UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

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

OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~March~~June 3130, 2017

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 000-26338

MORGAN STANLEY SMITH BARNEY SPECTRUM TECHNICAL L.P.

(Exact name of registrant as specified in its charter)



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

c/o Ceres Managed Futures LLC

522 Fifth Avenue

New York, New York 10036

(Address of principal executive offices) (Zip Code)

(855) 672-4468

(Registrant’s telephone number, including area code)

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, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

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

Smaller reporting company Emerging growth company

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

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

Yes No X

As of ~~April~~July 3031, 2017, 3,~~212~~040,~~792~~454.~~973~~411 Limited Partnership Units were outstanding.

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements.

Morgan Stanley Smith Barney Spectrum Technical L.P.

Statements of Financial Condition

(Unaudited)


	June 30, 2017 (Unaudited)		December 31, 2016
Assets:
Investment in SECOR Master Fund ⁽¹⁾, at fair value	$	19,192,483	$	19,624,189

Equity in trading account:
Unrestricted cash		31,058,572		38,804,219
Restricted cash		6,150,071		6,959,456
Net unrealized appreciation on open futures contracts		-		294,434

Total equity in trading account		37,208,643		46,058,109

Cash at bank		825		217
Interest receivable		30,421		14,714

Total assets	$	56,432,372	$	65,697,229

Liabilities and Partners’ Capital:
Liabilities:
Net unrealized depreciation on open futures contracts	$	1,340,531	$	-
Net unrealized depreciation on open forward contracts		44,935		64,550
Accrued expenses:
Ongoing placement agent fees		95,454		108,663
General Partner fees		95,454		108,663
Management fees		72,524		82,187
Redemptions payable to General Partner		-		125,000
Redemptions payable to Limited Partners		1,154,485		2,337,625

Total liabilities		2,803,383		2,826,688

Partners’ Capital:
General Partner, 37,652.383 and 39,044.365 Units outstanding at June 30, 2017 and December 31, 2016, respectively		646,758		686,707
Limited Partners, 3,084,469.156 and 3,535,764.033 Units outstanding at June 30, 2017 and December 31, 2016, respectively		52,982,231		62,183,834

Total partners’ capital (net asset value)		53,628,989		62,870,541

Total liabilities and partners’ capital	$	56,432,372	$	65,697,229

Net asset value per Unit	$	17.18	$	17.59

	March 31,2017		December 31,2016
Assets:
Investment in SECOR Master Fund (1), at fair value	$	18,499,177	$	19,624,189
Equity in trading account:
Unrestricted cash		34,695,950		38,804,219
Restricted cash		6,814,755		6,959,456
Net unrealized appreciation on open futures contracts		436,046		294,434
Total equity in trading account		41,946,751		46,058,109
Cash at bank		1,022		217
Interest receivable		25,027		14,714
Total assets	$	60,471,977	$	65,697,229
Liabilities and Partners’ Capital:
Liabilities:
Net unrealized depreciation on open forward contracts	$	331,952	$	64,550
Accrued expenses:
Ongoing placement agent fees		101,714		108,663
General Partner fees		101,714		108,663
Management fees		76,778		82,187
Redemptions payable to General Partner		-		125,000
Redemptions payable to Limited Partners		1,800,722		2,337,625
Total liabilities		2,412,880		2,826,688
Partners’ Capital:
General Partner, 39,044.365 Units outstanding at March 31, 2017 and December 31, 2016		681,893		686,707
Limited Partners, 3,285,350.181 and 3,535,764.033 Units outstanding at March 31, 2017 and December 31, 2016, respectively		57,377,204		62,183,834
Total partners’ capital (net asset value)		58,059,097		62,870,541
Total liabilities and partners’ capital	$	60,471,977	$	65,697,229
Net asset value per Unit	$	17.46	$	17.59

⁽¹⁾	Defined in Note 1.

See accompanying notes to these financial statements.

Morgan Stanley Smith Barney Spectrum Technical L.P.

Condensed Schedule of Investments

~~March~~June 3130, 2017

(Unaudited)

	Notional ($)/ Number of Contracts		Fair Value			% of Partners’ Capital
	Notional ($)/Number of Contracts		Fair Value			% of Partners’Capital
Futures Contracts Purchased
Commodity		~~129~~63	$	~~25,292~~310			0.0400	%*
Equity		~~513~~460		~~214~~(407,~~786~~522	)		(0.3776	)
Currencies		5840		348,~~428~~554			0.0602
Interest rates		1,~~410~~339		~~217~~(784,~~959~~839	)		0(1.3846	)
Total futures contracts purchased				~~492~~(1,~~465~~183,497	)		0(2.8520	)
Futures Contracts Sold
Commodity		~~354~~466		97(185,~~057~~166	)		(0.1735	)
Equity		6235		(71,~~311)~~357			(0.~~01)~~00	*
Currencies		~~103~~6		(429,~~253)~~287	)		(0.~~07)~~02	)
Interest rates		~~510~~78		~~(103~~36,~~912)~~062			(0.~~18)~~07
Total futures contracts sold				(56157,~~419)~~034	)		(0.~~09)~~30	)
Net unrealized appreciation on open futures contracts			$	436,046			0.76	%
Net unrealized depreciation on open futures contracts			$	(1,340,531	)		(2.50	) %
Unrealized Appreciation on Open Forward Contracts
Commodity		6332	$	7378,~~726~~130			0.1315	%
Currencies	$	3438,~~479~~142,~~575~~787		~~397~~497,~~652~~708			0.6893
Total unrealized appreciation on open forward contracts				~~471~~575,~~378~~838			01.8108
Unrealized Depreciation on Open Forward Contracts
Commodity		4546		(~~129~~81,~~727)~~845	)		(0.~~22)~~15	)
Currencies	$	5729,~~428,~~842,188		(~~673~~538,~~603)~~928	)		(1.~~16)~~01	)
Total unrealized depreciation on open forward contracts				(~~803~~620,~~330)~~773	)		(1.~~38)~~16	)
Net unrealized depreciation on open forward contracts			$	(~~331~~44,~~952)~~935	)		(0.~~57)~~08	) %

*	Due to rounding.

See accompanying notes to these financial statements.

Morgan Stanley Smith Barney Spectrum Technical L.P.

Condensed Schedule of Investments

December 31, 2016

	Notional ($)/ Number of Contracts		Fair Value			% of Partners’Capital
	Notional ($)/Number of Contracts		Fair Value			% of Partners’Capital
Futures Contracts Purchased
Commodity		174	$	(15,541)	)		(0.02)	)%
Equity		472		213,149			0.34
Currencies		90		(77,975)	)		(0.12)	)
Interest rates		1,230		104,180			0.16
Total futures contracts purchased				223,813			0.36
Futures Contracts Sold
Commodity		239		112,739			0.18
Equity		100		(4,886)	)		(0.01)	)
Currencies		116		(42,388)	)		(0.07)	)
Interest rates		851		5,156			0.01
Total futures contracts sold				70,621			0.11
Net unrealized appreciation on open futures contracts			$	294,434			0.47	%
Unrealized Appreciation on Open Forward Contracts
Commodity		26	$	58,919			0.09	%
Currencies	$	42,090,719		606,892			0.97
Total unrealized appreciation on open forward contracts				665,811			1.06
Unrealized Depreciation on Open Forward Contracts
Commodity		68		(293,032)	)		(0.47)	)
Currencies	$	30,260,348		(437,329)	)		(0.69)	)
Total unrealized depreciation on open forward contracts				(730,361)	)		(1.16)	)
Net unrealized depreciation on open forward contracts			$	(64,550)	)		(0.10)	)%

See accompanying notes to these financial statements.

Morgan Stanley Smith Barney Spectrum Technical L.P.

Statements of Income and Expenses

(Unaudited)

	Three Months EndedMarch 31,
	Three Months EndedJune 30,						Six Months EndedJune 30,
	2017			2016			2017			2016
Investment Income:
Interest income	$	6386,~~249~~198		$	4333,~~977~~381		$	149,447		$	77,358
Expenses:
Ongoing placement agent fees		~~308~~288,~~160~~266			~~459~~409,~~663~~193			596,426			868,856
General Partner fees		~~308~~288,~~160~~266			~~459~~409,~~663~~193			596,426			868,856
Management fees		~~232~~218,~~870~~212			~~363~~324,~~256~~789			451,082			688,045
Incentive fees		-			~~208,244~~-			-			208,244
Total expenses		~~849~~794,~~190~~744			1,~~490~~143,~~826~~175			1,643,934			2,634,001
Net investment loss		(~~785~~708,~~941)~~546	)		(1,~~446~~109,~~849)~~794	)		(1,494,487	)		(2,556,643	)
Trading Results:
Net gains (losses) on trading of commodity interests and investment in SECOR Master Fund:
Net realized gains (losses) on closed contracts		~~694~~394,~~962~~525			~~805~~(3,~~715~~336,506	)		1,089,487			(2,530,791	)
Net realized gains (losses) on closed contracts allocated from SECOR Master Fund		~~136~~1,~~612~~595,798			(391,~~666)~~287,753	)		1,732,410			(1,327,419	)
Net change in unrealized gains (losses) on open contracts		(~~124~~1,~~506)~~490,549	)		~~525~~1,~~806~~994,544			(1,615,055	)		2,520,350
Net change in unrealized gains (losses) on open contracts allocated from SECOR Master Fund		(~~337~~658,~~635)~~342	)		~~687~~812,~~224~~357			(995,977	)		1,499,581
Total trading results		~~369~~(158,~~433~~568	)		(1,~~979~~817,~~079~~358	)		210,865			161,721
Net income (loss)	$	(~~416~~867,~~508)~~114	)	$	~~532~~(2,~~230~~927,152	)	$	(1,283,622	)	$	(2,394,922	)
Net income (loss) per Unit*	$	(0.~~13)~~28	)	$	(0.1063	)	$	(0.41	)	$	(0.53	)
Weighted average number of Units outstanding		3,~~500~~255,~~419~~184.~~248~~262			4,~~707~~463,~~109~~122.~~076~~786			3,377,801.755			4,585,200.646

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

See accompanying notes to these financial statements.

Morgan Stanley Smith Barney Spectrum Technical L.P.

Statements of Changes in Partners’ Capital

For the ~~Three~~Six Months Ended ~~March~~June 3130, 2017 and 2016

(Unaudited)

	Units ofPartnershipInterest			LimitedPartners			~~General Partner~~GeneralPartner			Total
Partners’ Capital, December 31, 2016		3,574,808.398		$	62,183,834		$	686,707		$	62,870,541
Net income (loss)		-			(~~411~~1,~~694)~~268,673	)		(414,~~814)~~949	)		(~~416~~1,~~508)~~283,622	)
Redemptions		(250,413.852)			(4,394,936)			-			(4,394,936)
Redemptions - Limited Partners		(451,294.877	)		(7,932,930	)		-			(7,932,930	)
Partners’ Capital, March 31, 2017		3,324,394.546		$	57,377,204		$	681,893		$	58,059,097
Redemptions - General Partner		(1,391.982	)		-			(25,000	)		(25,000	)
Partners’ Capital, June 30, 2017		3,122,121.539		$	52,982,231		$	646,758		$	53,628,989
Partners’ Capital, December 31, 2015		4,768,388.506		$	89,337,807		$	1,046,114		$	90,383,921
Net income (loss)		-			~~522~~(2,~~371~~374,104	)		9(20,~~859~~818	)		~~532~~(2,~~230~~394,922	)
Redemptions		(220,374.930)			(4,172,957)			(125,000)			(4,297,957)
Redemptions - Limited Partners		(460,218.618	)		(8,634,466	)		-			(8,634,466	)
Partners’ Capital, March 31, 2016		4,548,013.576		$	85,687,221		$	930,973		$	86,618,194
Redemptions - General Partner		(9,039.202	)		-			(175,273	)		(175,273	)
Partners’ Capital, June 30, 2016		4,299,130.686		$	78,329,237		$	850,023		$	79,179,260

See accompanying notes to these financial statements.

Morgan Stanley Smith Barney Spectrum Technical L.P.

Notes to Financial Statements

(Unaudited)

1.	Organization:

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

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

During the reporting periods ended ~~March~~June 3130, 2017 and 2016, the Partnership’s commodity broker was Morgan Stanley & Co. LLC (“MS&Co.”), a registered futures commission merchant. MS&Co. also acts as the counterparty on all trading of foreign currency forward contracts. Morgan Stanley Smith Barney LLC, doing business as Morgan Stanley Wealth Management (“Morgan Stanley Wealth Management”) is a principal subsidiary of MSD Holdings. MS&Co. and its affiliates act as the custodians of the Partnership’s assets available for trading in Futures Interests. MS&Co. is a wholly-owned subsidiary of Morgan Stanley. The Partnership also deposits a portion of its cash in a non-trading account at JPMorgan Chase Bank, N.A. The trading advisors to the Partnership are Campbell & Company, Inc. (“Campbell”), Aspect Capital Limited (“Aspect”), Secor Capital Advisors, L.P. (“SECOR”) and FORT, L.P. (“FORT”). Prior to March 31, 2016, Winton Capital Management Limited (“Winton” and together with Campbell, Aspect and SECOR, each, individually, a “Trading Advisor” or collectively, the “Trading Advisors”), respectively, were also trading advisors to the Partnership.

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

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

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

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

Morgan Stanley Smith Barney Spectrum Technical L.P.

Notes to Financial Statements

(Unaudited)

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

The accompanying financial statements and accompanying notes are unaudited but, in the opinion of the General Partner, include all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the Partnership’s financial condition at ~~March~~June 3130, 2017, ~~and~~ the results of its operations for the three and six months ended June 30, 2017 and 2016 and changes in partners’ capital for the ~~three~~ six months ended ~~March~~June 3130, 2017 and 2016. These financial statements present the results of interim periods and do not include all disclosures normally provided in annual financial statements. These financial statements should be read together with the financial statements and notes included in the Partnership’s Annual Report on Form 10-K (the “Form 10-K”) filed with the Securities and Exchange Commission (the “SEC”) for the year ended December 31, 2016. The December 31, 2016 information has been derived from the audited financial statements as of and for the year ended December 31, 2016.

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

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

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

Statement of Cash Flows. The Partnership has not provided a Statement of Cash Flows, as permitted by Accounting Standards Codification (“ASC”) 230, “Statement of Cash Flows.” The Statements of Changes in Partners’ Capital is included herein, and as of and for the periods ended ~~March~~ June 3130, 2017 and 2016, the Partnership carried no debt and substantially all the Partnership’s investments were carried at fair value and classified as Level 1 and Level 2 measurements.

Partnership’s/SECOR Master Fund’s Investments. All Futures Interests of the Partnership/SECOR Master Fund, including derivative financial instruments and derivative commodity instruments, are held for trading purposes. Futures Interests denominated in foreign currencies are translated into U.S. dollars at the exchange rates prevailing at the measurement date. Gains or losses are realized when contracts are liquidated and are determined using the first-in, first-out method. Unrealized gains or losses on open contracts are included as a component of equity in trading account in the Partnership’s/SECOR Master Fund’s Statements of Financial Condition. Net realized gains or losses and net change in unrealized gains or losses are included in the Partnership’s/SECOR Master Fund’s Statements of Income and Expenses.

The Partnership carries its investment in SECOR Master Fund at fair value based on its proportionate interest in SECOR Master Fund’s net asset value as calculated by SECOR Master Fund.

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

Restricted and Unrestricted Cash. The cash held by the Partnership available for trading in Futures Interests, if any, is on deposit in commodity brokerage accounts with MS&Co. As reflected in the Statements of Financial Condition, restricted cash equals the cash portion of assets on ~~deposits~~deposit to meet margin requirements, as determined by the exchange or counterparty, and required by MS&Co. All of these amounts are maintained separately. At ~~March~~June 3130, 2017 and December 31, 2016, the amount of cash held for margin requirements was $6,~~814~~150,~~755~~071 and $6,959,456, respectively. Cash that is not classified as restricted cash is therefore classified as unrestricted cash. Restricted and unrestricted cash includes cash denominated in foreign currencies of $~~163~~(165,~~504~~316) (~~cost~~proceeds of $~~162~~164,~~893~~938) and $(205,801) (proceeds of $205,128) as of ~~March~~June 3130, 2017 and December 31, 2016, respectively.

Morgan Stanley Smith Barney Spectrum Technical L.P.

Notes to Financial Statements

(Unaudited)

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

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

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

There have been no material changes with respect to the Partnership’s critical accounting policies as reported in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2016.

Morgan Stanley Smith Barney Spectrum Technical L.P.

