ~~Form 10-K~~Willowbridge for ~~the~~trading) ~~year~~was ~~ended~~as ~~December 31, 2011.~~ follows:

AsMarch ~~of September 30~~31, ~~2012, Winton~~2013 Master’s total capitalization was $773,287,880, and the Partnership owned approximately 0.7% of Winton Master. As of September 30, 2012, Winton Master’s Value at Risk for its assets (including the portion of the Partnership’s assets allocated to Winton for trading) was as follows:

September 30, 2012


						Three Months Ended March 31, 2013
Market Sector	Value at Risk		% of Total Capitalization			High Value at Risk		Low Value at Risk		Average Value at Risk*
Currencies	$	1,118,100		1.30	%	$	2,058,475	$	148,500	$	1,171,821
Indices		596,583		0.69	%		6,842,689		352,000		1,329,948
Interest Rates U.S.		766,750		0.89	%		1,021,680		235,000		456,389

Total	$	2,481,433		2.88	%

						Three Months Ended September 30, 2012
Market Sector	Value at Risk		% of TotalCapitalization			High Value at Risk		Low Value at Risk		AverageValue at Risk*
Currencies		$34,190,052		4.42	%		$34,827,068		$29,367,863		$32,782,808
Energy		4,444,303		0.58	%		5,408,240		2,290,040		3,876,437
Grains		7,985,391		1.03	%		8,043,023		5,816,299		7,107,620
Indices		25,066,468		3.24	%		25,066,468		6,373,580		16,304,465
Interest Rates U.S.		12,862,800		1.66	%		13,743,425		12,519,050		13,117,117
Interest Rates Non-U.S.		18,406,417		2.38	%		19,637,084		17,185,649		18,409,717
Livestock		468,800		0.06	%		474,550		426,615		461,695
Lumber		6,250		0.00	%**		16,250		1,250		6,250
Metals		6,963,454		0.90	%		11,535,119		5,176,271		8,139,101
Softs		1,793,839		0.23	%		2,076,289		1,793,839		1,911,806
Total	$	112,187,774		14.50	%

*	Average of month-end Values at Risk.

**As ~~Due~~of toDecember 31, ~~rounding~~2012, Willowbridge Master’s total capitalization was $39,257,082. The Partnership owned approximately 9.9% of Willowbridge Master, and there were no amounts at risk.

As of December 31, 2011, Winton Master’s total capitalization was $822,273,776. The Partnership owned approximately 0.9% of Winton Master. As of December 31, 2011, Winton Master’s Value at Risk for its assets (including the portion of the Partnership’s assets allocated to Winton for trading) was as follows:

December 31, 2011

						Twelve months ended December 31, 2011
Market Sector	Value at Risk		% of TotalCapitalization			HighValue at Risk		LowValue at Risk		AverageValue at Risk*
Currencies	$	19,312,483		2.35	%	$	19,312,483	$	6,398,762	$	12,470,587
Energy		1,525,274		0.19	%		4,524,046		1,245,529		2,842,674
Grains		2,535,708		0.31	%		4,371,245		540,481		2,326,464
Indices		6,526,149		0.79	%		17,629,694		3,776,392		10,297,535
Interest Rates U.S.		5,466,250		0.67	%		8,976,950		539,209		4,614,681
Interest Rates Non-U.S.		12,924,419		1.57	%		15,134,879		2,448,536		8,402,040
Livestock		262,550		0.03	%		340,400		42,650		213,377
Metals		6,253,557		0.76	%		7,869,347		3,994,864		5,990,862
Softs		1,583,804		0.19	%		2,456,982		329,218		1,207,483
Total	$	56,390,194		6.86	%

* Annual average of month-end Values at Risk.

As of ~~September~~March 3031, ~~2012~~2013, ~~Willowbridge~~Graham Master’s total capitalization was $4372,~~085~~706,~~176~~088. ~~The~~ The Partnership owned approximately 105.10% of ~~Willowbridge~~Graham Master. As of ~~September~~March 3031, ~~2012~~2013, ~~Willowbridge~~Graham Master’s Value at Risk for its assets (including the portion of the Partnership’s assets allocated to ~~Willowbridge~~Graham for trading) was as follows:

~~September~~March 3031, ~~2012~~2013

						Three Months Ended September 30, 2012
						Three Months Ended March 31, 2013
Market Sector	Value ~~atRisk~~at Risk		% of TotalCapitalization			~~High~~HighValue ~~Value~~at ~~atRisk~~Risk		~~Low~~LowValue ~~Value~~at ~~atRisk~~Risk		AverageValue at Risk*
Currencies	$	~~671~~3,~~388~~660,626		15.5603	%	$	~~673~~5,~~396~~000,207	$	~~164~~3,~~000~~107,628	$	~~453~~3,~~834~~663,639
Energy		98678,~~400~~298		0.2393	%		~~318~~1,~~200~~417,325		98405,~~400~~059		~~138~~774,~~867~~033
Grains		~~183~~437,~~731~~050		0.4360	%		~~505~~714,250		66350,~~625~~474		~~380~~441,~~160~~855
Interest Rates U.S.		55,350		0.13	%		113,519		28,000		49,733
Indices		5,262,299		7.24	%		5,882,185		3,961,891		4,731,273
Interest Rates Non-U.S.		24,828		0.06	%		575,284		24,828		248,058
Interest Rates U.S.		874,475		1.20	%		874,575		537,325		701,250
Livestock		24,000		0.05	%		25,200		24,000		24,000
Interest Rates Non-U.S.		2,644,302		3.64	%		2,659,126		1,276,455		1,978,115
Metals		~~953~~1,~~250~~381,837		21.2190	%		~~999~~1,~~750~~522,953		~~268~~545,~~857~~530		~~752~~1,~~229~~071,267
Softs		82462,~~400~~192		0.1964	%		~~292~~511,~~300~~259		78308,~~750~~329		~~165~~406,~~733~~507
Total	$	215,~~093~~401,~~347~~079		421.8618	%

*	Average of month-end Values at Risk.

As of December 31, ~~2011~~2012, ~~Willowbridge~~Graham Master’s total capitalization was $5884,~~623~~936,~~833~~051. The Partnership owned approximately 7.4.9% of ~~Willowbridge~~Graham Master. As of December 31, ~~2011~~2012, ~~Willowbridge~~ Graham Master’s Value at Risk for its assets (including the ~~Portion~~portion of the Partnership’s assets allocated to ~~Willowbridge~~Graham for trading) was as follows:

December 31, ~~2011~~2012

						Twelve months ended December 31, 2011
						Twelve months ended December 31, 2012
Market Sector	Value at Risk		% of TotalCapitalization			HighValue at Risk		LowValue at Risk		AverageValue at Risk*
Currencies	$	14,~~519~~886,~~874~~499		25.6075	%	$	35,~~114~~242,~~825~~762	$	~~191~~2,~~750~~153,005	$	13,~~146~~676,~~326~~056
Energy		~~283~~879,~~500~~022		01.4804	%		43,~~681~~576,~~000~~694		~~144~~328,~~000~~716		1,~~513~~612,~~100~~982
Interest Rates U.S.		285,900		0.49	%		1,654,100		108,350		417,625
Grains		707,500		0.83	%		1,548,650		617,775		806,449
Interest Rates Non-U.S.		813,981		1.39	%		2,784,138		382,835		972,513
Indices		4,894,230		5.76	%		8,403,330		3,650,988		5,248,562
Metals		1,350,000		2.30	%		4,137,702		272,000		1,716,030
Interest Rates U.S.		727,200		0.86	%		2,173,050		190,045		1,283,420
Softs		481,250		0.82	%		3,503,200		112,000		1,050,396
Interest Rates Non-U.S.		2,250,303		2.65	%		5,723,015		2,250,303		3,953,113
Total	$	4,734,505		8.08	%
Metals		1,161,998		1.37	%		2,984,515		661,356		1,671,237
Softs		372,412		0.44	%		999,000		372,412		653,258
Total	$	15,879,164		18.70	%

*	Annual average of month-end Values at Risk.

As of ~~September~~March 3031, ~~2012~~2013, ~~Graham~~Eckhardt Master’s total capitalization was $9220,~~474~~934,~~570~~029. The Partnership owned approximately 425.97% of ~~Graham~~Eckhardt Master. As of ~~September~~March 3031, ~~2012~~2013, ~~Graham~~Eckhardt Master’s Value at Risk for its assets (including the portion of the Partnership’s assets allocated to ~~Graham~~Eckhardt for trading) was as follows:

~~September~~March 3031, ~~2012~~2013

						Three Months Ended September 30, 2012
						Three months ended March 31, 2013
Market Sector	Value at Risk		% of TotalCapitalization			~~HighValue~~High Value at Risk		~~LowValue~~Low Value at Risk		AverageValue at Risk*
Currencies	$	2543,~~567,494~~328		2.7860	%	$	4945,~~733,601~~143	$	2330,~~153,005~~467	$	3475,~~523,033~~304
Energy		1279,~~048,265~~775		1.1334	%		1299,~~446,040~~925		~~328~~123,~~716~~150		~~958~~212,~~017~~958
Grains		~~736~~61,~~750~~417		0.8029	%		1183,~~199,925~~331		~~694~~61,~~650~~417		~~863~~93,~~867~~536
Indices		5650,~~066,164~~011		53.4810	%		5755,~~399,465~~546		3475,~~650,988~~576		4612,~~751,021~~020
Interest Rates U.S.		1353,~~287,925~~644		1.3969	%		1353,~~827,200~~644		127,~~011,300~~783		1277,~~466,600~~868
Interest Rates Non-U.S.		3316,~~253,133~~732		31.5251	%		3372,~~871,167~~076		2116,~~704,921~~551		3289,~~450,631~~886
Livestock		10,800		0.01	%		35,175		8,550		17,642
Metals		46,378		0.22	%		213,999		43,587		82,645
Metals		949,025		1.03	%		2,984,515		661,356		1,897,484
Softs		40,900		0.20	%		40,900		6,000		22,733
Softs		705,600		0.76	%		970,701		454,083		717,721
Total	$	2,292,185		10.95	%
Total	$	15,625,156		16.90	%

*	Average of month-end Values at Risk.

As of December 31, ~~2011~~2012, ~~Graham~~Eckhardt Master’s total capitalization was $~~127~~18,~~523~~429,~~174~~606. The Partnership owned approximately 431.26% of ~~Graham~~Eckhardt Master. As of December 31, ~~2011~~2012, ~~Graham~~ Eckhardt Master’s Value at Risk for its assets (including the portion of the Partnership’s assets allocated to ~~Graham~~Eckhardt for trading) was as follows:

December 31, ~~2011~~2012

						Twelve months ended December 31, 2011
						Twelve months ended December 31, 2012
Market Sector	Value at Risk		% of TotalCapitalization			~~HighValue~~High Value at Risk		~~LowValue~~Low Value at Risk		AverageValue at Risk*
Currencies	$	5886,~~181,686~~487		4.0681	%	$	141,~~715~~330,~~746~~124	$	1345,~~934,690~~179	$	8861,~~500,010~~941
Energy		2146,~~114,289~~250		10.6679	%		27,~~114~~866,~~289~~490		~~430~~49,~~473~~900		1261,~~224,336~~682
Grains		1106,~~611,500~~507		10.2758	%		1244,~~783,300~~448		~~325~~45,~~891~~898		~~633~~169,~~165~~313
Indices		4533,~~513,393~~624		32.5490	%		11675,~~180,261~~308		~~924~~8,~~448~~000		3432,~~873,039~~089
Interest Rates U.S.		1171,~~636,222~~800		10.2893	%		4626,~~564,925~~375		91109,~~689~~035		1357,~~397,376~~245
Interest Rates Non-U.S.		5286,~~486,252~~004		41.3055	%		5923,~~647,770~~168		~~813~~137,~~077~~819		2510,~~296,485~~969
Livestock		10,800		0.01	%		127,950		2,400		35,984
Metals		146,521		0.80	%		316,501		25,650		153,467
Metals		2,117,496		1.66	%		2,219,604		616,825		1,237,109
Softs		9,000		0.05	%		111,543		5,800		45,908
Softs		987,729		0.77	%		987,729		161,005		421,227
Total	$	2,286,193		12.41	%
Total	$	23,659,367		18.55	%

* Annual average of month-end Values at Risk.