Notes to Financial Statements

(Unaudited)

3.	Financial Highlights:

Financial highlights for the limited partner class as a whole for the three and six months ended ~~March~~June 3130, 2017 and 2016 were as follows:

	Three Months EndedMarch 31,
	Three MonthsEnded June 30,						Six Months EndedJune 30,
	2017			2016			2017			2016
Per Unit Performance (for a unit outstanding throughout the period): *
Net realized and unrealized gains (losses)	$	(0.0906	)	$	(0.4138	)	$	0.03		$	0.03
Net investment loss		(0.22)	)		(0.~~31)~~25	)		(0.44	)		(0.56	)
Net increase (decrease) for the period		(0.~~13)~~28	)		(0.1063	)		(0.41	)		(0.53	)
Net asset value per Unit, beginning of period		17.5946			1819.9505			17.59			18.95
Net asset value per Unit, end of period	$	17.4618		$	1918.0542		$	17.18		$	18.42
	Three Months EndedMarch 31,
	Three Months EndedJune 30,						Six Months EndedJune 30,
	2017			2016			2017			2016
Ratios to Average Limited Partners’ Capital: **
Net investment loss ***		(5.~~2)%~~0	)%		(5.~~7)%~~5	)%		(5.1	)%		(5.7	)%
Operating expenses before incentive fees		5.~~7 %~~6	%		5.7 %	%		5.6	%		5.7	%
Incentive fees		~~0.0 %~~-	%		~~0.2 %~~-	%		-	%		0.2	%
Operating expenses after incentive fees		5.~~7 %~~6	%		5.~~9 %~~7	%		5.6	%		5.9	%
Total return:
Total return before incentive fees		(01.~~7)%~~6	)%		0(3.~~8 %~~3	)%		(2.3	)%		(2.6	)%
Incentive fees		~~0.0 %~~-	%		~~(0.3)%~~-	%		-	%		(0.2	)%
Total return after incentive fees		(01.~~7)%~~6	)%		0(3.~~5 %~~3	)%		(2.3	)%		(2.8	)%

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

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

***	Interest income less total expenses.

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

Morgan Stanley Smith Barney Spectrum Technical L.P.

Notes to Financial Statements

(Unaudited)

4.	Financial Instruments:

The Partnership and SECOR Master Fund trade Futures Interests. Futures and forwards represent contracts for delayed delivery of an instrument at a specified date and price. Futures Interests are open commitments until the settlement date, at which time they are realized. They are valued at fair value, generally on a daily basis, and the unrealized gains and losses on open contracts (the difference between contract trade price and market price) are reported in the Statements of Financial Condition as a net unrealized appreciation or depreciation on open futures contracts or net unrealized appreciation or depreciation on open forward contracts. The resulting net change in unrealized gains and losses is reflected in “Net change in unrealized gains (losses) on open contracts” and “Net change in unrealized gains (losses) on open contracts allocated from SECOR Master Fund” from one period to the next in the Statements of Income and Expenses. The Partnership’s contracts are accounted for on a trade-date basis. Risk arises from changes in the value of these contracts and the potential inability of counterparties to perform under the terms of the contracts. There are numerous factors which may significantly influence the fair value of these contracts, including interest rate volatility.

The fair value of an exchange-traded contract is based on the settlement price quoted by the exchange on the day with respect to which fair value is being determined. If an exchange-traded contract could not have been liquidated on such day due to the operation of daily limits or other rules of the exchange, the settlement price will be equal to the settlement price on the first subsequent day on which the contract could be liquidated.

The General Partner estimates that, at any given time, approximately 3433.43% to 4041.32% of the Partnership’s contracts are traded over-the-counter.

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

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

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

Morgan Stanley Smith Barney Spectrum Technical L.P.

Notes to Financial Statements

(Unaudited)

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

Gains and losses on open positions of exchange-traded futures and exchange-traded forward contracts are settled daily through variation margin. Gains and losses on non-exchange traded forward currency contracts are settled upon termination of the contract. Gains and losses on non-exchange traded forward currency option contracts are settled on an agreed-upon settlement date.

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

5.	Trading Activities:

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

All of the Futures Interests owned by the Partnership are held for trading purposes. The monthly average number of futures contracts traded during the three months ended ~~March~~June 3130, 2017 and 2016 were 32,~~091~~982 and 2,~~942~~525, respectively. The monthly average number of ~~metals~~futures contracts traded during the six months ended June 30, 2017 and 2016 were 3,037 and 2,734, respectively. The monthly average number of metal forward contracts traded during the three months ended ~~March~~June 3130, 2017 and 2016 were ~~178~~174 and ~~474~~ 523, respectively. The monthly average number of metal forward contracts traded during the six months ended June 30, 2017 and 2016 were 176 and 498, respectively. The monthly average notional values of currency forward contracts traded during the three months ended ~~March~~June 3130, 2017 and 2016 were $~~127~~140,~~470~~525,~~236~~137 and $~~354~~418,~~104~~763,~~113~~812, respectively. The monthly average notional values of currency forward contracts traded during the six months ended June 30, 2017 and 2016 were $133,997,687 and $386,433,963, respectively.

Morgan Stanley Smith Barney Spectrum Technical L.P.

Notes to Financial Statements

(Unaudited)

The following tables summarize the gross and net amounts recognized relating to the assets and liabilities of the Partnership’s derivatives and their offsetting subject to master netting agreements or similar agreements as of ~~March~~June 3130, 2017 and December 31, 2016, respectively.

March 31, 2017	Gross Amounts Recognized			Gross Amounts Offset in theStatements ofFinancialCondition			Amounts Presented in the Statements ofFinancialCondition			Gross Amounts Not Offset in the Statements of Financial Condition
	Gross AmountsRecognized			Gross AmountsOffset in theStatements ofFinancialCondition			AmountsPresented in theStatements ofFinancialCondition			Gross Amounts Not Offset in theStatements of Financial Condition				Net Amount
										FinancialInstruments		Cash CollateralReceived/Pledged*		~~Net Amount~~
June 30, 2017
Assets
Futures	$	1333,~~001,600~~157		$	(~~565~~333,~~554)~~157	)	$	~~436,046~~-		$	-	$	-	$	~~436,046~~-
Forwards		~~471~~575,~~378~~838			(~~471~~575,~~378)~~838	)		-			-		-		-
Total assets	$	1908,~~472,978~~995		$	(1908,~~036,932)~~995	)	$	~~436,046~~-		$	-	$	-	$	~~436,046~~-
Liabilities
Futures	$	(~~565~~1,~~554)~~673,688	)	$	~~565~~333,~~554~~157		$	-(1,340,531	)	$	-	$	-	$	-(1,340,531	)
Forwards		(~~803~~620,~~330)~~773	)		~~471~~575,~~378~~838			(~~331~~44,~~952)~~935	)		-		-		(~~331~~44,~~952)~~935	)
Total liabilities	$	(12,~~368~~294,~~884)~~461	)	$	1908,~~036,932~~995		$	(~~331~~1,~~952)~~385,466	)	$	-	$	-	$	(~~331~~1,~~952)~~385,466	)
Net fair value														$	~~104~~(1,~~094~~385,466	)*
December 31, 2016	Gross AmountsRecognized			Gross AmountsOffset in theStatements ofFinancialCondition			AmountsPresented in theStatements ofFinancialCondition			Gross Amounts Not Offset in theStatements of Financial Condition
										FinancialInstruments		Cash CollateralReceived/Pledged*		Net Amount
Assets
Futures	$	1,051,049		$	(756,615)		$	294,434		$	-	$	-	$	294,434
Forwards		665,811			(665,811)			-			-		-		-
Total assets	$	1,716,860		$	(1,422,426)		$	294,434		$	-	$	-	$	294,434
Liabilities
Futures	$	(756,615)		$	756,615		$	-		$	-	$	-	$	-
Forwards		(730,361)			665,811			(64,550)			-		-		(64,550)
Total liabilities	$	(1,486,976)		$	1,422,426		$	(64,550)		$	-	$	-	$	(64,550)
Net fair value														$	229,884	*

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


December 31, 2016	Gross Amounts Recognized			Gross Amounts Offset in the Statements of Financial Condition			Amounts Presented in the Statements of Financial Condition			Gross Amounts Not Offset in the Statements of Financial Condition				Net Amount
										Financial Instruments		Cash Collateral Received/ Pledged*



Assets
Futures	$	1,051,049		$	(756,615	)	$	294,434		$	-	$	-	$	294,434
Forwards		665,811			(665,811	)		-			-		-		-

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

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

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

Net fair value														$	229,884	*

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

Morgan Stanley Smith Barney Spectrum Technical L.P.

Notes to Financial Statements

(Unaudited)

The following tables indicate the gross fair values of derivative instruments of futures and forward contracts held by the Partnership as separate assets and liabilities as of ~~March~~June 3130, 2017 and December 31, 2016, respectively.

	March 31, 2017
	June 30, 2017
Assets
Futures Contracts
Commodity	$	~~287~~187,~~140~~510
Equity		~~379~~38,~~281~~598
Currencies		5717,~~361~~160
Interest rates		~~277~~89,~~818~~889
Total unrealized appreciation on open futures contracts		1333,~~001,600~~157
Liabilities
Futures Contracts
Commodity		(~~164~~372,~~791)~~366	)
Equity		(~~171~~444,~~806)~~763	)
Currencies		(6517,~~186)~~893	)
Interest rates		(~~163~~838,~~771)~~666	)
Total unrealized depreciation on open futures contracts		(~~565~~1,~~554)~~673,688	)
Net unrealized appreciation on open futures contracts	$	436,046	*
Net unrealized depreciation on open futures contracts	$	(1,340,531	)*
Assets
Forward Contracts
Commodity	$	7378,~~726~~130
Currencies		~~397~~497,~~652~~708
Total unrealized appreciation on open forward contracts		~~471~~575,~~378~~838
Liabilities
Forward Contracts
Commodity		(~~129~~81,~~727)~~845	)
Currencies		(~~673~~538,~~603)~~928	)
Total unrealized depreciation on open forward contracts		(~~803~~620,~~330)~~773	)
Net unrealized depreciation on open forward contracts	$	(~~331~~44,~~952)~~935	)**

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

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

Morgan Stanley Smith Barney Spectrum Technical L.P.

Notes to Financial Statements

(Unaudited)

	December 31, 2016
Assets
Futures Contracts
Commodity	$	323,692
Equity		348,618
Currencies		24,345
Interest rates		354,394
Total unrealized appreciation on open futures contracts		1,051,049
Liabilities
Futures Contracts
Commodity		(226,494)	)
Equity		(140,355)	)
Currencies		(144,708)	)
Interest rates		(245,058)	)
Total unrealized depreciation on open futures contracts		(756,615)	)
Net unrealized appreciation on open futures contracts	$	294,434	*
Assets
Forward Contracts
Commodity	$	58,919
Currencies		606,892
Total unrealized appreciation on open forward contracts		665,811
Liabilities
Forward Contracts
Commodity		(293,032)	)
Currencies		(437,329)	)
Total unrealized depreciation on open forward contracts		(730,361)	)
Net unrealized depreciation on open forward contracts	$	(64,550)	)**

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

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

Morgan Stanley Smith Barney Spectrum Technical L.P.

Notes to Financial Statements

(Unaudited)

The following tables indicate the Partnership’s trading gains and losses, by market sector, on derivative instruments for the three and six months ended ~~March~~June 3130, 2017 and 2016, respectively.

	Three Months Ended March 31,
	Three Months Ended June 30,						Six Months Ended June 30,
Sector	2017			2016			2017			2016
Commodity	$	(~~483~~260,~~487~~592	)	$	(~~584~~1,~~605~~398,071	)	$	(744,079	)	$	(1,982,676	)
Equity		1,~~804~~784,~~705~~202			~~239~~(1,~~783~~342,238	)		3,588,907			(1,102,455	)
Currencies		(~~409~~827,~~850~~458	)		(~~279~~591,~~624~~439	)		(1,237,308	)		(871,063	)
Interest rates		(~~541~~854,~~935~~720	)		21,~~603~~514,~~525~~390			(1,396,655	)		4,117,915
Total	$	~~369~~(158,~~433~~568	)*	$	(1,~~979~~817,~~079~~358	)*	$	210,865	*	$	161,721	*

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

6.	Fair Value Measurements:

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

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

The Partnership and SECOR Master Fund consider prices for exchange-traded commodity futures, forward, swap and option ~~contracts~~ contracts to be based on unadjusted quoted prices in active markets for identical assets and liabilities (Level 1). The values of U.S. Treasury bills, non-exchange-traded forward, swap and certain option contracts for which market quotations are not readily available are priced by ~~broker quotes or~~ pricing services that derive fair values for those assets and liabilities from observable inputs (Level 2). As of ~~March~~June 3130, 2017 and December 31, 2016 and for ~~the~~ the periods ended ~~March~~June 3130, 2017 and ~~December 31,~~ 2016, the Partnership and SECOR Master Fund did not hold any derivative instruments that were priced at fair value using unobservable inputs through the application of the General Partner’s assumptions and internal valuation pricing models (Level 3). Transfers between levels are recognized at the end of the reporting period. During the reporting periods, there were no transfers of assets or liabilities between Level 1 and Level 2.

Morgan Stanley Smith Barney Spectrum Technical L.P.

Notes to Financial Statements

(Unaudited)

March 31, 2017	Total				Level 1				Level 2		Level 3
June 30, 2017	Total		Level 1		Level 2		Level 3
Assets
Futures	$	~~$ 1~~333,~~001,600~~157	$	333,157	$	~~$ 1,001,600~~-	$	-		~~$ -~~		~~$ -~~
Forwards		~~471~~575,~~378~~838		78,130		73497,~~726~~708		-		~~397,652~~		-
Total assets	$	~~$ 1~~908,~~472,978~~995	$	411,287	$	~~$ 1~~497,~~075,326~~708	$	-		~~$ 397,652~~		~~$ -~~
Liabilities
Futures	$	~~$ 565~~1,~~554~~673,688	$	1,673,688	$	~~$ 565,554~~-	$	-		~~$ -~~		~~$ -~~
Forwards		~~803~~620,~~330~~773		81,845		~~129~~538,~~727~~928		-		~~673,603~~		-
Total liabilities	$	~~$ 1~~2,~~368~~294,~~884~~461	$	1,755,533	$	~~$ 695~~538,~~281~~928	$	-		~~$ 673,603~~		~~$ -~~
December 31, 2016	Total		Level 1		Level 12		Level 3		~~Level 2~~		~~Level 3~~
Assets
Futures	$	$ 1,051,049	$	1,051,049	$	~~$ 1,051,049~~-	$	-		~~$ -~~		~~$ -~~
Forwards		665,811		58,919		58606,~~919~~892		-		~~606,892~~		-
Total assets	$	$ 1,716,860	$	1,109,968	$	~~$ 1~~606,~~109,968~~892	$	-		~~$ 606,892~~		~~$ -~~
Liabilities
Futures	$	$ 756,615	$	756,615	$	~~$ 756,615~~-	$	-		~~$ -~~		~~$ -~~
Forwards		730,361		293,032		~~293~~437,~~032~~329		-		~~437,329~~		-
Total liabilities	$	$ 1,486,976	$	1,049,647	$	~~$ 1~~437,~~049,647~~329	$	-		~~$ 437,329~~		~~$ -~~

7.	Investment in SECOR Master Fund:

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

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


	June 30, 2017
	Total Assets		Total Liabilities		Total Partners’ Capital
SECOR Master Fund	$	33,757,737	$	1,653,435	$	32,104,302

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

Morgan Stanley Smith Barney Spectrum Technical L.P.

Notes to Financial Statements

(Unaudited)

7.Summarized ~~Investment~~information reflecting the Partnership’s investment in and the operations of SECOR Master Fund is shown in the following tables:

June 30, 2017

For the three months ended June 30, 2017

% of
Partners’
Capital

Fair
Value

Partnership’s
Pro-Rata Share
of Net Income

Investment
Objective

Redemptions
Permitted

SECOR Master Fund

35.8

19,192,483

965,627

Commodity Portfolio

Monthly

June 30, 2017

For the six months ended June 30, 2017

% of
Partners’
Capital

Fair
Value

Partnership’s
Pro-Rata Share
of Net Income

Investment
Objective

Redemptions
Permitted

SECOR Master Fund

35.8

19,192,483

783,976

Commodity Portfolio

Monthly

December 31, 2016

For the three months ended June 30, 2016

% of
Partners’
Capital

Fair
Value

Partnership’s
Pro-Rata Share
of Net Loss

Investment
Objective

Redemptions
Permitted

SECOR Master Fund

31.2

19,624,189

(464,591

)

Commodity Portfolio

Monthly

December 31, 2016

For the six months ended June 30, 2016

% of
Partners’
Capital

Fair
Value

Partnership’s
Pro-Rata Share
of Net Income

Investment
Objective

Redemptions
Permitted

SECOR Master Fund

31.2

19,624,189

197,080

Commodity Portfolio

Monthly

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

	March 31, 2017
	Total Assets		Total Liabilities		Total Partners’ Capital
SECOR Master Fund	$	33,400,233	$	652,180	$	32,748,053
	December 31, 2016
	Total Assets		Total Liabilities		Total Partners’ Capital
SECOR Master Fund	$	39,231,542	$	679,104	$	38,552,438

Summarized information reflecting the Partnership’s investment in, and the operations of SECOR Master Fund is shown in the following tables:

March 31, 2017

For the three months ended March 31, 2017

% of Partners’ Capital

Fair Value

Partnership’s Pro-Rata Share of Net Loss

Investment Objective

Redemptions Permitted

SECOR Master Fund

31.9%

$ 18,499,177

$ (181,651)

Commodity Portfolio

Monthly

December 31, 2016

For the three months ended March 31, 2016

% ofPartners’Capital

FairValue

Partnership’s Pro-Rata Share of Net Income

InvestmentObjective

RedemptionsPermitted

SECOR Master Fund

31.2%

$ 19,624,189

$ 661,671

Commodity Portfolio

Monthly

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

As of ~~March~~June 3130, 2017 and December 31, 2016, the Partnership owned approximately 5659.58% and 50.9%, of SECOR ~~Master~~ Master Fund, respectively. It is the Partnership’s intention to continue to invest in SECOR Master Fund. The performance of the Partnership is directly affected by the performance of SECOR Master Fund.