As of ~~September 30~~December 31, 2012, ~~Eckhardt~~SandRidge Master’s total capitalization was $20292,~~818~~148,~~828~~993. ~~The~~ The Partnership owned approximately 310.23% of ~~Eckhardt~~SandRidge Master. As of ~~September 30~~December 31, 2012, ~~Eckhardt~~SandRidge Master’s Value at Risk for its assets (including the portion of the Partnership’s assets allocated to ~~Eckhardt~~SandRidge for trading) was as follows:

~~September 30~~December 31, 2012

						Three months ended September 30, 2012
						Twelve months ended December 31, 2012
Market Sector	Value ~~at Risk~~atRisk		% of TotalCapitalization			~~High~~HighValue ~~Value~~ at Risk		~~Low~~LowValue ~~Value at Risk~~atRisk		AverageValue at Risk*
Currencies	$	922,883		4.43	%	$	1,071,074	$	724,883	$	868,887
Energy	$	1,452,965		0.50	%	$	21,675,334	$	1,452,965	$	12,063,026
Energy		384,300		1.85	%		407,700		133,170		308,657
Total	$	1,452,965		0.50	%
Grains		183,000		0.88	%		273,678		132,250		198,691
Indices		641,834		3.08	%		674,922		433,616		576,305
Interest Rates U.S.		386,150		1.86	%		551,825		130,300		428,808
Interest Rates Non -U.S.		714,189		3.43	%		719,853		137,819		530,915
Metals		139,887		0.67	%		316,501		83,378		195,621
Softs		56,529		0.27	%		111,543		25,033		67,130
Total	$	3,428,772		16.47	%

* Average of month-end Values at Risk.

As of December 31, 2011, Eckhardt Master’s total capitalization was $20,506,579. The Partnership owned approximately 32.6% of Eckhardt Master. As of December 31, 2011, Eckhardt Master’s Value at Risk for its assets (including the portion of the Partnership’s assets allocated to Eckhardt for trading) was as follows:

December 31, 2011

						Twelve months ended December 31, 2011
Market Sector	Value at Risk		% of TotalCapitalization			HighValue at Risk		LowValue at Risk		AverageValue at Risk*
Currencies	$	731,217		3.57	%	$	1,678,029	$	27,951	$	834,998
Energy		223,190		1.10	%		886,666		6,000		412,832
Grains		97,363		0.47	%		528,082		3,500		144,509
Interest Rates U.S.		405,700		1.98	%		1,698,650		3,900		330,777
Interest Rates Non-U.S.		179,363		0.87	%		1,114,087		9,616		264,205
Softs		41,600		0.20	%		131,208		10,463		66,776
Indices		49,666		0.24	%		1,132,389		5,600		466,488
Total	$	1,728,099		8.43	%

*	Annual average of month-end Values at Risk.

As of September 30, 2012, SandRidge Master’s total capitalization was $294,404,613. The Partnership owned approximately 0.3% of SandRidge Master. As of September 30, 2012, SandRidge Master’s Value at Risk for its assets (including the portion of the Partnership’s assets allocated to SandRidge for trading) was as follows:

September 30, 2012

						Three Months Ended September 30, 2012
Market Sector	Value at Risk		% of TotalCapitalization			HighValue at Risk		LowValue at Risk		AverageValue at Risk*
Energy	$	21,675,334		7.36	%	$	21,675,334	$	12,624,778	$	16,720,061
Total	$	21,675,334		7.36	%

* Average of month-end Values at Risk.

As of December 31, 2011, SandRidge Master’s total capitalization was $296,445,752. The Partnership owned approximately 0.2% of SandRidge Master. As of December 31, 2011, SandRidge Master’s Value at Risk for its assets (including the portion of the Partnership’s assets allocated to SandRidge for trading) was as follows:

December 31, 2011

						Twelve months ended December 31, 2011
Market Sector	Value atRisk		% of TotalCapitalization			HighValue at Risk		LowValue atRisk		AverageValue at Risk*
Energy	$	2,666,386		0.90	%	$	61,733,650	$	1,015,817	$	20,188,738
Total	$	2,666,386		0.90	%

* Annual average of month-end Values at Risk.

Item 4. Controls and Procedures

The Partnership’s disclosure controls and procedures are designed to ensure that information required to be disclosed by the Partnership on the reports that it files or submits under the Securities Exchange Act of 1934 (the “Exchange Act”), is recorded, processed, summarized and reported within the time periods expected in the SEC’s rules and forms. Disclosure controls and procedures include controls and procedures designed to ensure that information required to be disclosed by the Partnership in the reports it files is accumulated and communicated to management, including the President and Chief Financial Officer (“CFO”) of the General Partner, to allow for timely decisions regarding required disclosure and appropriate SEC filings.

The 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 General Partner’s President and CFO have evaluated the effectiveness of the Partnership’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of ~~September~~March 3031, ~~2012~~2013 and, based on that evaluation, the General Partner’s President and CFO have concluded that, at that date, the Partnership’s disclosure controls and procedures were effective.

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

•

pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Partnership;

•

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

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

There were no changes in the Partnership’s internal control over financial reporting process during the fiscal quarter ended ~~September~~March 3031, ~~2012~~2013 that materially affected, or are reasonably likely to materially affect, the Partnership’s internal control ~~over~~ over financial reporting.

2928

PART II. OTHER INFORMATION

Item 1. Legal Proceedings

The following information supplements and amends the discussion set forth under Part I, Item 3. “Legal Proceedings” in the Partnership’s Annual Report on Form 10-K for the fiscal year ended December 31, ~~2011, as updated by the Partnership’s Quarterly Reports on Form 10-Q for the quarters ended March 31,~~ 2012 ~~and June 30, 2012~~.

~~This~~Subprime ~~section~~Mortgage–Related ~~describes~~Litigation ~~the~~and ~~major~~Other ~~pending~~Matters legal proceedings, other than ordinary routine litigation incidental to the business, to which CGM 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.

~~CGM~~Securities ~~(together~~Actions: with Citigroup Inc. and its other subsidiaries, “Citigroup”) (formerly known as Salomon Smith Barney Inc.) is a New York corporation with its principal place of business at 388 Greenwich St., New York, New York 10013. CGM is registered as a broker-dealer and futures commission merchant (“FCM”), and provides futures brokerage and clearing services for institutional and retail participants in the futures markets. CGM and its affiliates also provide investment banking and other financial services for clients worldwide.

~~There~~On March 13, ~~have~~2009, ~~been~~defendants nofiled ~~material~~a ~~administrative~~motion to dismiss the complaint. On July 12, ~~civil~~2010, orthe ~~criminal~~court ~~actions~~issued ~~within~~an opinion and order dismissing plaintiffs’ claims under Section 12 of the Securities Act of 1933, as amended, but denying ~~past~~defendants ~~five~~motion ~~years~~to ~~against~~dismiss ~~CGM~~certain orclaims ~~any~~under ofSection 11. ~~its~~On ~~individual~~September 30, ~~principals~~2010, the district court entered a scheduling order in IN RE CITIGROUP INC. BOND LITIGATION. Fact discovery began in November 2010, and noplaintiffs’ ~~such~~motion to ~~actions~~certify ~~are~~a ~~currently~~class ~~pending~~was fully briefed. On March 25, ~~except~~2013, asthe ~~follows~~United States District Court for the Southern District of New York entered an order preliminarily approving the parties proposed settlement of IN RE CITIGROUP INC. BOND LITIGATION, pursuant to which Citigroup and certain of its subsidiaries will pay $730 million in exchange for a release of all claims asserted on behalf of the settlement class. A fairness hearing is scheduled for July 23, 2013.

RMBS Litigation and Other Matters

OnBeginning ~~May~~in 4,July ~~2012~~2010, ~~the~~Citigroup ~~district~~and ~~court~~certain of its subsidiaries have been named as defendants in ~~FEDERAL~~complaints ~~HOUSING~~filed ~~FINANCE~~by ~~AGENCY~~purchasers v.of ~~UBS~~mortgage-backed ~~AMERICAS,~~security ~~INC.,~~(“MBS”) and collateralized debt ETobligation AL(“CDO”) sold or underwritten by Citigroup and certain of its subsidiaries. The MBS-related complaints generally assert that the defendants made material misrepresentations and omissions about the credit quality of the mortgage loans underlying the securities, asuch ~~parallel~~as ~~case~~the underwriting standards to ~~FEDERAL~~which ~~HOUSING~~the ~~FINANCE~~loans ~~AGENCY~~conformed, v.the ~~ALLY~~loan-to-value ~~FINANCIAL~~ratio ~~INC.~~of the loans, ETand ~~AL.~~the extent to which the mortgaged properties were owner-occupied, ~~FEDERAL~~and ~~HOUSING~~typically ~~FINANCE~~assert ~~AGENCY~~claims v.under Section 11 ~~CITIGROUP~~of ~~INC.~~the Securities Act of 1933, ETstate ~~AL.~~blue sky laws, and/or ~~FEDERAL~~common-law ~~HOUSING~~misrepresentation-based ~~FINANCE~~causes ~~AGENCY~~of vaction. ~~JPMORGAN~~The ~~CHASE~~CDO-related &complaints ~~CO.,~~further ETallege ~~AL.,~~that ~~denied~~the defendants~~’ motion~~ toadversely ~~dismiss~~selected ~~plaintiff’s~~or ~~securities~~permitted ~~law~~the ~~claims~~adverse ~~and~~selection ~~granted~~of CDO ~~defendants’~~collateral ~~motion~~without full disclosure to ~~dismiss~~investors. ~~plaintiff’s~~The ~~negligent~~plaintiffs ~~misrepresentation~~in ~~claims.~~these Onactions ~~June~~generally 19seek rescission of their investments, ~~2012~~recovery of their investment losses, ~~the~~or ~~district~~other ~~court~~damages. ~~granted~~Other ~~defendants’~~purchasers ~~motion~~of toMBS ~~certify~~and ~~an interlocutory~~CDOs ~~appeal~~sold toor ~~the~~underwritten ~~United~~by Citigroup ~~States~~and ~~Court~~certain of ~~Appeals~~its ~~for~~subsidiaries ~~the~~have ~~Second~~threatened ~~Circuit~~to ~~from~~file ~~the~~additional ~~court’s~~suits, ~~statutes~~for some of ~~repose~~which Citigroup and ~~limitations~~certain ~~rulings~~of its subsidiaries has agreed to toll (extend) the statute of limitations.

OnThe ~~May~~filed 15actions generally are in the early stages of proceedings, ~~2012~~and certain of the actions or threatened actions have been resolved through settlement or otherwise. The aggregate original purchase amount of the purchases at issue in the filed suits is approximately $12 billion, ~~Woori~~and ~~Bank~~the aggregate original purchase amount of the purchases covered by tolling agreements with investors threatening litigation is approximately $6 billion. The largest MBS investor claim against Citigroup and certain of its subsidiaries, as measured by the face value of purchases at issue, has been asserted by the Federal Housing Finance Agency, as conservator for Fannie Mae and Freddie Mac. This suit was filed aon ~~complaint~~September 2, 2011, and has been coordinated in the United States District Court for the Southern District of New York with fifteen other related suits brought by the same plaintiff against ~~Citigroup~~various ~~alleging~~other ~~actionable~~financial ~~misstatements~~institutions. Motions to dismiss in the coordinated suits have been denied in large part, and ~~omissions~~discovery is proceeding. An interlocutory appeal currently is pending in ~~connection~~the ~~with~~United States Court of Appeals ~~Woori~~for ~~Bank’s~~the ~~$95~~Second ~~million~~Circuit ~~investment~~on inissues ~~five~~common ~~collateralized~~to ~~debt~~all ~~obligations~~of the coordinated suits.

On ~~May 18~~April 5, ~~2012~~2013, the ~~Federal~~United ~~Deposit Insurance~~States ~~Corporation~~Court ~~filed~~of Appeals ~~(“FDIC”)~~for ~~complaints in~~ the ~~United~~Second ~~States~~Circuit ~~District~~denied ~~Courts~~defendants’ ~~for~~appeal from the ~~Southern~~district ~~District~~court’s denial of ~~New~~defendants’ ~~York~~motion ~~and~~to ~~the~~dismiss ~~Central~~in ~~District~~FEDERAL ofHOUSING ~~California~~FINANCE ~~against~~AGENCY ~~various~~v. ~~defendants~~UBS AMERICAS, ~~including~~INC., ~~Citigroup~~ET ~~Global Markets Inc~~AL., ~~Citicorp Mortgage~~a ~~Securities~~parallel ~~Inc~~case to FEDERAL HOUSING FINANCE AGENCY v., ~~and~~ALLY ~~CitiMortgage~~FINANCIAL ~~Inc~~INC., inET ~~connection~~AL., ~~with~~FEDERAL ~~purchases~~HOUSING ofFINANCE ~~residential~~AGENCY ~~mortgage-backed~~v. ~~securities~~CITIGROUP ~~(“RMBS”)~~INC., byET ~~two~~AL., ~~failed~~and ~~banks~~FEDERAL ~~for~~HOUSING ~~which~~FINANCE ~~the~~AGENCY ~~FDIC~~v. isJPMORGAN ~~acting~~CHASE & asCO., ~~receiver~~ET AL.