Morgan Stanley Smith Barney Spectrum Technical L.P.

Notes to Financial Statements

(Unaudited)

The tables below represent summarized Income Statement information for SECOR Master Fund for the three and six months ended ~~March~~June 3130, 2017 and 2016, respectively.

For the Three Months Ended March 31, 2017	Investment Income		Net Investment Loss			Total TradingResults			Net Income(Loss)
For the Three Months Ended June 30, 2017	InvestmentIncome		NetInvestment Loss			Total TradingResults			Net Income(Loss)
SECOR Master Fund	$	3953,~~232~~786	$	(103,~~403)~~651	)	$	~~(329~~1,~~324)~~708,773		$	~~(339~~1,~~727)~~705,122
For the Three Months Ended March 31, 2016	Investment Income		Net Investment Loss			Total TradingResults			Net Income(Loss)
For the Six Months Ended June 30, 2017	InvestmentIncome		NetInvestment Loss			Total TradingResults			Net Income(Loss)
SECOR Master Fund	$	2693,~~225~~018	$	(7814,~~661)~~054	)	$	1,~~213~~379,~~880~~449		$	1,~~135~~365,~~219~~395
For the Three Months Ended June 30, 2016	InvestmentIncome		NetInvestment Loss			Total TradingResults			Net Income(Loss)
SECOR Master Fund	$	19,532	$	(67,063	)	$	(820,318	)	$	(887,381	)
For the Six Months Ended June 30, 2016	InvestmentIncome		NetInvestment Loss			Total TradingResults			Net Income(Loss)
SECOR Master Fund	$	45,757	$	(145,724	)	$	393,562		$	247,838

8.	Subsequent Events:

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

On July 12, 2017, SECOR Master Fund and J.P. Morgan Securities LLC, JPMorgan Chase Bank, N.A., J.P. Morgan Securities plc, J.P. Morgan Securities (Asia Pacific) Limited, J.P. Morgan Securities Asia Private Limited, J.P. Morgan Securities Australia Limited, JPMorgan Securities Japan Co., Ltd., J.P. Morgan Prime Nominees Limited, J.P. Morgan Markets Limited and J.P. Morgan Prime Inc. (collectively, “J.P. Morgan”) entered into an institutional account agreement, dated as of July 12, 2017 (the “IAA”), pursuant to which J.P. Morgan will open and maintain one or more brokerage accounts for SECOR Master Fund (and, indirectly, the Partnership).

Pursuant to the IAA, SECOR Master Fund (through the Partnership) shall pay J.P. Morgan commissions and other fees for clearing, custody and any other services furnished.

The IAA may be terminated by either party at any time upon thirty days’ prior written notice to the other party.

On July 12, 2017, SECOR Master Fund, SECOR and JPMorgan Chase Bank, N.A. (“JPMorgan Chase”) entered into a foreign exchange and bullion authorization agreement, dated as of July 12, 2017 (the “FXBAA”), pursuant to which SECOR, the trading advisor to SECOR Master Fund (and, indirectly, the Partnership), is authorized to enter into certain transactions on behalf of SECOR Master Fund with JPMorgan Chase, or, upon authorization by JPMorgan Chase, with a dealer or other entity subject to the terms of the FXBAA, and any other applicable agreement, on behalf of JPMorgan Chase.

Morgan Stanley Smith Barney Spectrum Technical L.P.

Notes to Financial Statements

(Unaudited)

Pursuant to the FXBAA, SECOR Master Fund (through which the Partnership) will pay JPMorgan Chase fees based on the transactions entered into by SECOR Master Fund during each calculation period.

The FXBAA may be terminated by either party at any time upon thirty business days’ written notice to the other party, or immediately in such circumstances as set forth in the FXBAA.

In connection with the FXBAA, on July 12, 2017, SECOR Master Fund and JPMorgan Chase also entered into an International Swap Dealers Association, Inc. Master Agreement (the “Master Agreement”), a Schedule to the ISDA Master Agreement, dated as of July 12, 2017 (the “ISDA Schedule”), and a 2016 Credit Support Annex for Variation Margin to the ISDA Schedule.

The Master Agreement will terminate upon either party’s failure to pay, breach of the Master Agreement, certain defaults, bankruptcy, merger without assumption, or upon such other events as described in the Master Agreement.

Item 2.

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

Liquidity and Capital Resources

The Partnership does not have, nor does it expect to have, any capital assets. The Partnership does not engage in sales of goods or services. Its assets are its (i) investment in SECOR Master Fund, (ii) equity in trading account, consisting of ~~cash~~restricted ~~at MS&Co.~~ and ~~cash~~unrestricted ~~margin~~cash, net unrealized appreciation on open futures contracts, net unrealized appreciation on open forward contracts, and investment in U.S. Treasury bills at fair value, if applicable, (iii) cash at bank and (iv) interest receivable. Because of the low margin deposits normally required in commodity futures trading, relatively small price movements may result in substantial losses to the Partnership, through its direct investments and investment in SECOR Master Fund. While substantial losses could lead to a material decrease in liquidity, no such illiquidity occurred in the ~~first~~second quarter of 2017.

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

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

Other than the risks inherent in commodity futures, forward, options, swaps and other derivatives trading and U.S. treasury bills and money market mutual fund securities, the Partnership knows of no trends, demands, commitments, events or uncertainties at the present time that are reasonably likely to result in the Partnership’s liquidity increasing or decreasing in any material way.

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

For the ~~three~~six months ended ~~March~~June 3130, 2017, Partnership capital decreased 714.7% from $62,870,541 to $5853,~~059~~628,~~097~~989. This decrease was attributable to redemptions of ~~250~~451,~~413~~294.~~852~~877 limited partner Units totaling $47,~~394~~932,~~936~~930, redemptions of 1,391.982 General Partner Units totaling $25,000 coupled with a net loss of $~~416~~1,~~508~~283,622. Future redemptions can impact the amount of funds available for investments in subsequent periods.

Other than as discussed above, there are no known material trends, favorable or unfavorable, that would affect, nor any expected material changes to, the Partnership’s capital resource arrangements at the present time.

Off-Balance Sheet Arrangements and Contractual Obligations

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

Critical Accounting Policies

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

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

1920

Results of Operations

General. The Partnership’s results depend on the Trading Advisors and the ability of each Trading Advisor’s trading program to take advantage of price movements in the ~~futures,~~Futures ~~forward~~Interests ~~and option~~ markets.

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

Aspect has designed the Diversified Program to have broad market diversification (subject to liquidity constraints). Aspect’s quantitative resources are sufficient to enable it to design and implement a broadly diversified portfolio with a significant allocation to numerous different markets.

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

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

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

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

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

2021

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

The General Partner is not aware of any material changes to any of the trading programs discussed above during the fiscal quarter ended ~~March~~June 3130, 2017.

Prior to March 31, 2016, Winton traded the Partnership’s assets in accordance with its Diversified Program, a proprietary, systematic trading system. The Diversified Program trades approximately 95 futures and forward contracts on U.S. and non-U.S. exchanges and markets.

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

The following chart sets forth the percentage and the amount of the Partnership’s net assets allocated to each Trading Advisor as of ~~March~~June 3130, 2017 and ~~December~~March 31, ~~2016~~2017, respectively, and the change during the three months ended ~~March~~June 3130, 2017.

Trading Advisor

Allocation as ofofJune ~~March 31~~30, 2017 (%)

Allocation as ofofMarch ~~December~~ 31,2017 ~~2016~~ (%)

Allocation as ofofJune ~~March 31~~30, 2017 ($)

Allocation as ofofMarch ~~December~~ 31,2017 ~~2016~~ ($)

~~Change~~Changeduring ~~during~~theperiod ~~the period~~ (%)

Aspect

2321.~~24 %~~61

2423.~~67 %~~24

1311,~~494~~590,~~499~~425

15$ 13,~~508~~494,~~360~~499

(1214.~~99) %~~11

Campbell

1715.0037

1817.2900

98,~~868~~241,~~256~~414

119,~~501~~868,~~702~~256

(1416.~~20)~~49

)

SECOR

3135.7263

31.0772

1819,~~416~~107,~~982~~404

1918,~~534~~416,~~301~~982

(53.~~72)~~75

FORT

2827.0439

2528.9704

1614,~~279~~689,~~360~~746

16,~~326~~279,~~178~~360

(09.~~29)~~76

)

The following presents a summary of the Partnership’s operations for the three months ended ~~March~~June 3130, 2017 ~~and 2016~~, and a general discussion of its trading activities during each period. It is important to note, however, that the Trading Advisors trade in various markets at different times and that prior activity in a particular market does not mean that such market will be actively traded by the Trading Advisors or will be profitable in the future. Consequently, the results of operations of the Partnership are difficult to discuss other than in the context of the Trading Advisors’ trading activities on behalf of the Partnership during the ~~period~~periods in question. Past performance is no guarantee of future results.

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

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

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

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

~~Item~~During the Partnership’s second quarter of 2017, the net asset value per Unit decreased 1.6% from $17.46 to $17.18, as compared to a decrease of 3.3% ~~Quantitative~~during the second quarter of 2016. The Partnership experienced a net trading loss before fees and ~~Qualitative~~expenses ~~Disclosures~~in ~~About~~the ~~Market~~second ~~Risk~~quarter of 2017 of $158,568. Losses were primarily attributable to the Partnership’s/SECOR Master Fund’s trading of Futures Interests in currencies, energy, grains, non-U.S. interest rates and metals and were partially offset by gains in U.S. interest rates, livestock, indices and softs. Partnership experienced a net trading loss before fees and expenses in the second quarter of 2016 of $1,817,358. Losses were primarily attributable to the Partnership’s/SECOR Master Fund’s trading of Futures Interests in currencies, global stock index, energy and metals and were partially offset by gains in global interest rates and agriculturals.

The ~~Partnership~~most ~~and~~significant ~~SECOR~~losses ~~Master~~were ~~Fund~~incurred ~~are~~within ~~speculative~~the ~~commodity~~global ~~pools.~~interest ~~The~~rate ~~market~~sector, ~~sensitive~~primarily ~~instruments~~during ~~held~~the last week of June, from long European fixed income futures positions as prices reversed lower following comments by Mario Draghi, President of the European Central Bank, expressing optimism on Eurozone inflation, which triggered a rebound in government bond yields. ~~Partnership/SECOR~~Losses ~~Master~~were ~~Fund~~also ~~are~~incurred ~~acquired~~in ~~for~~Australian ~~speculative~~fixed income futures trading ~~purposes~~during June. Within the currency sector, ~~and~~losses ~~all~~were orincurred ~~substantially~~throughout ~~all~~the ofsecond quarter from short positions in the ~~Partnership/SECOR~~Canadian ~~Master~~dollar ~~Fund’s~~and ~~assets~~Australian ~~are~~dollar ~~subject~~versus tothe U.S. dollar as the ~~risk~~relative value of ~~trading~~the ~~loss~~U.S. ~~Unlike~~dollar anbroadly ~~operating~~declined ~~company,~~against its major counterparts amid increased hawkish rhetoric from non-U.S. central banks. Within the ~~risk~~metals ofsector, ~~market~~losses were incurred during June ~~sensitive~~from ~~instruments~~short isfutures ~~integral,~~positions ~~not~~in ~~incidental~~industrial metals as prices increased after stronger economic data in the U.S. and China bolstered the demand outlook for these metals. Within the energy sector, tolosses were incurred during May from short positions in gasoil and gasoline futures as refined crude oil product prices advanced as the OPEC nations gathered to discuss extending their production cuts. The Partnership’s losses for the quarter were partially offset by gains experienced within the global stock index sector, primarily during April and ~~SECOR~~May, ~~Master~~from ~~Fund’s~~long ~~main~~positions ~~line~~in ofEuropean, ~~business~~Asian, and U.S. equity index futures as prices were buoyed by increased consumer confidence. Within the agricultural sector, gains were experienced throughout the second quarter from short positions in sugar futures as prices declined amid stronger than expected production data from top sugar producer Brazil. Additional gains in this sector were experienced from positions in cattle and coffee futures.

~~The~~During ~~limited~~the ~~partners~~Partnership’s ~~will~~six ~~not~~months beended ~~liable~~June 30, 2017, the net asset value per Unit decreased 2.3% from $17.59 to $17.18, as compared to a decrease of 2.8% for ~~losses~~the ~~exceeding~~six months ended June 30, 2016. The Partnership experienced a net trading gain before fees and expenses six months ended June 30, 2017 of $210,865. Gains were primarily attributable to the ~~current~~Partnership’s/SECOR Master Fund’s trading of Futures Interests in U.S. interest rates, livestock, indices and softs and were partially offset by losses in currencies, energy, grains, non-U.S. interest rates and metals. The Partnership experienced a net ~~asset~~trading ~~value~~gain before fees and expenses for the six months ended June 30, 2016 of ~~their~~$161,721. ~~investment~~Losses were primarily attributable to the Partnership’s/SECOR Master Fund’s trading of Futures Interests in currencies, global stock index, energy, and metals and were partially offset by gains in global interest rates and agriculturals.

~~Market~~The ~~movements~~most ~~result~~significant inlosses ~~frequent~~were ~~changes~~incurred inwithin the ~~fair~~global ~~value~~interest ofrate sector, primarily during the ~~Partnership/SECOR~~last ~~Master~~week ~~Fund’s~~of ~~open~~June from long European fixed income futures positions ~~and~~as prices reversed lower following comments by Mario Draghi, President of the European Central Bank, expressing optimism on Eurozone inflation, which triggered a rebound in government bond yields. Losses ~~consequently~~were also incurred in Australian fixed income futures trading during June. Within the currency sector, losses were incurred during March and May from short positions in ~~their~~the ~~earnings~~euro and ~~cash~~Canadian ~~balances~~dollar versus the U.S. ~~The~~dollar ~~Partnership/SECOR~~as ~~Master~~the ~~Fund’s~~relative ~~market~~value ~~risk~~of isthe U.S. ~~influenced~~dollar bybroadly adeclined ~~wide~~against ~~variety~~its ofmajor ~~factors~~counterparts amid increased hawkish rhetoric from non-U.S. central banks. Within the metals sector, ~~including~~losses were incurred during June from short futures positions in industrial metals as prices increased after stronger economic data in the ~~level~~U.S. and ~~volatility~~China ofbolstered ~~interest~~the ~~rates,~~demand ~~exchange~~outlook ~~rates,~~for ~~equity~~these ~~price~~metals. ~~levels,~~Additional losses were incurred from positions in gold and silver futures. Within the ~~market~~energy sector, losses ~~value~~were incurred during January from positions in gasoline futures as prices moved without consistent direction throughout the month amid speculation regarding the surplus of ~~financial~~U.S. ~~instruments~~gasoline. ~~and~~Additional ~~contracts,~~losses were incurred during January from long positions in natural gas futures as prices decreased amid limited demand due to milder-than-normal temperatures in North America. Within the ~~diversification~~agricultural ~~effects~~sector, losses were incurred during January and February from short positions in wheat futures as prices moved higher on expectations of strong demand after a decline in prices. Additional losses from short wheat futures positions were recorded during June as prices spiked higher late in the ~~Partnership/SECOR~~month. ~~Master~~The ~~Fund~~Partnership’s ~~open~~trading ~~contracts~~losses ~~and~~ for the ~~liquidity~~first six months of the ~~markets~~year were offset by trading gains experienced within the global stock index sector, primarily during January, February, and May from long positions in ~~which~~European, U.S., and Asian equity index futures as prices rallied amid renewed bullishness about President Donald Trump’s policies, in particular those relating to tax reform and the impact they ~~trade~~may have on economic growth.

~~The~~23 Partnership/SECOR Master Fund rapidly acquire and liquidate both long and short positions in a wide range of different markets. Consequently, it is not possible to predict how a particular future market scenario will affect performance, and the Partnership’s/SECOR Master Fund’s past performance is not necessarily indicative of future results.