On29 ~~June 6, 2012, the court granted in part and denied in part defendants’ motions to dismiss in WESTERN & SOUTHERN LIFE INS. CO., ET AL. v. RESIDENTIAL FUNDING CO., LLC, ET AL.~~

On June 26, 2012, the court overruled defendants’ demurrer to plaintiff’s amended complaint in FEDERAL HOME LOAN BANK OF CHICAGO v. BANC OF AMERICA SECURITIES, LLC, ET AL.

On July 27, 2012, John Hancock Life Insurance Co. and several affiliated entities filed a complaint in the United States District Court for the District of Minnesota against various defendants, including CGM, asserting disclosure claims arising out of purchases of RMBS.

On August 29, 2012, the United States District Court for the Southern District of New York issued an order preliminarily approving the parties’ settlement in IN RE CITIGROUP INC. SECURITIES LITIGATION, pursuant to which Citigroup has agreed to pay $590 million. A fairness hearing is scheduled for January 15, 2013.

On ~~August~~March 3026, ~~2012~~2013, ~~Rentokil-Initial~~the ~~Pension~~United ~~Scheme~~States ~~filed~~Court aof ~~putative~~Appeals ~~class~~for ~~action complaint~~the ~~against~~Second ~~Citigroup~~Circuit ondenied defendants’ ~~behalf~~petition offor ~~purchasers~~review of 26the ~~Citigroup~~district ~~offerings~~court’s ofOctober 15, ~~medium~~2012 ~~term~~order ~~Euro~~granting ~~Notes~~lead ~~issued~~plaintiffs’ ~~between~~amended ~~October 12,~~motion ~~2005~~for ~~and~~class ~~February 25~~certification in NEW JERSEY CARPENTERS HEALTH FUND V. RESIDENTIAL CAPITAL LLC, ~~2009~~ET AL. ~~The~~Plaintiffs allege ~~complaint~~federal ~~asserts~~securities law claims ~~under~~on ~~Section 90~~behalf of ~~the~~a ~~Financial~~putative ~~Services~~class ~~and Markets~~of ~~Act~~purchasers ~~2000~~of ~~and~~MBSs ~~includes~~issued ~~allegations~~by ~~similar~~Residential toAccredited ~~those~~Loans, ~~asserted~~Inc. inCGM INis REnamed ~~CITIGROUP INC.~~as ~~BOND~~an ~~LITIGATION~~underwriter defendant.

On ~~October~~ January 1518, ~~2012~~2013, ~~the~~defendants ~~United~~filed ~~States~~a ~~District~~notice ~~Court~~of ~~for~~appeal from the ~~Southern District of~~ New York ~~granted~~Supreme ~~lead plaintiffs~~Court’s ~~amended~~order ~~motion~~granting ~~for class certification~~ in ~~NEW~~part ~~JERSEY~~and ~~CARPENTERS~~denying ~~HEALTH~~in ~~FUND~~part ~~v. RESIDENTIAL CAPITAL LLC, ET AL., having previously denied lead plaintiffs~~defendants’ motion ~~for~~to ~~class~~dismiss ~~certification on January 18, 2011. Plaintiffs~~ in ~~this~~LORELEY ~~action allege violations of Sections 11, 12, and 15 of the Securities Act of 1933, as amended, and assert disclosure claims on~~FINANCING ~~behalf~~(JERSEY) ~~of a putative class of purchasers of mortgage-backed securities issued by Residential Accredited Loans, Inc~~NO. ~~pursuant or traceable to prospectus materials filed on March~~ 3 LTD., ~~2006~~ET ~~and~~AL. ~~April 3, 2007~~v. ~~CGM~~CITIGROUP isGLOBAL ~~one~~MARKETS ofINC., ~~the~~ET ~~underwriter defendants~~AL.

Auction-rate Securities-Related Litigation and Other Matters

Antitrust Actions: On March 5, 2013, the United States Court of Appeals for the Second Circuit affirmed the district court’s dismissal of two putative class actions brought on behalf of purchasers and issuers of auction rate securities for alleged violations of Section 1 of the Sherman Antitrust Act.