~~Quantifying~~Item ~~the~~3. ~~Partnership’s/SECOR~~Quantitative ~~Master~~and ~~Fund’s~~Qualitative ~~Trading~~Disclosures ~~Value~~About atMarket Risk .

The ~~following~~Partnership ~~quantitative~~and ~~disclosures regarding the Partnership’s/~~SECOR Master Fund’s ~~market~~are ~~risk~~speculative ~~exposures~~commodity ~~contain “forward-looking~~pools. ~~statements”~~The ~~within~~market ~~the~~sensitive ~~meaning~~instruments ofheld by the Partnership/SECOR ~~safe~~Master ~~harbor~~Fund ~~from~~are ~~civil~~acquired ~~liability provided~~ for ~~such~~speculative ~~statements~~trading bypurposes, ~~the~~and ~~Private~~all ~~Securities~~or ~~Litigation~~substantially ~~Reform~~all ~~Act~~ of ~~1995~~the ~~(set~~Partnership/SECOR ~~forth~~Master inFund’s ~~Section~~assets ~~27A~~are ofsubject ~~the~~to ~~Securities Act of 1933, as amended (~~the ~~“Securities~~risk ~~Act”), and Section 21E~~ of ~~the~~trading ~~Securities~~loss. ~~Exchange~~Unlike ~~Act~~an ofoperating ~~1934~~company, ~~as amended (~~the ~~“Exchange~~risk ~~Act”)).~~of ~~All~~market sensitive ~~quantitative~~instruments ~~disclosures~~is inintegral, ~~this~~not ~~section~~incidental, ~~are deemed~~ to bethe ~~forward-looking~~Partnership’s ~~statements~~and ~~for~~SECOR ~~purposes~~Master ~~of the~~Fund’s ~~safe~~main ~~harbor,~~line ~~except for statements~~ of ~~historical fact~~business.

The ~~Partnership/SECOR~~limited ~~Master~~partners ~~Fund~~will ~~accounts~~not be liable for ~~open~~losses ~~positions on~~exceeding the ~~basis~~current ofnet ~~fair~~asset value ~~accounting principles. Any loss in the market value~~ of ~~the~~their ~~Partnership’s/SECOR Master Fund’s open positions are directly reflected in the Partnership’s/SECOR Master Fund’s earnings and cash flow~~investment.

~~The~~Market movements result in frequent changes in the fair value of the Partnership’s/SECOR Master Fund’s ~~risk~~open ~~exposure~~positions and, consequently, in ~~the~~their ~~market~~earnings ~~sectors~~and ~~traded~~cash bybalances. ~~the~~The ~~Trading~~Partnership/SECOR ~~Advisors~~Master ~~is estimated~~Fund’s ~~below~~market inrisk ~~terms~~is ofinfluenced ~~Value~~by ata ~~Risk.~~wide ~~Please~~variety ~~note~~of ~~that~~factors, including the ~~Value~~level atand ~~Risk~~volatility ~~model~~of isinterest ~~used~~rates, toexchange ~~numerically~~rates, ~~quantify~~equity ~~market~~price ~~risk~~levels, ~~for~~the ~~historic~~market value ~~reporting~~of ~~purposes~~financial ~~only~~instruments and iscontracts, ~~not~~the ~~utilized~~diversification byeffects ~~either~~of ~~Ceres~~the orPartnership/SECOR Master Fund’s open contracts and the ~~Trading~~liquidity ~~Advisors~~of inthe ~~their~~markets ~~daily~~in ~~risk management~~which ~~activities~~they trade.

~~“Value~~The ~~at Risk” is a measure of the maximum amount which the~~ Partnership/SECOR Master Fund ~~could~~rapidly ~~reasonably~~acquire beand ~~expected~~liquidate toboth ~~lose~~long ~~in a given market sector. However, the inherent uncertainty of the Partnership’s/SECOR Master Fund’s speculative trading~~ and ~~the~~short ~~recurrence~~positions in ~~the~~a ~~markets~~wide ~~traded~~range ~~by the Partnership/SECOR Master Fund~~ of ~~market movements far exceeding expectations could result in actual trading or non-trading losses far beyond the indicated Value at Risk or the Partnership’s/SECOR Master Fund’s experience to~~different ~~date (i~~markets.~~e.,~~ ~~“risk of ruin”). In light of the foregoing as well as the risks and uncertainties intrinsic to all future projections~~Consequently, ~~the~~it ~~inclusion~~is ~~of the quantification in this section should~~ not bepossible ~~considered~~ to ~~constitute~~predict ~~any~~how ~~assurance~~a ~~or representation~~particular ~~that~~future ~~the Partnership’s/SECOR Master Fund’s losses in any~~ market ~~sector~~scenario will beaffect ~~limited~~performance, toand ~~Value~~a ~~at Risk or by the Partnership~~Fund’s~~/SECOR~~ ~~Master~~past ~~Fund’s~~performance ~~attempt~~is tonot ~~manage~~necessarily ~~their~~indicative ~~market~~of ~~risk~~future results.

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

~~Value~~The atfollowing ~~Risk~~quantitative ~~tables~~disclosures ~~represent~~regarding ~~a probabilistic assessment of~~ the ~~risk~~Partnership’s/SECOR ofMaster ~~loss~~Fund’s in market risk ~~sensitive instruments. The~~exposures ~~Trading~~contain ~~Advisors,~~“forward-looking ~~with~~statements” ~~exception~~within tothe ~~SECOR,~~meaning ~~currently~~of ~~trade~~ the ~~Partnership’s~~safe ~~assets~~harbor ~~directly~~from incivil ~~managed~~liability ~~accounts~~provided ~~established~~for insuch ~~the~~statements ~~name~~by of the ~~Partnership,~~Private ~~over~~Securities ~~which~~Litigation ~~they~~Reform ~~have~~Act ~~been~~of ~~granted~~1995 ~~limited~~(set ~~authority~~forth toin ~~make~~Section 27A ~~trading~~of ~~decisions.~~the ~~The following~~Securities ~~trading~~Act ~~Value~~of 1933, atas ~~Risk~~amended ~~tables reflect~~ (the ~~market~~“Securities ~~sensitive~~Act”), ~~instruments~~and ~~held~~Section 21E byof the ~~Partnership~~Securities ~~and~~Exchange ~~indirectly,~~Act ~~through~~of ~~its~~1934, ~~investments~~as inamended (the ~~SECOR~~“Exchange ~~Master Fund~~Act”)). ~~There~~All ~~have~~quantitative ~~been~~disclosures noin ~~material~~this ~~changes~~section inare ~~the~~deemed ~~trading~~to ~~Value~~be atforward-looking ~~Risk~~statements ~~information~~for ~~previously~~purposes ~~disclosed~~of in the ~~Partnership’s~~safe ~~Annual~~harbor, ~~Report~~except ~~on Form 10-K~~ for ~~the~~statements ~~year~~of ~~ended~~historical ~~December 31, 2016~~fact.

23The Partnership/SECOR Master Fund account for open positions on the basis of fair value accounting principles. Any loss in the market value of the Partnership’s/SECOR Master Fund’s open positions are directly reflected in the Partnership’s/SECOR Master Fund’s earnings and cash flow.

AsThe Partnership’s/SECOR Master Fund’s risk exposure in the market sectors traded by the Trading Advisors is estimated below in terms of ~~March 31,~~Value ~~2017,~~at Risk. Please note that the ~~Partnership’s~~Value ~~total~~at ~~capitalization~~Risk ~~was~~model is used to numerically quantify market risk for historic reporting purposes only and is not utilized by either Ceres or the Trading Advisors in their ~~$58,059,097~~daily risk management activities.

March 31, 2017
Market Sector	Value at Risk		% of Total Capitalization			Three Month Ended March 31, 2017
						High Value at Risk		Low Value at Risk		Average Value at Risk*
Commodity	$	2,682,354		4.62	%	$	2,743,424	$	2,030,973	$	2,371,530
Equity		5,138,820		8.85			5,293,973		4,639,170		4,979,136
Currencies		6,069,523		10.46			6,566,251		5,313,493		5,991,279
Interest rates		1,225,723		2.11			2,050,802		1,225,723		1,776,031
Total	$	15,116,420		26.04	%

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

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

AsValue at Risk tables represent a probabilistic assessment of ~~December 31~~the risk of loss in market risk sensitive instruments. The Trading Advisors, ~~2016~~with exception to SECOR, currently trade the Partnership’s ~~total~~assets ~~capitalization~~directly ~~was~~in ~~$62~~managed accounts established in the name of the Partnership,~~870~~ over which they have been granted limited authority to make trading decisions. The following trading Value at Risk tables reflect the market sensitive instruments held by the Partnership and indirectly,~~541~~ through its investments in the SECOR Master Fund. There have been no material changes in the trading Value at Risk information previously disclosed in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2016.

December 31, 2016
Market Sector	Value at Risk		% of Total Capitalization			Twelve Months Ended December 31, 2016
						High Value at Risk		Low Value at Risk		Average Value at Risk*
Commodity	$	2,545,667		4.05	%	$	5,525,458	$	2,210,452	$	3,808,206
Equity		4,971,704		7.91			6,941,716		2,923,670		5,401,231
Currencies		6,186,417		9.84			9,171,218		3,350,153		6,071,653
Interest rates		1,900,235		3.02			3,291,761		1,619,014		2,497,709
Total	$	15,604,023		24.82	%

*As of June ~~Annual~~30, ~~average~~2017, ofthe ~~daily~~Partnership’s ~~Value~~total atcapitalization ~~Risk~~was $53,628,989.

24June 30, 2017

Item 4. Controls and Procedures.


						Three Month Ended June 30, 2017
Market Sector	Value at Risk		% of Total Capitalization			High Value at Risk		Low Value at Risk		Average Value at Risk*
Commodity	$	4,277,593		7.98	%	$	4,277,593	$	2,441,907	$	3,250,813
Equity		5,385,498		10.04			5,985,468		4,237,348		5,348,727
Currencies		5,839,015		10.89			7,956,938		5,839,015		6,819,114
Interest rates		1,544,773		2.88			2,404,326		1,173,437		1,859,867

Total	$	17,046,879		31.79	%

~~The~~* ~~Partnership’s~~Average ~~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~~daily ~~(the~~Value ~~“Exchange~~at ~~Act”) is recorded, processed, summarized and reported within the time periods expected in the SEC’s rules and forms~~Risk. 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 (the “CFO”) of the General Partner, to allow for timely decisions regarding required disclosure and appropriate SEC filings.

~~The~~As ~~General~~of ~~Partner~~December 31, ~~is responsible for ensuring that there is an adequate and effective process for establishing~~2016, ~~maintaining and evaluating disclosure controls and procedures for~~ the Partnership’s ~~external~~total ~~disclosures~~capitalization was $62,870,541.

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 MarchDecember 31, ~~2017,~~2016 ~~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:


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

Total	$	15,604,023		24.82	%

•* ~~pertain~~Annual toaverage ~~the maintenance~~ of ~~records,~~daily ~~that~~Value inat ~~reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Partnership;~~Risk.

•25 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

•Item ~~provide~~4. ~~reasonable~~Controls ~~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~~Procedures.

~~There~~The ~~were~~Partnership’s nodisclosure controls ~~changes~~and inprocedures are designed to ensure that information required to be disclosed by the Partnership’s ~~internal~~on ~~control~~the ~~over~~reports ~~financial reporting~~that ~~process~~it ~~during~~files or submits under the ~~fiscal~~Securities ~~quarter~~Exchange ~~ended~~Act ~~March 31,~~of ~~2017~~1934 ~~that~~(the ~~materially~~“Exchange ~~affected~~Act”) is recorded, orprocessed, summarized ~~are~~and ~~reasonably~~reported ~~likely~~within tothe ~~materially~~time ~~affect,~~periods expected in the ~~Partnership~~SEC’s ~~internal~~rules ~~control~~and ~~over~~forms. ~~financial~~Disclosure ~~reporting~~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 (the “CFO”) of the General Partner, to allow for timely decisions regarding required disclosure and appropriate SEC filings.

25The 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.

~~PART~~The ~~II.~~General ~~OTHER~~Partner’s ~~INFORMATION~~President and CFO have evaluated the effectiveness of the Partnership’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of June 30, 2017, and, based on that evaluation, the General Partner’s President and CFO have concluded that, at that date, the Partnership’s disclosure controls and procedures were effective.

~~Item~~The 1.Partnership’s ~~Legal~~internal ~~Proceedings~~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:

~~This~~• ~~section~~pertain ~~describes~~to the ~~major~~maintenance ~~pending legal~~of ~~proceedings~~records, ~~other~~that ~~than~~in ~~ordinary~~reasonable ~~routine litigation incidental to the business~~detail, toaccurately ~~which~~and ~~MS&Co.~~fairly orreflect ~~its~~the ~~subsidiaries~~transactions isand adispositions ~~party~~of orthe toassets ~~which any~~ of ~~their property is subject. There are no material legal proceedings pending against~~ the ~~Partnership~~ ~~or the General Partner.~~ Partnership;

On• ~~June 1,~~provide ~~2011,~~reasonable ~~Morgan~~assurance ~~Stanley &~~that ~~Co.~~(i) ~~Incorporated~~transactions ~~converted~~are ~~from~~recorded ~~a Delaware~~as ~~corporation~~necessary to apermit ~~Delaware~~preparation ~~limited~~of ~~liability~~financial ~~company.~~statements Asin aaccordance ~~result~~with ofGAAP, ~~that~~and ~~conversion,~~(ii) ~~Morgan~~the ~~Stanley &~~Partnership’s ~~Co.~~receipts ~~Incorporated~~are ishandled ~~now~~and ~~named~~expenditures ~~Morgan~~are ~~Stanley &~~made ~~Co.~~only ~~LLC~~pursuant ~~(“MS&Co.”).~~to authorizations of the General Partner; and

~~MS&Co.~~• isprovide areasonable ~~wholly-owned,~~assurance ~~indirect~~regarding ~~subsidiary~~prevention of Morgan Stanley, a Delaware holding company. Morgan Stanley files periodic reports with the SEC as required by the Securities Exchange Act of 1934, as amended (the “Exchange Act”), which include current descriptions of material litigation and material proceedings and investigations, if any, by governmental and/or ~~regulatory~~ ~~agencies~~timely ordetection ~~self-regulatory organizations concerning Morgan Stanley~~ and ~~its~~correction ~~subsidiaries, including MS&Co. As a consolidated subsidiary~~ of ~~Morgan~~unauthorized ~~Stanley~~acquisition, ~~MS&Co.~~use ~~does~~or ~~not~~disposition ~~file its own periodic reports with the SEC that contain descriptions~~ of ~~material litigation, proceedings and investigations. As a result, we refer you to~~ the ~~“Legal Proceedings” section of Morgan Stanley~~Partnership’s ~~SEC~~assets ~~10-K~~that ~~filings~~could ~~for~~have ~~2016,~~a ~~2015,~~material ~~2014,~~effect ~~2013, and 2012. In addition, MS&Co. annually prepares an Audited Consolidated Statements of Financial Condition (“Audited Financial Statement”) that is publicly available~~ on ~~Morgan Stanley’s website at www.morganstanley.com. We refer you to~~ the ~~“Commitments,~~financial ~~Guarantees and Contingencies—Contingencies—Legal” section in MS&Co~~statements.~~’s 2016 Audited Financial Statement.~~

InThere ~~addition~~were tono ~~the~~changes ~~matters described~~ in ~~those filings, in~~ the ~~normal~~Partnership’s ~~course~~internal ofcontrol ~~business,~~over each of Morgan Stanley and MS&Co. has been named, from time to time, as a defendant in various legal actions, including arbitrations, class actions, and other litigation, arising in connection with its activities as a global diversified financial ~~services~~reporting ~~institution.~~process ~~Certain~~during of the ~~legal~~ ~~actions~~fiscal ~~include~~quarter ended ~~claims for substantial compensatory and/or punitive damages or claims for indeterminate amounts of damages. Each of Morgan Stanley and MS&Co. is also involved~~June 30, ~~from~~2017 ~~time~~that tomaterially ~~time~~affected, ~~in investigations and proceedings by governmental and/~~or ~~regulatory~~are ~~agencies~~reasonably orlikely ~~self-regulatory~~to ~~organizations,~~materially ~~certain of which may result in adverse judgments~~affect, ~~fines~~the orPartnership’s ~~penalties.~~internal ~~The~~control ~~number~~over ~~of these investigations and proceedings has increased in recent years with regard to many~~ financial ~~services institutions, including Morgan Stanley and MS&Co~~reporting.

~~MS&Co.~~26 is a Delaware limited liability company with its main business office located at 1585 Broadway, New York, New York 10036. Among other registrations and memberships, MS&Co. is registered as a futures commission merchant and is a member of the National Futures Association.