Other Matters

~~Citigroup~~Terra Securities ~~and~~ASA ~~Citibank~~Konk1sbo, Net al.A v., ~~along~~Citigroup ~~with~~Inc., ~~other~~et Ual.S.: ~~Dollar~~On ~~(USD)~~August 10, ~~LIBOR~~2009, ~~panel~~Norwegian ~~banks,~~securities ~~are~~firm ~~defendants~~Terra inSecurities ~~the~~ASA ~~multidistrict~~Konkursbo ~~litigation~~and ~~(MDL)~~seven ~~proceeding~~Norwegian ~~before~~municipalities ~~Judge~~filed ~~Buchwald~~a complaint in the United States District Court for the Southern District of New York ~~captioned~~against INCitigroup REand ~~LIBOR-BASED~~certain ~~FINANCIAL~~of ~~INSTRUMENTS~~its ~~ANTITRUST~~subsidiaries, ~~LITIGATION.~~including ~~Judge~~CGM ~~Buchwald~~and ~~has~~Citigroup ~~appointed~~Alternative ~~interim~~Investments ~~lead~~LLC. ~~class~~The ~~counsel~~complaint ~~for~~asserts, ~~and~~among ~~consolidated~~other ~~amended complaints have been filed on behalf of~~things, ~~three separate~~claims ~~putative~~for ~~classes~~fraud ofand ~~plaintiffs:~~negligent ~~(1) OTC~~misrepresentation ~~purchasers~~as ofwell ~~derivative~~as ~~instruments~~claims under ~~tied~~Sections to10 ~~USD~~and ~~LIBOR;~~20 ~~(2) purchasers~~ of ~~exchange-traded~~the ~~derivative~~Securities ~~instruments~~Exchange ~~tied~~Act ~~to USD LIBOR; and (3) indirect OTC purchasers~~ of ~~U.S.~~1934 ~~debt securities.~~arising ~~Each~~out of ~~these putative classes alleges that~~ the ~~panel~~municipalities’ ~~bank~~purchase ~~defendants conspired to suppress USD LIBOR in violation~~ of ~~the~~fund-linked ~~Sherman~~notes ~~Act~~acquired ~~and/or~~from the ~~Commodity~~now-defunct ~~Exchange~~securities ~~Act~~firm, ~~thereby~~Terra ~~causing~~Securities, ~~plaintiffs~~which toin ~~suffer~~turn ~~losses~~acquired onthose ~~the~~notes ~~instruments~~from ~~they~~Citigroup ~~purchased.~~and ~~Also~~certain ~~consolidated~~of ~~into~~its ~~the~~subsidiaries. ~~MDL~~Plaintiffs ~~proceeding~~seek ~~are~~approximately ~~individual~~$120 ~~civil~~million ~~actions~~in ~~commenced~~compensatory bydamages, ~~various~~plus ~~Charles~~punitive ~~Schwab~~damages. ~~entities~~Plaintiffs ~~that~~ allege that, ~~the~~among ~~panel~~other ~~bank~~things, ~~defendants~~the ~~conspired~~municipalities toinvested ~~suppress~~in the ~~USD~~notes ~~LIBOR~~after ~~rates~~receiving inpurportedly ~~violation~~false ofand materially ~~the~~misleading ~~Sherman~~marketing ~~Act,~~materials ~~the Racketeer~~that ~~Influenced~~were ~~and~~allegedly ~~Corrupt~~prepared ~~Organizations~~by ~~Act,~~defendants. ~~and~~On ~~California~~March 28, ~~state law~~2013, ~~causing~~ the ~~Schwab~~United ~~entities~~States toDistrict ~~suffer~~Court ~~losses~~for onthe ~~USD~~Southern ~~LIBOR-linked~~District ~~financial~~of ~~instruments~~New ~~that~~York ~~they~~granted ~~owned.~~defendants’ ~~Plaintiffs~~motion infor ~~these~~summary ~~actions~~judgment ~~seek~~dismissing ~~compensatory damages and~~all ~~restitution~~remaining ~~for~~claims ~~losses~~asserted ~~caused~~ by ~~the~~seven ~~alleged~~Norwegian ~~violations,~~municipalities. asPlaintiffs ~~well~~filed asa ~~treble~~notice ~~damages~~of ~~under~~appeal ~~the~~from ~~Sherman~~this ~~Act.~~ruling ~~The~~to ~~Schwab~~the ~~and~~United ~~OTC~~States ~~plaintiffs~~Court ~~also~~of ~~seek~~Appeals ~~injunctive~~for ~~relief~~the Second Circuit.

In30 the course of its business, CGM, as a major futures commission merchant and broker-dealer, is a party to various civil actions, claims and routine regulatory investigations and proceedings that the General Partner believes do not have a material effect on the business of CGM. GCM may establish reserves from time to time in connections with such actions. Additional lawsuits containing claims similar to those described above may be filed in the future.

Item 1A. Risk Factors.

There have been no material changes to the risk factors set forth under Part I, Item 1A. “Risk Factors” in the Partnership’s Annual Report on Form 10-K for the fiscal year ended December 31, ~~2011, and under Part II, Item 1A. “Risk Factors” in the Partnership’s Quarterly Reports on Form 10-Q for the quarters ended March 31,~~ 2012 ~~and June 30~~, ~~2012,~~ other than as set forth below.

~~Speculative~~As ~~position~~a ~~and~~result of ~~trading~~leverage, ~~limits~~small changes in the price of the Partnership’s positions may ~~reduce~~result ~~profitability~~in major losses.

The ~~CFTC~~trading ~~and~~of commodity ~~U.S.~~interests ~~exchanges~~is ~~have established~~ speculative, ~~position~~volatile ~~limits~~and oninvolves ~~the~~a ~~maximum~~high ~~net~~degree ~~long~~of orleverage. ~~net~~A ~~short~~small ~~positions~~change ~~which~~in ~~any~~the ~~person may~~market ~~hold~~price orof ~~control~~a incommodity ~~particular~~interest ~~futures~~contract ~~and~~can ~~options~~produce onmajor ~~futures.~~losses ~~The~~for ~~trading~~the ~~instructions~~Partnership. ofMarket anprices ~~advisor~~can ~~may~~be ~~have~~influenced toby, beamong ~~modified~~other things, ~~and~~changing ~~positions~~supply ~~held~~and bydemand ~~the~~relationships, ~~Partnership~~governmental, ~~may~~agricultural, ~~have~~commercial toand betrade ~~liquidated~~programs inand ~~order~~policies, tonational ~~avoid~~and ~~exceeding~~international ~~these~~political ~~limits.~~and ~~Such modification~~economic orevents, ~~liquidation~~weather ~~could~~and ~~adversely~~climate ~~affect~~conditions, ~~the~~insects ~~operations~~ and ~~profitability~~plant ofdisease, ~~the~~purchases and ~~Partnership~~sales by ~~increasing~~foreign ~~transaction~~countries ~~costs to liquidate positions~~ and ~~foregoing~~changing ~~potential~~interest ~~profits~~rates.

InAn ~~October~~advisor ~~2011,~~that ~~the~~trades ~~CFTC~~at ~~adopted~~a ~~new~~higher ~~rules~~level ~~governing~~of ~~position~~leverage ~~limits.~~will establish Ina ~~September~~greater ~~2012,~~number ~~these~~of ~~rules~~positions ~~were~~than ~~vacated~~it bywould ~~the~~establish ~~United States District Court~~ for ~~the~~an ~~District~~account of ~~Columbia~~similar ~~and~~size ~~remanded~~traded toat the ~~CFTC~~advisor’s ~~for~~standard ~~further consideration~~leverage. ~~It is possible~~Accordingly, ~~nevertheless,~~a ~~that~~greater ~~these~~amount ~~rules~~of ~~may~~the ~~take~~Partnership’s ~~effect~~assets inwill ~~some~~be ~~form~~committed ~~via~~to ~~re-promulgation~~margin orin asuch situations ~~successful~~than ~~appeal~~if by the ~~CFTC~~advisor oftraded ~~the~~its ~~District Court’s~~program ~~ruling.~~at ~~The~~standard ~~vacated~~leverage. ~~rules~~Trading ~~established~~at ~~position~~a ~~limits~~higher onlevel ~~certain~~of ~~futures~~leverage ~~contracts~~may ~~and~~increase ~~any~~the ~~economically~~volatility ~~equivalent~~of ~~futures,~~the ~~options~~Partnership’s ~~and swaps~~account.

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

The Partnership no longer offers Redeemable Units for sale.

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

Period	(a) TotalNumber ofUnits Purchased*		(b) Average PricePaid perUnit**		(c) Total Number ofUnitsPurchased as Partof Publicly AnnouncedPlans or Programs		(d) Maximum Number(or ApproximateDollar Value) of Unitsthat May Yet BePurchased Under thePlans or Programs
July 1, 2012 — July 31, 2012		76.0760	$	1,680.18		N/A		N/A
January 1, 2013 — January 31, 2013		96.9410	$	1,562.30		N/A		N/A
August 1, 2012 — August 31, 2012		106.5290	$	1,671.23		N/A		N/A
February 1, 2013 — February 28, 2013		96.6100	$	1,546.89		N/A		N/A
September 1, 2012 — September 30, 2012		50.8940	$	1,619.91		N/A		N/A
March 1, 2013 — March 31, 2013		301.1660	$	1,575.24		N/A		N/A
		233.4990	$	1,662.96
		494.7170	$	1,567.17

Generally, limited partners are permitted to redeem their Redeemable Units as of the end of each month on three business days’ notice to the General Partner. Under certain circumstances, the General Partner can compel redemption although, to date, the General Partner has not exercised this right. Purchases of Redeemable 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 Redeemable Units are effected as of the last day of each month at the net asset value per Redeemable Unit as of that day. No fee will be charged for redemptions.

Item 3. Defaults Upon Senior Securities — None

Item 4. Mine Safety Disclosures — ~~None~~Not Applicable

Item 5. Other Information. — None

~~The~~31 ~~registrant does not have a board of directors. The General Partner is managed by a board of directors.~~

Effective November 14, 2012, Mr. Damian George was appointed a director of the General Partner.

Damian George, age 45, has been a Director of the General Partner since November 2012. Since June 2012, Mr. George has been the Chief Financial Officer and a principal of the General Partner and is an associate member of the National Futures Association. Since August 2009, Mr. George has been employed by Morgan Stanley Smith Barney LLC, a financial services firm, where his responsibilities include oversight of budgeting, finance and Sarbanes-Oxley testing for the Alternative Investments–Managed Futures group. Since August 2009, Mr. George has been registered as an associated person of Morgan Stanley Smith Barney LLC. From November 2005 through July 2009, Mr. George was employed by Citi Alternative Investments, a division of Citigroup Inc. (“Citigroup”), a financial services firm, which administered Citigroup’s hedge fund and fund of funds business, where he served as Director and was responsible for budgeting, finance and Sarbanes-Oxley testing for the Hedge Fund Management group. From November 2004 through July 2009, Mr. George was registered as an associated person of CGM. Mr. George earned his Bachelor of Science degree in Accounting in May 1989 from Fordham University and his Master of Business Administration degree in International Finance in February 1998 from Fordham University. Mr. George is a Certified Public Accountant.

Item 6. Exhibits

3.1		Limited Partnership Agreement (filed as Exhibit 3.1 to the Registration Statement on Form S-1 filed on February 9, 1994 and incorporated herein by reference).
3.2	(a)	Certificate of Limited Partnership of the Partnership as filed in the office of the Secretary of State of the State of New York on October 13, 1993 (filed as Exhibit 3.2 to the Registration Statement on Form S-1 filed on February 9, 1994 and incorporated herein by reference).
	(b)	Certificate of Amendment of the Certificate of Limited Partnership of the Partnership as filed in the office of the Secretary of State of the State of New York, dated October 1, 1999 (filed as Exhibit 3.2(b) to the Form 10-Q filed on November 16, 2009 and incorporated herein by reference).
	(c)	Certificate of Amendment of the Certificate of Limited Partnership of the Partnership as filed in the office of the Secretary of State of the State of New York, dated May 21, 2003 (filed as Exhibit 3.2(c) to the Form 10-Q filed on November 16, 2009 and incorporated herein by reference).
	(d)	Certificate of Amendment of the Certificate of Limited Partnership of the Partnership as filed in the office of the Secretary of State of the State of New York, dated September 21, 2005 (filed as Exhibit 3.2(d) to the Form 10-Q filed on November 16, 2009 and incorporated herein by reference).
	(e)	Certificate of Amendment of the Certificate of Limited Partnership of the Partnership as filed in the office of the Secretary of State of the State of New York, dated September 19, 2008 (filed as Exhibit 3.2(e) to the Form 10-Q filed on November 16, 2009 and incorporated herein by reference).
	(f)	Certificate of Amendment of the Certificate of Limited Partnership of the Partnership as filed in the office of the Secretary of State of the State of New York, dated September 28, 2009 (filed as Exhibit 3.2(f) to the Form 8-K/A filed on April 14, 2010 and incorporated herein by reference).
	(g)	Certificate of Amendment of the Certificate of Limited Partnership of the Partnership as filed in the office of the Secretary of State of the State of New York, dated April 12, 2010 (filed as Exhibit 3.2(g) to the Form 8-K/A filed on April 14, 2010 and incorporated herein by reference).
	(h)	Certificate of Amendment of the Certificate of Limited Partnership of the Partnership as filed in the office of the Secretary of State of the State of New York, dated July 2, 2010 (filed as exhibit 3.1 to the Form 8-K filed on July 2, 2010 and incorporated herein by reference).
	(i)	Certificate of Amendment of the Certificate of Limited Partnership of the Partnership as filed in the office of the Secretary of State of the State of New York, dated September 2, 2011 (filed as exhibit 3.1 to the Form 8-K filed on September 9, 2011 and incorporated herein by reference).
10.1		Customer Agreement between the Partnership and Smith Barney Shearson Inc. (filed as Exhibit 10.1 to the Registration Statement on Form S-1 filed on February 9, 1994 and incorporated herein by reference).
10.2		Escrow Instructions relating to escrow of subscription funds (filed as Exhibit 10.3 to the Registration Statement on Form S-1 filed on February 9, 1994 and incorporated herein by reference).
10.3	(a)	Management Agreement among the Partnership, the General Partner and Willowbridge (filed as an exhibit to the Form 10-K filed on March 29, 2000 and incorporated herein by reference).
	(b)	Letter extending Management Agreement with Willowbridge from June 30, ~~2011~~2012 to June 30, ~~2012~~2013 (filed as Exhibit 10.3(b) to the Form 10-K filed on March 3027, ~~2012~~2013 and incorporated herein by reference).