~~Regulatory~~PART ~~and~~II. ~~Governmental~~OTHER ~~Matters~~ INFORMATION

~~MS&Co.~~Item has received subpoenas and requests for information from certain federal and state regulatory and governmental entities, including among others various members of the RMBS Working Group of the Financial Fraud Enforcement Task Force, such as the United States Department of Justice, Civil Division and several state Attorney General’s Offices, concerning the origination, financing, purchase, securitization and servicing of subprime and non-subprime residential mortgages and related matters such as residential mortgage backed securities (“RMBS”), collateralized debt obligations (“CDOs”), structured investment vehicles (“SIVs”) and credit default swaps backed by or referencing mortgage pass-through certificates1. ~~These~~Legal ~~matters, some of which are in advanced stages, include, but are not limited to, investigations related to MS&Co~~Proceedings.’s due diligence on the loans that it purchased for securitization, MS&Co.’s communications with ratings agencies, MS&Co.’s disclosures to investors, and MS&Co.’s handling of servicing and foreclosure related issues.

OnThis ~~February 25,~~section ~~2015,~~describes ~~MS&Co.~~the ~~reached~~major ~~an agreement in principle with~~pending ~~the~~legal ~~United~~proceedings, ~~States~~other ~~Department~~than ofordinary ~~Justice,~~routine ~~Civil~~litigation ~~Division~~incidental ~~and~~to the ~~United~~business, ~~States~~to ~~Attorney’s~~which ~~Office~~MS&Co. ~~for~~or ~~the~~its ~~Northern~~subsidiaries ~~District~~is ofa ~~California,~~party ~~Civil~~or ~~Division~~to ~~(collectively,~~which ~~the~~any ~~“Civil~~of ~~Division”)~~their toproperty ~~pay~~is $2subject.~~6 billion~~ toThere ~~resolve~~are ~~certain claims~~no ~~that~~material ~~the~~legal ~~Civil~~proceedings ~~Division~~pending ~~indicated it intended to bring~~ against ~~MS&Co.~~the Partnership ~~That~~or ~~settlement~~the ~~was~~General ~~finalized on February 10, 2016~~Partner.

InOn ~~October~~June ~~2014~~1, ~~the~~2011, ~~Illinois~~Morgan ~~Attorney General’s Office (“ILAG”) sent a letter to MS~~Stanley &~~Co.~~ ~~alleging that MS&~~Co. ~~knowingly~~Incorporated ~~made~~converted ~~misrepresentations~~from ~~related~~a Delaware corporation to ~~RMBS~~a ~~purchased~~Delaware bylimited ~~certain~~liability ~~pension~~company. ~~funds~~As ~~affiliated~~a ~~with~~result ~~the State~~ of ~~Illinois and demanding~~ that ~~MS&Co.~~conversion, ~~pay~~Morgan ~~ILAG approximately $88~~Stanley ~~million. MS~~& Co. ~~and~~Incorporated ~~ILAG~~is ~~reached~~now annamed ~~agreement~~Morgan ~~to resolve~~Stanley & ~~the~~Co. ~~matter~~LLC ~~on February 10, 2016~~(“MS&Co.”).

26MS&Co. is a wholly-owned, indirect subsidiary of Morgan Stanley, a Delaware holding company. Morgan Stanley files periodic reports with the SEC as required by the Securities Exchange Act of 1934, as amended (the “Exchange Act”), which include current descriptions of material litigation and material proceedings and investigations, if any, by governmental and/or regulatory agencies or self-regulatory organizations concerning Morgan Stanley and its subsidiaries, including MS&Co. As a consolidated subsidiary of Morgan Stanley, MS&Co. does not file its own periodic reports with the SEC that contain descriptions of material litigation, proceedings and investigations. As a result, we refer you to the “Legal Proceedings” section of Morgan Stanley’s SEC 10-K filings for 2016, 2015, 2014, 2013, and 2012. In addition, MS&Co. annually prepares an Audited Consolidated Statements of Financial Condition (“Audited Financial Statement”) that is publicly available on Morgan Stanley’s website at www.morganstanley.com. We refer you to the “Commitments, Guarantees and Contingencies—Contingencies—Legal” section in MS&Co.’s 2016 Audited Financial Statement.

OnIn ~~January 13,~~addition ~~2015,~~to the ~~New~~matters ~~York~~described ~~Attorney~~in ~~General’s~~those ~~Office (“NYAG”)~~filings, ~~which~~in isthe normal ~~also~~course aof ~~member~~business, each of ~~the~~Morgan ~~RMBS~~Stanley ~~Working~~and ~~Group,~~MS&Co. ~~indicated~~has ~~that~~been itnamed, ~~intended~~from time to ~~file~~time, as a ~~lawsuit~~defendant ~~related~~in tovarious ~~approximately~~legal 30actions, ~~subprime~~including ~~securitizations~~arbitrations, ~~sponsored~~class byactions, ~~MS&Co.~~and ~~NYAG~~other ~~indicated~~litigation, ~~that~~arising ~~the~~in ~~lawsuit~~connection ~~would~~with ~~allege~~its ~~that~~activities as a ~~MS&Co~~global diversified financial services institution. ~~misrepresented~~Certain of the legal actions include claims for substantial compensatory and/or ~~omitted~~punitive ~~material~~damages ~~information~~or ~~related~~claims tofor ~~the~~indeterminate ~~due~~amounts ~~diligence,~~of ~~underwriting~~damages. Each of Morgan Stanley and ~~valuation~~MS&Co. ofis ~~the~~also involved, ~~loans~~from time to time, in ~~the~~investigations ~~securitizations~~and proceedings by governmental and/or ~~the~~regulatory ~~properties~~agencies ~~securing~~or ~~them~~self-regulatory ~~and~~organizations, ~~indicated~~certain ~~that~~of ~~its~~which ~~lawsuit~~may ~~would~~result bein ~~brought~~adverse ~~under~~judgments, ~~the~~fines ~~Martin Act.~~or ~~MS&Co~~penalties. The number of these investigations and proceedings ~~NYAG~~has ~~reached~~increased anin ~~agreement~~recent toyears ~~resolve~~with ~~the~~regard ~~matter~~to onmany ~~February 10~~financial services institutions, ~~2016~~including Morgan Stanley and MS&Co.

~~On June 5, 2012,~~ MS&Co. consented to and became the subject of an Order Instituting Proceedings Pursuant to Sections 6(c) and 6(d) of the Commodity Exchange Act, as amended, Making Findings and Imposing Remedial Sanctions by The Commodity Futures Trading Commission (CFTC) to resolve allegations related to the failure of a salesperson to comply with exchange rules that prohibit off-exchange futures transactions unless there is ~~an Exchange for Related Position (“EFRP”). Specifically, the CFTC found that from April 2008 through October 2009, MS&Co. violated Section 4c(~~a) ofDelaware ~~the~~limited ~~Commodity~~liability ~~Exchange~~company ~~Act,~~with asits ~~amended~~main ~~(the~~business ~~“CEA”)~~office ~~and~~located ~~CFTC~~at ~~Regulation 1.38~~1585 ~~by executing~~Broadway, ~~processing~~New and reporting numerous off-exchange futures trades to the Chicago Mercantile Exchange (“CME”) and Chicago Board of Trade (“CBOT”) as EFRPs in violation of CME and CBOT rules because those trades lacked the corresponding and related cashYork, ~~OTC~~New ~~swap, OTC option, or~~York ~~other OTC derivative position~~10036. InAmong ~~addition,~~other ~~the~~registrations ~~CFTC found that MS&Co. violated CFTC Regulation 166.3 by failing to supervise the handling of the trades at issue~~ and failing to have adequate policies and procedures designed to detect and deter the violations of the CEA and CFTC Regulations. Without admitting or denying the underlying allegations and without adjudication of any issue of law or factmemberships, MS&Co. ~~accepted~~is ~~and~~registered ~~consented~~as toa ~~entry~~futures ofcommission ~~findings~~merchant and ~~the~~is ~~imposition of~~ a ~~cease and~~member ~~desist order, a fine~~ of ~~$5,000,000, and undertakings related to public statements, cooperation and payment of~~ the ~~fine.~~National ~~MS&Co.~~Futures ~~entered into corresponding and related settlements with the CME and CBOT in which the CME found that MS&Co~~Association. ~~violated~~ ~~CME Rules 432.Q and 538 and fined MS&Co. $750,000 and CBOT found that MS&Co. violated CBOT Rules 432.Q and 538 and fined MS&Co. $1,000,000.~~

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

OnMS&Co. ~~April 21,~~has ~~2015,~~received ~~the~~subpoenas ~~Chicago~~and ~~Board~~requests ~~Options~~for ~~Exchange,~~information ~~Incorporated~~from ~~(“CBOE”)~~certain federal and ~~the~~state ~~CBOE~~regulatory ~~Futures~~and ~~Exchange~~governmental entities, ~~LLC (“CFE”)~~including ~~filed~~among ~~statements~~others various members of ~~charges~~the ~~against~~RMBS ~~MS&Co.~~Working inGroup ~~connection~~of ~~with~~the ~~trading~~Financial byFraud ~~one~~Enforcement ofTask ~~MS&Co.’s~~Force, ~~former~~such ~~traders~~as the United States Department of ~~EEM~~Justice, ~~options~~Civil ~~contracts~~Division ~~that~~and ~~allegedly~~several ~~disrupted~~state Attorney General’s Offices, concerning the ~~final~~origination, ~~settlement~~financing, ~~price~~purchase, securitization and servicing of ~~the~~subprime ~~November~~and ~~2012~~non-subprime ~~VXEM~~residential ~~futures. CBOE~~mortgages ~~alleged~~and ~~that~~related ~~MS&Co.~~matters ~~violated~~such ~~CBOE~~as ~~Rules 4.1,~~residential ~~4.2~~mortgage ~~and~~backed ~~4.7,~~securities ~~Sections 9~~(a“RMBS”), collateralized ~~and~~debt 10obligations (b“CDOs”), ofstructured ~~the~~investment ~~Exchange~~vehicles ~~Act,~~(“SIVs”) and ~~Rule 10b~~credit default swaps backed by or referencing mortgage pass-5through ~~thereunder~~certificates. ~~CFE~~ ~~alleged~~These ~~that~~matters, some of which are in advanced stages, include, but are not limited to, investigations related to MS&Co.’s ~~violated~~due ~~CFE Rules 608,~~diligence ~~609~~on ~~and~~the ~~620.~~loans ~~The~~that ~~matters~~it ~~were~~purchased ~~resolved~~for onsecuritization, ~~June 28~~MS&Co.’s communications with ratings agencies, ~~2016~~MS&Co.’s ~~without~~disclosures ~~any~~to ~~findings~~investors, and MS&Co.’s handling of ~~fraud~~servicing and foreclosure related issues.

On ~~June~~ February 1825, 2015, MS&Co. ~~entered~~reached ~~into~~an agreement ain ~~settlement~~principle with the ~~SEC~~United ~~and~~States ~~paid~~Department ~~a fine~~ of ~~$500~~Justice,~~000~~ asCivil ~~part~~Division ofand the ~~MCDC~~United ~~Initiative~~States toAttorney’s ~~resolve~~Office ~~allegations~~for ~~that~~the ~~MS&Co.~~Northern ~~failed~~District toof ~~form~~California, aCivil ~~reasonable~~Division ~~basis~~(collectively, ~~through~~the ~~adequate~~“Civil ~~due~~Division”) ~~diligence~~to ~~for believing~~pay ~~the~~$2.6 billion ~~truthfulness~~to ofresolve ~~the~~certain ~~assertions~~claims bythat ~~issuers~~the ~~and/or~~Civil ~~obligors~~Division ~~regarding~~indicated ~~their~~it ~~compliance~~intended ~~with previous continuing disclosure undertakings pursuant~~ to ~~Rule 15c2-12~~bring inagainst ~~connection with offerings in which~~ MS&Co. ~~acted~~That assettlement ~~senior~~was orfinalized ~~sole~~on ~~underwriter~~February 10, 2016.

OnIn ~~August~~October 62014, ~~2015,~~the ~~MS&Co.~~Illinois ~~consented~~Attorney toGeneral’s ~~and~~Office ~~became~~(“ILAG”) ~~the~~sent ~~subject~~a ~~of an~~letter ~~order by the CFTC~~ to ~~resolve allegations that~~ MS&Co. ~~violated~~alleging CFTC Regulation 22.9(a) by failing to hold sufficient US Dollars in cleared swap segregated accounts in the United States to meet all US Dollar obligations to cleared swaps customers. Specifically, the CFTC found that ~~while~~ MS&Co. atknowingly ~~all~~made ~~times~~misrepresentations ~~held~~related ~~sufficient funds in segregation~~ to ~~cover~~RMBS ~~its~~purchased ~~obligations~~by ~~to its customers, on~~ certain ~~days~~pension ~~during~~funds ~~2013~~affiliated ~~and~~with ~~2014,~~the itState ~~held currencies, such as euros, instead~~ of ~~US dollars,~~Illinois toand ~~meet~~demanding ~~its US dollar obligations. In addition, the CFTC found~~ that MS&Co. ~~violated~~pay ~~CFTC~~ILAG ~~Regulation 166.3~~approximately ~~by failing to have in place adequate procedures to ensure that it complied with CFTC Regulation~~$88 22million.~~9(a).~~ ~~Without admitting or denying the findings or conclusions and without adjudication of any issue of law or fact,~~ MS&Co. ~~accepted~~ and ~~consented~~ILAG toreached ~~the~~an ~~entry~~agreement ofto resolve ~~findings,~~ the ~~imposition~~matter ofon ~~a cease and desist order~~February 10, ~~a civil monetary penalty of $300,000, and undertakings related to public statements, cooperation, and payment of the monetary penalty~~2016.

On ~~December~~January 2013, ~~2016~~2015, ~~MS&Co.~~the ~~consented~~New toYork ~~and~~Attorney ~~became~~General’s ~~the~~Office (“NYAG”), ~~subject~~which ofis ~~an order~~also bya ~~the~~member ~~SEC~~of inthe ~~connection~~RMBS ~~with~~Working ~~allegations~~Group, indicated that ~~MS&Co.~~it ~~willfully~~intended ~~violated~~to ~~Sections 15(c)(3)~~file ~~and 17(~~a~~)(1)~~ oflawsuit ~~the~~related ~~Exchange~~to ~~Act~~approximately ~~and~~30 ~~Rules 15c3-3(e), 17a-5(a),~~subprime ~~and~~securitizations ~~17a-5(d)~~sponsored ~~thereunder,~~ by ~~inaccurately~~MS&Co. ~~calculating~~NYAG ~~its~~indicated ~~Reserve~~that ~~Account~~the ~~requirement~~lawsuit ~~under~~would ~~Rule 15c3-3~~allege bythat ~~including~~MS&Co. ~~margin~~misrepresented ~~loans~~or toomitted anmaterial ~~affiliate~~information inrelated ~~its~~to ~~calculations,~~the ~~which~~due ~~resulted~~diligence, inunderwriting ~~making inaccurate records~~ and ~~submitting~~valuation ~~inaccurate~~of ~~reports to~~ the ~~SEC. Without~~loans ~~admitting~~in orthe ~~denying~~securitizations and the ~~underlying~~properties ~~allegations~~securing them and ~~without~~indicated ~~adjudication~~that ofits ~~any~~lawsuit ~~issue of~~would ~~law~~be orbrought ~~fact,~~under the Martin Act. MS&Co. ~~consented to a cease~~ and ~~desist~~NYAG ~~order,~~reached aan ~~censure,~~agreement ~~and~~to aresolve ~~civil~~the ~~monetary~~matter ~~penalty~~on ~~of $7~~February 10,~~500,000~~ 2016.

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

On July 1523, ~~2010~~2014, ~~China~~the ~~Development~~SEC ~~Industrial~~approved ~~Bank (“CDIB”) filed~~ a ~~complaint~~settlement ~~against~~by MS&Co.~~, styled~~ ~~China~~and ~~Development~~certain ~~Industrial~~affiliates ~~Bank v.~~to ~~Morgan~~resolve ~~Stanley &~~an ~~Co.~~investigation ~~Incorporated~~related to ~~et al.,~~certain ~~which~~subprime isRMBS ~~pending~~transactions insponsored ~~the~~and ~~Supreme~~underwritten ~~Court~~by ofthose ~~the~~entities ~~State~~in ~~of New York, New York County (“Supreme Court of NY”)~~2007. Pursuant ~~The complaint relates~~ to ~~a $275 million credit default swap referencing~~ the ~~super senior portion of the STACK 2006-1 CDO. The complaint asserts claims for common law fraud~~settlement, ~~fraudulent inducement and fraudulent concealment and alleges that~~ MS&Co. ~~misrepresented~~and ~~the~~certain ~~risks~~affiliates ofwere ~~the~~charged ~~STACK~~with ~~2006-1~~violating ~~CDO~~Sections to17(a)(2) ~~CDIB,~~ and ~~that~~17(a)(3) ~~MS&Co.~~of ~~knew that~~ the ~~assets~~Securities ~~backing~~Act ~~the CDO were~~ of ~~poor quality when it entered into the credit default swap with~~1933, ~~CDIB.~~as ~~The~~amended ~~complaint seeks compensatory damages related to~~ (the ~~approximately~~“Securities ~~$228 million that CDIB alleges it has already lost under the credit default swap~~Act”), ~~rescission~~agreed ~~of CDIB’s obligation~~ to pay andisgorgement ~~additional $12 million, punitive damages, equitable relief, fees~~ and ~~costs. On~~penalties ~~February 28,~~in ~~2011,~~an ~~the~~amount ~~court denied MS&Co.’s motion to dismiss the complaint. Based on currently available information, MS&Co. believes it could incur a loss~~ of ~~up to approximately~~ $~~240~~275 million ~~plus~~and ~~pre-~~neither ~~and~~admitted ~~post-judgment~~nor ~~interest,~~denied ~~fees~~the ~~and~~SEC’s ~~costs~~findings.

On ~~October~~April 1521, ~~2010~~2015, the ~~Federal Home Loan Bank of~~ Chicago ~~filed~~Board aOptions ~~complaint~~Exchange, ~~against~~Incorporated ~~MS&Co.~~(“CBOE”) and ~~other defendants in~~ the ~~Circuit~~CBOE ~~Court~~Futures ~~of the State of Illinois~~Exchange, ~~styled Federal Home Loan Bank of Chicago v. Bank of America Funding Corporation et al. A corrected amended~~LLC ~~complaint~~(“CFE”) ~~was~~ filed ~~on April 8, 2011, which alleges that defendants made untrue~~ statements ~~and material omissions in the sale to plaintiff~~ of acharges ~~number~~against ofMS&Co. ~~mortgage~~in ~~pass-through~~connection ~~certificates~~with ~~backed~~trading by ~~securitization~~one ~~trusts containing residential mortgage loans and asserts claims under Illinois law. The total amount~~ of ~~certificates allegedly sold to plaintiff by~~ MS&Co. ~~at issue in the action was approximately $203 million. The complaint seeks, among other things, to rescind the plaintiff~~’s ~~purchase~~former traders of ~~such~~EEM ~~certificates.~~options ~~The~~contracts ~~defendants~~that ~~filed~~allegedly adisrupted ~~motion to dismiss~~ the ~~corrected~~final ~~amended~~settlement ~~complaint~~price ~~on May 27, 2011, which was denied on September 19, 2012. On December 13, 2013, the court entered an order dismissing all claims related to one~~ of the ~~securitizations~~November at2012 ~~issue~~VXEM futures. CBOE ~~After~~alleged that ~~dismissal, the remaining amount of certificates allegedly issued by~~ MS&Co. orviolated ~~sold~~CBOE toRules ~~plaintiff~~4.1, ~~by MS&Co~~4.2 ~~was~~and ~~approximately $78 million~~4. ~~At December 25~~7, ~~2016,~~Sections ~~the~~9(a) ~~current~~and ~~unpaid~~10(b) ~~balance~~ of the ~~mortgage~~Exchange ~~pass-through certificates at issue in this action was approximately $46 million~~Act, and ~~the~~Rule ~~certificates~~10b-5 ~~had not yet incurred actual losses~~thereunder. ~~Based on currently available information, MS&Co. believes it could incur a loss in this action up to the difference between the $46~~ ~~million~~CFE ~~unpaid~~alleged ~~balance~~that ~~of these certificates (plus any losses incurred) and their fair market value at the time of a judgment against~~ MS&Co., ~~plus~~violated ~~pre-~~CFE ~~and~~Rules ~~post-judgment interest~~608, 609 ~~fees~~ and ~~costs~~620. The ~~MS&Co.~~matters ~~may~~were beresolved ~~entitled~~on toJune 28, be2016 ~~indemnified~~without ~~for~~any ~~some~~findings of ~~these losses and to an offset for interest received by the plaintiff prior to a judgment~~fraud.

On ~~April~~June 2018, ~~2011~~2015, ~~the Federal Home Loan Bank of Boston filed a complaint against~~ MS&Co. ~~and~~entered ~~other~~into ~~defendants~~a insettlement ~~the Superior~~with ~~Court of~~ the ~~Commonwealth~~SEC ofand ~~Massachusetts~~paid ~~styled~~a ~~Federal~~fine ~~Home Loan Bank~~ of ~~Boston v. Ally Financial~~$500,000 ~~Inc.~~as ~~F/K/A~~part ~~GMAC~~of ~~LLC~~the ~~et al.~~MCDC AnInitiative ~~amended~~to ~~complaint~~resolve ~~was~~allegations ~~filed on June 29, 2012 and alleges~~ that defendants made untrue statements and material omissions in the sale to plaintiff of certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The total amount of certificates allegedly issued by MS&Co. orfailed ~~sold~~ to ~~plaintiff~~form bya ~~MS&Co.~~reasonable ~~was~~basis ~~approximately~~through ~~$385 million.~~adequate ~~The~~due ~~amended~~diligence complaint raises claims under the Massachusetts Uniform Securities Act, the Massachusetts Consumer Protection Act and common law and seeks, among other things, to rescind the plaintiff’s purchase of such certificates. On May 26, 2011, defendants removed the case to the United States District Court for ~~the~~believing ~~District of Massachusetts. The defendants’ motions to dismiss~~ the ~~amended~~truthfulness complaint were granted in part and denied in part on September 30, 2013. On November 25, 2013, July 16, 2014, and May 19, 2015, respectively, the plaintiff voluntarily dismissed its claims against MS&Co. with respect to three of ~~the securitizations~~ ~~at issue. After these voluntary dismissals,~~ the ~~remaining~~assertions ~~amount of certificates allegedly issued~~ by ~~MS&Co.~~issuers and/or ~~sold~~obligors toregarding ~~plaintiff~~their bycompliance ~~MS&Co.~~with ~~was~~previous ~~approximately~~continuing ~~$332 million.~~disclosure Atundertakings ~~December 25,~~pursuant ~~2016,~~to ~~the~~Rule ~~current unpaid balance of the mortgage pass~~15c2-~~through~~12 ~~certificates at issue~~ in ~~this~~connection ~~action~~with ~~was~~offerings ~~approximately~~in ~~$51 million,~~which ~~and the certificates had not yet incurred actual losses. Based on currently available information,~~ MS&Co. ~~believes~~acted itas ~~could incur a loss in this~~senior ~~action up to the difference between the $51 million unpaid balance of these certificates (plus any losses incurred) and their fair market value at the time of a judgment against MS&Co.,~~ or ~~upon~~sole ~~sale, plus pre- and post-judgment interest, fees and costs~~underwriter. ~~MS&Co. may be entitled to be indemnified for some of these losses and to an offset for interest received by the plaintiff prior to a judgment.~~

28On August 6, 2015, MS&Co. consented to and became the subject of an order by the CFTC to resolve allegations that MS&Co. violated CFTC Regulation 22.9(a) by failing to hold sufficient US Dollars in cleared swap segregated accounts in the United States to meet all US Dollar obligations to cleared swaps customers. Specifically, the CFTC found that while MS&Co. at all times held sufficient funds in segregation to cover its obligations to its customers, on certain days during 2013 and 2014, it held currencies, such as euros, instead of US dollars, to meet its US dollar obligations. In addition, the CFTC found that MS&Co. violated CFTC Regulation 166.3 by failing to have in place adequate procedures to ensure that it complied with CFTC Regulation 22.9(a). Without admitting or denying the findings or conclusions and without adjudication of any issue of law or fact, MS&Co. accepted and consented to the entry of findings, the imposition of a cease and desist order, a civil monetary penalty of $300,000, and undertakings related to public statements, cooperation, and payment of the monetary penalty.

On28 May 3, 2013, plaintiffs in Deutsche Zentral-Genossenschaftsbank AG et al. v. Morgan Stanley et al. filed a complaint against MS&Co., certain affiliates, and other defendants in the Supreme Court of NY. The complaint alleges that defendants made material misrepresentations and omissions in the sale to plaintiffs of certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The total amount of certificates allegedly sponsored, underwritten and/or sold by MS&Co. to plaintiff currently at issue in this action was approximately $644 million. The complaint alleges causes of action against MS&Co. for common law fraud, fraudulent concealment, aiding and abetting fraud, negligent misrepresentation, and rescission and seeks, among other things, compensatory and punitive damages. On June 10, 2014, the court granted in part and denied in part MS&Co.’s motion to dismiss the complaint. MS&Co. perfected its appeal from that decision on June 12, 2015. At March 25, 2017, the current unpaid balance of the mortgage pass-through certificates at issue in this action was approximately $242 million, and the certificates had incurred actual losses of approximately $86 million. Based on currently available information, MS&Co. believes it could incur a loss in this action up to the difference between the $242 million unpaid balance of these certificates (plus any losses incurred) and their fair market value at the time of a judgment against MS&Co., or upon sale, plus pre- and post-judgment interest, fees and costs. MS&Co. may be entitled to be indemnified for some of these losses.

On ~~May~~December 1720, ~~2013~~2016, ~~plaintiff in IKB International S.A. in Liquidation, et al. v. Morgan Stanley, et al. filed a complaint against~~ MS&Co. ~~and~~consented ~~certain~~to ~~affiliates in the Supreme Court of NY. The complaint alleges that defendants made material misrepresentations~~ and ~~omissions~~became in the ~~sale~~subject ~~to plaintiff~~ of ~~certain mortgage pass-through~~an ~~certificates~~order ~~backed~~ by ~~securitization~~the ~~trusts~~SEC ~~containing~~in ~~residential~~connection ~~mortgage~~with ~~loans.~~allegations ~~The~~that ~~total amount of certificates allegedly sponsored, underwritten and/or sold by~~ MS&Co. towillfully ~~plaintiff~~violated ~~was~~Sections ~~approximately~~15(c)(3) ~~$132 million.~~and ~~The~~17(a)(1) ~~complaint alleges causes~~ of ~~action~~the ~~against~~Exchange ~~MS&Co.~~Act ~~for common law fraud, fraudulent concealment, aiding~~ and ~~abetting~~Rules ~~fraud~~15c3-3(e), ~~and negligent misrepresentation~~17a-5(a), and ~~seeks,~~17a-5(d) ~~among other things~~thereunder, ~~compensatory~~by ~~and~~inaccurately ~~punitive~~calculating ~~damages.~~its OnReserve ~~October 29,~~Account ~~2014,~~requirement ~~the~~under ~~court granted~~Rule in15c3-3 ~~part~~by ~~and~~including ~~denied~~margin inloans ~~part MS&Co.’s motion~~ to ~~dismiss.~~an ~~All~~affiliate ~~claims~~in ~~regarding~~its ~~four certificates were dismissed. After these dismissals~~calculations, ~~the~~which resulted ~~remaining~~in ~~amount~~making ofinaccurate ~~certificates~~records ~~allegedly~~and ~~issued~~submitting byinaccurate ~~MS&Co.~~reports ~~or sold~~ to ~~plaintiff by MS&Co. was approximately $116 million. On August 26, 2015, MS&Co. perfected its appeal from~~ the ~~court’s October 29, 2014 decision~~SEC. ~~On August~~ ~~11,~~Without ~~2016,~~admitting ~~the~~or ~~Appellate Division, First Department affirmed the trial court’s decision~~ denying ~~in part MS&Co.’s motion to dismiss~~ the ~~complaint.~~underlying Atallegations ~~December 25,~~and ~~2016,~~without ~~the~~adjudication ~~current unpaid balance~~ of ~~the~~any ~~mortgage pass-through certificates at~~ issue ~~in this action was approximately $25 million, and the certificates had incurred actual losses~~ of ~~$58 million.~~law ~~Based~~or ~~on currently available information~~fact, MS&Co. ~~believes~~consented itto ~~could incur~~ a ~~loss~~cease inand ~~this~~desist ~~action up to the difference between the $25 million unpaid balance of these~~order, ~~certificates~~a ~~(plus~~censure, ~~any losses incurred)~~ and ~~their~~a ~~fair~~civil ~~market~~monetary ~~value~~penalty ~~at the time~~ of ~~a judgment against MS&Co.~~$7, ~~or upon sale~~500, ~~plus pre- and post-judgment interest, fees and costs~~000. ~~MS&Co. may be entitled to be indemnified for some of these losses and to an offset for interest received by the plaintiff prior to a judgment.~~

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

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

On ~~August~~ October 2515, ~~2008~~2010, the Federal Home Loan Bank of Chicago filed a complaint against MS&Co. and ~~two~~other ~~ratings~~defendants ~~agencies~~in the Circuit ~~were~~Court ~~named~~of asthe ~~defendants~~State inof aIllinois, ~~purported~~styled ~~class~~Federal ~~action~~Home ~~related~~Loan toBank ~~securities~~of Chicago v. Bank ~~issued~~of byAmerica aFunding ~~structured~~Corporation et ~~investment~~al. ~~vehicle~~A ~~called~~corrected ~~Cheyne~~amended ~~Finance~~complaint ~~PLC~~was ~~and~~filed ~~Cheyne~~on ~~Finance~~April 8, ~~LLC (together~~2011, ~~the~~which ~~“Cheyne~~alleges ~~SIV”).~~that ~~The~~defendants ~~case~~made ~~was~~untrue statements ~~styled~~and ~~Abu~~material ~~Dhabi~~omissions ~~Commercial~~in ~~Bank,~~the etsale to plaintiff of ~~al.~~a number of v.mortgage ~~Morgan~~pass-through ~~Stanley~~certificates backed by securitization trusts containing residential mortgage loans and asserts claims under Illinois law. &The total amount of certificates allegedly sold to plaintiff by MS&Co. ~~Inc., et~~at issue in the action was alapproximately $203 million. The complaint ~~alleged~~seeks, among other things, to ~~that~~ rescind the ~~ratings~~plaintiff’s ~~assigned~~purchase of such certificates. The defendants filed a motion to dismiss the ~~securities~~corrected ~~issued~~amended bycomplaint ~~the~~on ~~Cheyne~~May 27, ~~SIV~~2011, ~~were~~which ~~false~~was ~~and~~denied ~~misleading~~on September 19, ~~including~~2012. ~~because~~On December 13, 2013, the ~~ratings~~court ~~did~~entered ~~not~~an ~~accurately~~order ~~reflect~~dismissing ~~the~~all ~~risks~~claims ~~associated~~related ~~with~~to one of the securitizations ~~subprime~~at ~~RMBS~~issue. ~~held~~After bythat dismissal, the ~~Cheyne~~remaining ~~SIV~~amount of certificates allegedly issued by MS&Co. ~~The~~or ~~plaintiffs~~sold ~~asserted~~to ~~allegations~~plaintiff by MS&Co. was approximately $78 million. At June 25, 2017, the current unpaid balance of ~~aiding~~the ~~and~~mortgage ~~abetting~~pass-through certificates ~~fraud~~at ~~and~~issue ~~negligent~~in ~~misrepresentation~~this ~~relating~~action towas approximately $~~852~~45 million, ofand ~~securities~~the ~~issued~~certificates byhad ~~the~~not ~~Cheyne~~yet ~~SIV~~incurred actual losses. OnBased ~~April 24,~~on ~~2013~~currently available information, MS&Co. believes it could incur a loss in this action up to the difference ~~parties~~between ~~reached~~the an$45 million ~~agreement~~unpaid tobalance ~~settle~~of these certificates (plus any losses incurred) and their fair market value at the ~~case~~time of a judgment against MS&Co., plus pre- and onpost-judgment ~~April 26~~interest, ~~2013,~~fees and ~~the~~costs. ~~court~~MS&Co. ~~dismissed~~may be entitled to be indemnified for some of these losses and to an offset for interest received by the ~~action~~plaintiff ~~with~~prior ~~prejudice~~to a judgment.

On April 20, 2011, the Federal Home Loan Bank of Boston filed a complaint against MS&Co. and other defendants in the Superior Court of the Commonwealth of Massachusetts styled Federal Home Loan Bank of Boston v. Ally Financial, Inc. F/K/A GMAC LLC et al. An amended complaint was filed on June 29, 2012 and alleges that defendants made untrue statements and material omissions in the sale to plaintiff of certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The total amount of certificates allegedly issued by MS&Co. or sold to plaintiff by MS&Co. was approximately $385 million. The amended complaint raises claims under the Massachusetts Uniform Securities Act, the Massachusetts Consumer Protection Act and common law and seeks, among other things, to rescind the plaintiff’s purchase of such certificates. On May 26, 2011, defendants removed the case to the United States District Court for the District of Massachusetts. The defendants’ motions to dismiss the amended complaint were granted in part and denied in part on September 30, 2013. On November 25, 2013, July 16, 2014, and May 19, 2015, respectively, the plaintiff voluntarily dismissed its claims against MS&Co. with respect to three of the securitizations at issue. After these voluntary dismissals, the remaining amount of certificates allegedly issued by MS&Co. or sold to plaintiff by MS&Co. was approximately $332 million. At June 25, 2017, the current unpaid balance of the mortgage pass-through certificates at issue in this action was approximately $48 million, and the certificates had not yet incurred actual losses. Based on currently available information, MS&Co. believes it could incur a loss in this action up to the difference between the $48 million unpaid balance of these certificates (plus any losses incurred) and their fair market value at the time of a judgment against MS&Co., or upon sale, plus pre- and post-judgment interest, fees and costs. MS&Co. may be entitled to be indemnified for some of these losses and to an offset for interest received by the plaintiff prior to a judgment.