	(c)	Amendment to the Management Agreement dated January 1, 2013, by and among the Partnership, Ceres Managed Futures LLC and Willowbridge Associates Inc. (filed as an exhibit to the Current Report on Form 8-K filed on January 7, 2013 and incorporated herein by reference).

10.4	(a)	Management Agreement among the Partnership, the General Partner and Winton (filed as an exhibit to the Form 10-K filed on March 27, 2002 and incorporated herein by reference).

	(b)	Letter extending Management Agreement with Winton from June 30, 2012 to June 30, 2013 (filed as Exhibit 10.4(b) to the Form 10-K filed on March 27, 2013 and incorporated herein by reference).

	(c)	Amendment to the Management Agreement dated January 1, 2012, by and among the Partnership, the General Partner and Winton Capital Management Limited (filed as Exhibit 10.1 to the Form 10-K on January 6, 2011 and incorporated herein by reference).

10.5	(a)	Management Agreement among the Partnership, the General Partner and Graham (filed as an exhibit to the Form 10-K filed on March 27, 2002 and incorporated herein by reference).

	(b)	Letter extending Management Agreement with Graham from June 30, 2012 to June 30, 2013 (filed as Exhibit 10.5(b) to the Form 10-K filed on March 27, 2013 and incorporated herein by reference).

10.6	(a)	Management Agreement among the Partnership, the General Partner and Eckhardt (filed as an Exhibit 10 to the Form 10-Q filed on August 14, 2008 and incorporated herein by reference).

	(b)	Letter extending Management Agreement with Eckhardt from June 30, 2012 to June 30, 2013 (filed as Exhibit 10.6(b) to the Form 10-K filed on March 27, 2013 and incorporated herein by reference).

10.7	(a)	Management Agreement among the Partnership, the General Partner and SandRidge (filed as Exhibit 10.1 to the Form 8-K filed on June 2, 2009 and incorporated herein by reference).

	(b)	Letter extending Management Agreement with SandRidge from June 30, 2012 to June 30, 2013 (filed as Exhibit 10.7(b) to the Form 10-K filed on March 27, 2013 and incorporated herein by reference).

10.8		Joinder Agreement among the Partnership, the General Partner, CGM and Morgan Stanley Smith Barney LLC (filed as Exhibit 10 to the Form 10-Q filed on August 14, 2009 and incorporated herein by reference).

31.1		Rule 13a-14(a)/15d-14(a) Certification (Certification of President and Director). (filed herewith)

31.2		Rule 13a-14(a)/15d-14(a) Certification (Certification of Chief Financial Officer and Director). (filed herewith)

32.1		Section 1350 Certification (Certification of President and Director). (filed herewith)

32.2		Section 1350 Certification (Certification of Chief Financial Officer and Director). (filed herewith)

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 Linkbase Document.

101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document.

101.DEF		XBRL Taxonomy Extension Definition Document.

10.4	(a)	Management Agreement among the Partnership, the General Partner and Winton (filed as an exhibit to the Form 10-K filed on March 27, 2002 and incorporated herein by reference).
	(b)	Letter extending Management Agreement with Winton from June 30, 2011 to June 30, 2012 (filed as Exhibit 10.4(b) to the Form 10-K filed on March 30, 2012 and incorporated herein by reference).
10.5	(a)	Management Agreement among the Partnership, the General Partner and Graham (filed as an exhibit to the Form 10-K filed on March 27, 2002 and incorporated herein by reference).
	(b)	Letter extending Management Agreement with Graham from June 30, 2011 to June 30, 2012 (filed as Exhibit 10.5(b) to the Form 10-K filed on March 30, 2012 and incorporated herein by reference).
10.6	(a)	Management Agreement among the Partnership, the General Partner and Eckhardt (filed as an exhibit to the Form 10-Q filed on August 14, 2008 and incorporated herein by reference).
	(b)	Letter extending Management Agreement with Eckhardt from June 30, 2011 to June 30, 2012 (filed as Exhibit 10.6(b) to the Form 10-K filed on March 30, 2012 and incorporated herein by reference).
10.7	(a)	Management Agreement among the Partnership, the General Partner and SandRidge (filed as Exhibit 10.1 to the Form 8-K filed on June 2, 2009 and incorporated herein by reference).
	(b)	Letter extending Management Agreement with SandRidge from June 30, 2011 to June 30, 2012 (filed as Exhibit 10.7(b) to the Form 10-K filed on March 30, 2012 and incorporated herein by reference).
10.8		Joinder Agreement among the Partnership, the General Partner, CGM and Morgan Stanley Smith Barney LLC (filed as Exhibit 10 to the Form 10-Q filed on August 14, 2009 and incorporated herein by reference).
31.1		Rule 13a-14(a)/15d-14(a) Certification (Certification of President and Director). (filed herein)
31.2		Rule 13a-14(a)/15d-14(a) Certification (Certification of Chief Financial Officer and Director). (filed herein)
32.1		Section 1350 Certification (Certification of President and Director). (filed herein)
32.2		Section 1350 Certification (Certification of Chief Financial Officer and Director). (filed herein)
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 Linkbase Document.
101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document.
101.DEF		XBRL Taxonomy Extension Definition Document.

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.

DIVERSIFIED MULTI-ADVISOR FUTURES FUND L.P.


By:		Ceres Managed Futures LLC
		(General Partner)


By:		/s/ Walter Davis
		Walter Davis
		President and Director

Date: ~~November~~May 1415, ~~2012~~2013


By:		/s/ Damian George
		Damian George
		Chief Financial Officer and Director
		(Principal Accounting Officer)

Date: ~~November~~May 1415, ~~2012~~2013

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