On29 December 23, 2009, the Federal Home Loan Bank of Seattle filed a complaint against MS&Co. and another defendant in the Superior Court of the State of Washington, styled Federal Home Loan Bank of Seattle v. Morgan Stanley & Co. Inc., et al. The amended complaint, filed on September 28, 2010, alleges that defendants made untrue statements and material omissions in the sale to plaintiff of certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The total amount of certificates allegedly sold to plaintiff by MS&Co. was approximately $233 million. The complaint raises claims under the Washington State Securities Act and seeks, among other things, to rescind the plaintiff’s purchase of such certificates. On January 23, 2017, the parties reached an agreement to settle the litigation.

On ~~March~~May 153, ~~2010~~ 2013, ~~the~~plaintiffs ~~Federal~~in ~~Home~~Deutsche ~~Loan~~Zentral-Genossenschaftsbank ~~Bank~~AG ofet al. ~~San~~v. ~~Francisco~~Morgan Stanley et al. filed a complaint against MS&Co., certain affiliates, and other defendants in the ~~Superior~~Supreme Court of ~~the State of California styled Federal Home Loan Bank of San Francisco v~~NY. ~~Credit~~The ~~Suisse Securities (USA) LLC, et al. An amended~~ complaint ~~filed~~alleges ~~on June 10, 2010 alleged~~ that defendants made ~~untrue~~material ~~statements~~misrepresentations and ~~material~~ omissions in ~~connection with~~ the sale to plaintiffs ~~plaintiff~~ of acertain ~~number of~~ mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The total amount of certificates allegedly ~~sold~~sponsored, tounderwritten ~~plaintiff~~and/or sold by MS&Co. ~~was~~to plaintiff was approximately $~~704~~644 million. The complaint ~~raised~~alleges ~~claims~~causes ~~under~~of ~~both~~action ~~the~~against ~~federal~~MS&Co. ~~securities~~for ~~laws~~common law fraud, fraudulent concealment, aiding and ~~California law~~abetting fraud, negligent misrepresentation, and ~~sought~~rescission and seeks, among other things, compensatory toand ~~rescind~~punitive damages. On June 10, 2014, the ~~plaintiff~~court granted in part and denied in part MS&Co.’s ~~purchase~~motion ofto ~~such~~dismiss ~~certificates~~the complaint. On ~~January~~June 2620, ~~2015~~2017 the Appellate Division, asFirst aDepartment, ~~result~~affirmed ofthe alower ~~settlement~~court’s June 10, ~~with~~2014 ~~certain~~order. ~~other~~At ~~defendants~~March 25, 2017, the ~~plaintiff~~current ~~requested~~unpaid balance of the mortgage pass-through certificates at issue in this action was approximately $237 million, and the ~~court~~certificates ~~subsequently~~had ~~entered~~incurred aactual losses of approximately ~~dismissal~~$87 million. ~~with~~Based ~~prejudice~~on ofcurrently ~~certain~~available information, MS&Co. believes it could incur a loss in this action up to the difference between the $237 million unpaid balance of these certificates (plus any losses incurred) and their fair market value at the ~~plaintiff’s~~time ~~claims~~of a judgment against MS&Co., ~~including~~or ~~all~~upon ~~remaining~~sale, ~~claims~~plus ~~against~~pre- and post-judgment interest, fees and costs. MS&Co. may be entitled to be indemnified for some of these losses.

On ~~March~~ May 1517, ~~2010~~2013, ~~the~~plaintiff ~~Federal~~in ~~Home~~IKB ~~Loan~~International ~~Bank~~S.A. ofin ~~San~~Liquidation, ~~Francisco~~et al. v. Morgan Stanley, et al. filed a complaint against MS&Co. and ~~other~~certain ~~defendants~~affiliates in the ~~Superior~~Supreme Court of ~~the State of California styled Federal Home Loan Bank of San Francisco v~~NY. ~~Deutsche~~The ~~Bank Securities Inc. et al. An amended~~ complaint, ~~filed on June 10, 2010,~~ alleges that defendants made ~~untrue~~material ~~statements~~misrepresentations and ~~material~~ omissions in ~~connection with~~ the sale to plaintiff of certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The total amount of certificates allegedly ~~sold~~sponsored, tounderwritten ~~plaintiff~~and/or sold by MS&Co. to plaintiff was approximately $~~276~~132 million. The complaint ~~raises~~alleges ~~claims~~causes ~~under~~of ~~both~~action against ~~the~~MS&Co. ~~federal~~for ~~securities~~common ~~laws~~law fraud, fraudulent concealment, aiding and ~~California law~~abetting fraud, and negligent misrepresentation, and seeks, among other things, tocompensatory ~~rescind~~and punitive damages. On October 29, 2014, the ~~plaintiff~~court granted in part and denied in part MS&Co.’s ~~purchase~~motion ofto ~~such~~dismiss. All claims regarding four certificates were dismissed. After these dismissals, the remaining amount of certificates allegedly issued by MS&Co. or sold to plaintiff by MS&Co. was approximately $116 million. On ~~December~~August 2126, 2015, MS&Co. perfected its appeal from the court’s October 29, 2014 decision. On August 11, 2016, the ~~parties~~Appellate ~~reached~~Division, anFirst ~~agreement~~Department affirmed the trial court’s decision denying in part MS&Co.’s motion to ~~settle~~dismiss the ~~litigation~~complaint. At June 25, 2017, the current unpaid balance of the mortgage pass-through certificates at issue in this action was approximately $25 million, and the certificates had incurred actual losses of $58 million. Based on currently available information, MS&Co. believes it could incur a loss in this action up to the difference between the $25 million unpaid balance of these certificates (plus any losses incurred) and their fair market value at the time of a judgment against MS&Co., or upon sale, plus pre- and post-judgment interest, fees and costs. MS&Co. may be entitled to be indemnified for some of these losses and to an offset for interest received by the plaintiff prior to a judgment.

On ~~July~~April 91, ~~2010 and February 11~~2016, the ~~2011,~~California ~~Cambridge~~Attorney ~~Place~~General’s ~~Investment~~Office ~~Management Inc.~~ filed ~~two~~an ~~separate~~action ~~complaints~~ against MS&Co. ~~and/or~~in ~~its~~California ~~affiliates~~state ~~and~~court ~~other~~styled ~~defendants~~California inv. ~~the~~Morgan ~~Superior~~Stanley, ~~Court~~et ofal., ~~the~~on ~~Commonwealth~~behalf of ~~Massachusetts~~California investors, ~~both~~including ~~styled~~the ~~Cambridge~~California ~~Place~~Public ~~Investment~~Employees’ Retirement ~~Management~~System ~~Inc. v.~~and ~~Morgan~~the ~~Stanley &~~California ~~Co.,~~Teachers’ ~~Inc.,~~Retirement ~~et al~~System. The ~~complaints~~ ~~asserted~~complaint ~~claims~~alleges onthat ~~behalf~~MS&Co. ofmade ~~certain~~misrepresentations ~~clients of plaintiff’s affiliates~~ and ~~allege~~omissions ~~that~~regarding ~~defendants~~residential ~~made~~mortgage-backed ~~untrue~~securities ~~statements~~ and ~~material~~notes ~~omissions~~issued inby the ~~sale~~Cheyne ofSIV, aand ~~number~~asserts violations of ~~mortgage~~the ~~pass-through~~California ~~certificates~~False ~~backed~~Claims byAct ~~securitization trusts~~and ~~containing~~other ~~residential~~state ~~mortgage~~laws ~~loans.~~and ~~The~~seeks ~~total~~treble ~~amount~~damages, ofcivil ~~certificates~~penalties, ~~allegedly~~disgorgement, ~~issued~~and byinjunctive ~~MS&Co~~relief. ~~and/or~~On ~~its~~September 30, ~~affiliates~~2016, orthe ~~sold~~court togranted ~~plaintiff’s affiliates’ clients by~~ MS&Co.’s ~~and/or~~demurrer, ~~its~~with ~~affiliates~~leave into ~~the two matters was approximately $263 million~~replead. On ~~February~~ October 1121, ~~2014~~2016, the ~~parties~~California ~~entered~~Attorney ~~into~~General filed an ~~agreement~~amended ~~to settle the litigation~~complaint. On ~~February~~January 2025, ~~2014~~2017, the court ~~dismissed~~denied MS&Co.’s demurrer with respect to the ~~action~~amended complaint.

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

On ~~July~~August 525, ~~2011~~2008, ~~Allstate~~MS&Co. ~~Insurance~~and ~~Company~~two ~~and~~ratings ~~certain~~agencies ofwere ~~its~~named ~~affiliated~~as ~~entities~~defendants ~~filed~~in a purported class action related to ~~complaint~~securities ~~against~~issued ~~MS&Co.~~by ina ~~the~~structured ~~Supreme~~investment ~~Court~~vehicle ofcalled NYCheyne Finance PLC and Cheyne Finance LLC (together, the “Cheyne SIV”). The case was styled ~~Allstate~~Abu ~~Insurance~~Dhabi ~~Company~~Commercial Bank, et al. v. Morgan Stanley & Co. Inc., et al. AnThe ~~amended~~ complaint ~~was~~alleged, ~~filed~~among onother ~~September 9~~things, ~~2011, and alleges~~ that the ~~defendants~~ratings ~~made~~assigned ~~untrue statements and material omissions in the sale~~ to the ~~plaintiffs~~securities ofissued ~~certain~~by ~~mortgage~~the ~~pass-through~~Cheyne ~~certificates~~SIV ~~backed~~were byfalse ~~securitization~~and ~~trusts~~misleading, ~~containing~~including ~~residential~~because ~~mortgage~~the ~~loans.~~ratings ~~The~~did ~~total~~not ~~amount~~accurately ofreflect ~~certificates~~the ~~allegedly~~risks ~~issued~~associated ~~and/or~~with ~~sold to~~ the ~~plaintiffs~~subprime byRMBS ~~MS&Co.~~held ~~was~~by ~~approximately~~the ~~$104 million~~Cheyne SIV. The ~~complaint~~plaintiffs ~~raised~~asserted ~~common~~allegations ~~law claims~~ of ~~fraud, fraudulent inducement,~~ aiding and abetting fraud, and negligent misrepresentation ~~and~~relating ~~seeks,~~to ~~among~~approximately ~~other~~$852 million ~~things,~~of ~~compensatory~~securities ~~and/or recessionary~~issued ~~damages~~by ~~associated with~~ the ~~plaintiffs’~~Cheyne ~~purchases of such certificates~~SIV. On ~~January~~April 1624, ~~2015~~2013, the parties reached an agreement to settle the ~~litigation~~case, and on April 26, 2013, the court dismissed the action with prejudice.

On ~~July~~December 1823, ~~2011~~2009, the ~~Western~~Federal ~~and~~Home ~~Southern~~Loan ~~Life~~Bank ~~Insurance~~of ~~Company~~Seattle ~~and certain affiliated companies~~ filed a complaint against MS&Co. and ~~other~~another ~~defendants~~defendant in the Superior Court of ~~Common~~the ~~Pleas~~State inof ~~Ohio~~Washington, styled ~~Western~~Federal ~~and~~Home ~~Southern~~Loan ~~Life~~Bank ~~Insurance~~of ~~Company,~~Seattle ~~et al.~~ v. Morgan Stanley & ~~Mortgage~~Co. ~~Capital~~ Inc., et al. The An amended complaint ~~was~~ , filed on ~~April~~September 228, ~~2012~~2010, ~~and~~ alleges that defendants made untrue statements and material omissions in the sale to ~~plaintiffs~~plaintiff of certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The total amount of ~~the~~ certificates allegedly sold to ~~plaintiffs~~plaintiff by MS&Co. was approximately $~~153~~233 million. The complaint raises claims under the Washington State Securities Act and seeks, among other things, to rescind the plaintiff’s purchase of such certificates. On ~~June~~January 823, ~~2015~~2017, the parties reached an agreement to settle the litigation.

On ~~September~~March 215, ~~2011~~2010, the Federal ~~Housing~~Home ~~Finance~~Loan ~~Agency~~Bank ~~(“FHFA”),~~of asSan ~~conservator~~Francisco ~~for Fannie Mae and Freddie Mac,~~ filed ~~17 complaints~~a ~~against numerous financial services companies, including MS&Co. and certain affiliates. A~~ complaint against MS&Co. and ~~certain affiliates and~~ other defendants in the ~~was~~Superior ~~filed~~Court inof the ~~Supreme~~State ~~Court~~ of ~~NY,~~California styled Federal ~~Housing~~Home ~~Finance~~Loan ~~Agency,~~Bank asof ~~Conservator~~San Francisco v. ~~Morgan~~Credit ~~Stanley~~Suisse Securities (USA) LLC, et al. ~~The~~An amended complaint ~~alleges~~filed on June 10, 2010 alleged that defendants made untrue statements and material omissions in connection with the sale to ~~Fannie~~plaintiff ~~Mae~~of a ~~and~~number ~~Freddie Mac~~ of ~~residential~~ mortgage pass-through certificates ~~with~~backed anby ~~original~~securitization ~~unpaid~~trusts ~~balance~~containing residential mortgage loans. The amount of certificates allegedly sold to plaintiff by MS&Co. was approximately $11704 ~~billion~~million. The complaint raised claims under ~~federal~~both ~~and~~the ~~state~~federal securities laws and ~~common~~California law and ~~seeks~~sought, among other things, to ~~rescission~~rescind the ~~and~~plaintiff’s ~~compensatory and~~purchase ~~punitive~~of ~~damages~~such certificates. On ~~February~~January 726, ~~2014~~2015, ~~the~~as ~~parties~~a ~~entered~~result ~~into~~of ana ~~agreement~~settlement towith ~~settle~~certain ~~the~~other ~~litigation.~~defendants, Onthe ~~February 20,~~plaintiff ~~2014,~~requested and the court ~~dismissed~~subsequently entered a dismissal with prejudice of certain of the ~~action~~plaintiff’s claims, including all remaining claims against MS&Co.

On ~~April~~March 2515, ~~2012~~2010, ~~Metropolitan~~the ~~Life~~Federal ~~Insurance~~Home ~~Company~~Loan ~~and~~Bank ~~certain~~of ~~affiliates~~San Francisco filed a complaint against MS&Co. and ~~certain~~ ~~affiliates~~other indefendants in the ~~Supreme~~Superior Court of ~~NY,~~the State of California styled ~~Metropolitan~~Federal ~~Life~~Home ~~Insurance~~Loan ~~Company,~~Bank etof San ~~al.~~Francisco v. ~~Morgan~~Deutsche ~~Stanley,~~Bank etSecurities Inc. et al. An amended complaint, ~~was~~ filed on June 2910, ~~2012~~2010, ~~and~~ alleges that ~~the~~ defendants made untrue statements and material omissions in connection with the sale to ~~the~~plaintiff ~~plaintiffs~~ of certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The ~~total~~ amount of certificates allegedly ~~sponsored,~~sold ~~underwritten, and/or~~to ~~sold~~plaintiff by MS&Co. was approximately $~~758~~276 million. The ~~amended~~ complaint ~~raised~~raises ~~common law~~ claims ofunder ~~fraud,~~both ~~fraudulent~~the ~~inducement,~~federal ~~and~~securities ~~aiding~~laws and ~~abetting~~California ~~fraud~~law and seeks, among other things, to ~~rescission, compensatory, and/or rescissionary damages, as well as punitive damages, associated with~~ rescind the ~~plaintiffs~~plaintiff’s ~~purchases~~purchase of such certificates. On ~~April~~December 1121, ~~2014~~2016, the parties ~~entered~~reached ~~into~~an aagreement ~~settlement~~to ~~agreement~~settle the litigation.

On ~~April~~July 259, ~~2012,~~2010 ~~The~~and ~~Prudential~~February 11, ~~Insurance~~2011, ~~Company~~Cambridge ofPlace ~~America~~Investment ~~and~~Management ~~certain~~Inc. ~~affiliates~~ filed atwo ~~complaint against~~separate complaints against MS&Co. and/or ~~certain~~its affiliates inand other defendants in the Superior Court of the ~~State~~Commonwealth of ~~New Jersey~~Massachusetts, both styled ~~The~~Cambridge ~~Prudential~~Place ~~Insurance~~Investment ~~Company~~Management ~~of America, et al~~Inc. v. Morgan Stanley & Co., Inc., et al. The Oncomplaints ~~October 16,~~asserted ~~2012,~~claims ~~plaintiffs~~on ~~filed~~behalf anof ~~amended complaint.~~certain ~~The~~clients ~~amended~~of ~~complaint~~plaintiff’s ~~alleged~~affiliates and allege that defendants made untrue statements and material omissions in ~~connection with~~ the sale ~~to plaintiffs~~ of a ~~certain~~number of mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The total amount of certificates allegedly ~~sponsored,~~issued ~~underwritten and/or sold~~ by MS&Co. ~~was~~and/or ~~approximately~~its ~~$1.073 billion.~~affiliates ~~The~~or ~~amended~~sold ~~complaint~~to ~~raises~~plaintiff’s ~~claims~~affiliates’ ~~under~~clients ~~the~~by ~~New~~MS&Co. and/or ~~Jersey~~its ~~Uniform~~affiliates ~~Securities~~in ~~Law,~~the astwo ~~well~~matters aswas approximately ~~common law~~$263 million. ~~claims~~On ~~of negligent misrepresentation~~February 11, ~~fraud~~2014, ~~fraudulent~~the ~~inducement,~~parties ~~equitable~~entered ~~fraud,~~into ~~aiding~~an ~~and~~agreement ~~abetting~~to ~~fraud,~~settle ~~and violations of~~ the ~~New Jersey RICO statute, and includes a claim for treble damages~~litigation. On ~~January~~February 820, ~~2016~~2014, the ~~parties~~court ~~reached an~~dismissed ~~agreement to settle~~ the ~~litigation~~action.

InOn reOctober 25, ~~Morgan~~2010, ~~Stanley~~MS&Co., ~~Mortgage~~certain ~~Pass-Through~~affiliates ~~Certificates~~and ~~Litigation~~Pinnacle Performance Limited, ~~which~~a special purpose vehicle ~~had~~(“SPV”), ~~been~~were ~~pending~~named as defendants in a purported class action in the United States District Court for the Southern District of New York (“SDNY”), ~~was~~styled aGe ~~putative~~Dandong, ~~class~~et ~~action~~al. ~~involving~~v. ~~allegations~~Pinnacle ~~that~~Performance Ltd., ~~among~~et ~~other~~al. ~~things~~On January 31, 2014, the ~~registration~~plaintiffs ~~statements~~in ~~and~~the ~~offering~~action, ~~documents~~which related to securities issued by the ~~offerings~~SPV ofin ~~certain~~Singapore, ~~mortgage~~filed ~~pass-through~~a ~~certificates~~second inamended ~~2006~~complaint, which asserted common law claims of fraud, aiding and ~~2007 contained~~abetting ~~false~~fraud, fraudulent inducement, aiding and ~~misleading~~abetting ~~information~~fraudulent ~~concerning~~inducement, ~~the~~and ~~pools~~breach of ~~residential~~the ~~loans~~implied ~~that~~covenant ~~backed~~of ~~these~~good ~~securitizations~~faith and fair dealing. On ~~December~~July 1817, 2014, the parties’ reached an agreement to settle the litigation, which received final court approval, ~~and~~ on ~~December~~ July 192, ~~2014, the court entered an order dismissing the action~~2015.

On ~~November~~July 45, 2011, ~~the~~Allstate ~~Federal Deposit~~ Insurance ~~Corporation~~Company ~~(“FDIC”),~~and ascertain ~~receiver~~of ~~for~~its ~~Franklin~~affiliated ~~Bank~~entities ~~S.S.B,~~ filed ~~two~~a ~~complaints~~complaint against MS&Co. in the ~~District~~Supreme Court of ~~the~~NY, ~~State of Texas. Each was~~ styled ~~Federal~~Allstate ~~Deposit~~ Insurance ~~Corporation as Receiver for Franklin Bank~~Company, Set al.~~S.B~~ v. Morgan Stanley &, ~~Company~~et ~~LLC~~al. ~~F/K/A~~An ~~Morgan~~amended ~~Stanley &~~complaint ~~Co.~~was ~~Inc.~~filed on September 9, 2011, and ~~alleged~~alleges that ~~MS&Co.~~the defendants made untrue statements and material omissions in ~~connection with~~ the sale to ~~plaintiff~~the plaintiffs of certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The total amount of certificates allegedly ~~underwritten~~issued and/or sold to ~~plaintiff~~the plaintiffs by MS&Co. ~~in these cases~~ was approximately $67104 million. The complaint raised common law claims of fraud, fraudulent inducement, aiding and ~~$35 million~~abetting fraud, and negligent misrepresentation and seeks, among other things, compensatory and/or recessionary damages associated ~~respectively~~with the plaintiffs’ purchases of such certificates. On ~~July~~January 216, 2015, the parties reached an agreement to settle the litigation.

On ~~February~~July 1418, ~~2013~~2011, ~~Bank~~the ~~Hapoalim~~Western ~~B.M.~~and Southern Life Insurance Company and certain affiliated companies filed a complaint against MS&Co. and ~~certain~~other ~~affiliates~~defendants in the ~~Supreme~~ Court of NYCommon Pleas in Ohio, styled ~~Bank~~Western ~~Hapoalim~~and BSouthern Life Insurance Company, et al.M. v. Morgan Stanley Mortgage Capital Inc., et al. An ~~The~~amended complaint was filed on April 2, 2012 and alleges that defendants made ~~material~~untrue ~~misrepresentations~~statements and material omissions in the sale to ~~plaintiff~~plaintiffs of certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The ~~total~~ amount of the certificates allegedly ~~sponsored,~~sold ~~underwritten~~to ~~and/or~~plaintiffs ~~sold~~ by MS&Co. ~~to plaintiff~~ was approximately $~~141~~153 million. On ~~July~~June 288, 2015, the parties reached an agreement to settle the litigation~~, and on August 12, 2015, the plaintiff filed a stipulation of discontinuance with prejudice~~.

On September 232, ~~2013~~2011, the ~~plaintiff~~Federal inHousing ~~National~~Finance ~~Credit~~Agency ~~Union~~(“FHFA”), ~~Administration~~as ~~Board v.~~conservator ~~Morgan~~for ~~Stanley~~Fannie Mae &and ~~Co.~~Freddie ~~Inc.~~Mac, ~~et al.~~ filed a17 ~~complaint~~complaints against numerous financial services companies, including MS&Co. and certain affiliates. inA ~~the~~complaint ~~SDNY~~against MS&Co. ~~The~~and ~~complaint~~certain ~~alleged~~affiliates ~~that~~and other defendants ~~made~~was ~~untrue~~filed ~~statements~~in ofthe ~~material~~Supreme ~~fact~~Court orof ~~omitted~~NY, tostyled Federal ~~state~~Housing ~~material~~Finance ~~facts~~Agency, inas ~~the~~Conservator ~~sale~~v. toMorgan ~~the~~Stanley ~~plaintiff~~et ~~of certain~~al. ~~mortgage~~The ~~pass-through~~complaint ~~certificates~~alleges ~~issued~~that bydefendants ~~securitization~~made ~~trusts~~untrue ~~containing~~statements ~~residential~~and ~~mortgage~~material ~~loans.~~omissions ~~The~~in ~~total~~connection ~~amount~~with ofthe ~~certificates~~sale ~~allegedly~~to ~~sponsored,~~Fannie ~~underwritten~~Mae and~~/or~~ ~~sold~~Freddie byMac ~~MS&Co.~~of residential tomortgage pass-through ~~plaintiffs~~certificates inwith ~~the~~an ~~matter~~original ~~was~~ unpaid balance of approximately $~~417~~11 ~~million~~billion. The complaint ~~alleged~~raised ~~violations~~claims ofunder federal and ~~various~~ state securities laws and ~~sought~~common law and seeks, among other things, ~~rescissionary~~rescission and compensatory and punitive damages. On ~~November~~February 237, ~~2015~~2014, the parties ~~reached~~entered into an agreement to settle the ~~matter~~litigation. On February 20, 2014, the court dismissed the action.

On ~~September~~April 1625, ~~2014~~2012, ~~the~~Metropolitan ~~Virginia~~Life ~~Attorney~~Insurance ~~General’s~~Company ~~Office~~and certain affiliates filed a ~~civil~~complaint ~~lawsuit,~~against ~~styled~~MS&Co. and ~~Commonwealth~~certain ofaffiliates ~~Virginia~~in exthe ~~rel.~~Supreme ~~Integra~~Court ~~REC~~of ~~LLC v.~~NY, ~~Barclays~~styled ~~Capital~~Metropolitan ~~Inc.~~Life Insurance Company, et al., ~~against MS&Co~~v. ~~and~~Morgan ~~several~~Stanley, ~~other~~et ~~defendants~~al. inAn ~~the~~amended ~~Circuit~~complaint ~~Court~~was offiled ~~the~~on ~~City~~June 29, of2012, ~~Richmond~~and ~~related~~alleges ~~to RMBS. The lawsuit alleged~~ that ~~MS&Co. and~~ the ~~other~~ defendants ~~knowingly~~ made ~~misrepresentations~~untrue statements and material omissions ~~related~~in the sale to the ~~loans~~plaintiffs ~~backing~~of ~~RMBS~~certain ~~purchased~~mortgage pass-through certificates backed by ~~the~~securitization ~~Virginia~~trusts ~~Retirement~~containing ~~System~~residential mortgage loans. The ~~complaint~~total ~~asserts~~amount ~~claims~~of ~~under~~certificates ~~the~~allegedly ~~Virginia~~sponsored, ~~Fraud~~underwritten, ~~Against~~and/or ~~Taxpayers~~sold ~~Act,~~by MS&Co. aswas ~~well~~approximately as$758 million. The amended complaint raised common law claims of ~~actual~~fraud, fraudulent inducement, and ~~constructive~~aiding and abetting fraud, and seeks, among other things, ~~treble~~rescission, ~~damages~~compensatory, and/or ~~civil~~rescissionary ~~penalties.~~damages, Onas well ~~January 6,~~as ~~2016~~punitive damages, ~~the~~associated ~~parties~~with ~~reached~~the anplaintiffs’ ~~agreement~~purchases toof ~~settle~~such ~~the litigation~~certificates. AnOn ~~order~~April 11, ~~dismissing~~2014, the ~~action~~parties ~~with~~entered ~~prejudice~~into ~~was~~a ~~entered on~~settlement ~~January 28, 2016~~agreement.

~~Additional~~On ~~lawsuits~~April 25, ~~containing~~2012, ~~claims~~The ~~similar~~Prudential toInsurance ~~those~~Company ~~described~~of ~~above~~America ~~may~~and becertain affiliates filed ina ~~the~~complaint against ~~future~~MS&Co. Inand certain affiliates in the ~~course~~Superior Court of ~~its~~the ~~business,~~State ~~MS&Co.~~of New Jersey, asstyled aThe ~~major~~Prudential ~~futures~~Insurance ~~commission~~Company ~~merchant~~of America, iset ~~party~~al. tov. ~~various~~Morgan ~~civil~~Stanley, ~~actions~~et al. On October 16, ~~claims~~2012, ~~and~~plaintiffs ~~routine~~filed ~~regulatory~~an ~~investigations~~amended ~~and~~complaint. ~~proceedings~~The amended complaint alleged that ~~the~~defendants ~~General~~made ~~Partner~~untrue ~~believes~~statements doand ~~not~~material ~~have~~omissions ain ~~material effect~~connection onwith the ~~business~~sale to plaintiffs of ~~MS&Co~~certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The total amount of certificates allegedly sponsored, underwritten and/or sold by MS&Co. ~~may~~was ~~establish~~approximately ~~reserves~~$1.073 billion. ~~from~~The ~~time~~amended tocomplaint ~~time~~raises inclaims ~~connection~~under ~~with~~the ~~such~~New ~~actions~~Jersey Uniform Securities Law, as well as common law claims of negligent misrepresentation, fraud, fraudulent inducement, equitable fraud, aiding and abetting fraud, and violations of the New Jersey RICO statute, and includes a claim for treble damages. On January 8, 2016, the parties reached an agreement to settle the litigation.

32In re Morgan Stanley Mortgage Pass-Through Certificates Litigation, which had been pending in the SDNY, was a putative class action involving allegations that, among other things, the registration statements and offering documents related to the offerings of certain mortgage pass-through certificates in 2006 and 2007 contained false and misleading information concerning the pools of residential loans that backed these securitizations. On December 18, 2014, the parties’ agreement to settle the litigation received final court approval, and on December 19, 2014, the court entered an order dismissing the action.

~~Item~~On 1ANovember 4, 2011, the Federal Deposit Insurance Corporation (“FDIC”), as receiver for Franklin Bank S.S.B, ~~Risk~~filed ~~Factors~~two complaints against MS&Co. in the District Court of the State of Texas. Each was styled Federal Deposit Insurance Corporation as Receiver for Franklin Bank, S.S.B v. Morgan Stanley & Company LLC F/K/A Morgan Stanley & Co. Inc. and alleged that MS&Co. made untrue statements and material omissions in connection with the sale to plaintiff of mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The amount of certificates allegedly underwritten and sold to plaintiff by MS&Co. in these cases was approximately $67 million and $35 million, respectively. On July 2, 2015, the parties reached an agreement to settle the litigation.

~~There~~32 ~~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, 2016.~~

~~Item~~On 2February 14, 2013, Bank Hapoalim B.M. ~~Unregistered~~filed ~~Sales~~a complaint against MS&Co. and certain affiliates in the Supreme Court of ~~Equity~~NY, ~~Securities~~styled Bank Hapoalim B.M. v. Morgan Stanley et al. The complaint alleges that defendants made material misrepresentations and ~~Use~~omissions in the sale to plaintiff of ~~Proceeds~~certain mortgage pass-through certificates backed by securitization trusts containing residential mortgage loans. The total amount of certificates allegedly sponsored, underwritten and/or sold by MS&Co. to plaintiff was approximately $141 million. On July 28, 2015, the parties reached an agreement to settle the litigation, and on August 12, 2015, the plaintiff filed a stipulation of discontinuance with prejudice.

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

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

Period	(a) Total Number of Units Purchased *	(b) Average Price Paid per Unit **	(c) Total Number ofUnits Purchased as Part of Publicly AnnouncedPlans or Programs	(d) Maximum Number (orApproximate DollarValue) of Units that MayYet Be Purchased Underthe Plans or Programs
January 1, 2017 - January 31, 2017	75,887.747	$ 17.43	N/A	N/A
February 1, 2017 - February 28, 2017	71,391.955	$ 17.81	N/A	N/A
March 1, 2017 - March 31, 2017	103,134.150	$ 17.46	N/A	N/A
	250,413.852	$ 17.55

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

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

**Item ~~Redemptions of Units are effected as of the last day of each month at the net asset value per Unit as of that day~~1A. NoRisk ~~fee will be charged for redemptions~~Factors.

There have been no material changes to the risk factors set forth under Part I, Item 31A. ~~Defaults~~“Risk ~~Upon~~Factors.” ~~Senior~~in ~~Securities~~the Partnership’s Annual Report on Form 10-K for the fiscal year ended December 31, 2016 and under Part II, Item 1A. —“Risk ~~None~~Factors.” in the Partnership’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2017.

Item 42. ~~Mine~~Unregistered ~~Safety~~Sales ~~Disclosures.~~of —Equity ~~Not~~Securities ~~applicable~~and Use of Proceeds.

~~Item~~The 5.Partnership ~~Other~~no ~~Information.~~longer —offers ~~None~~Units.

33The following chart sets forth the purchases of limited partner Units by the Partnership.

Item 6. Exhibits.


Period	(a) Total Number of Units Purchased *	(b) Average Price Paid per Unit **		(c ) Total Number of Units Purchased as Part of Publicly Announced Plans or Programs	(d) Maximum Number (or Approximate Dollar Value) of Units that May Yet Be Purchased Under the Plans or Programs
April 1, 2017 - April 30, 2017	72,557.208	$	17.72	N/A	N/A
May 1, 2017 - May 31, 2017	61,124.455	$	17.96	N/A	N/A
June 1, 2017 - June 30, 2017	67,199.362	$	17.18	N/A	N/A
	200,881.025	$	17.61

31.01		Certification of President and Director of Ceres Managed Futures LLC, the General Partner of the Partnership, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.02		Certification of Chief Financial Officer and Director of Ceres Managed Futures LLC, the General Partner of the Partnership, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.01		Certification of President and Director of Ceres Managed Futures LLC, the General Partner of the Partnership, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.02		Certification of Chief Financial Officer and Director of Ceres Managed Futures LLC, the General Partner of the Partnership, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS*		XBRL Instance Document
101.SCH*		XBRL Taxonomy Extension Schema Document
101.CAL*		XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB*		XBRL Taxonomy Extension Label Document
101.PRE*		XBRL Taxonomy Extension Presentation Document
101.DEF*		XBRL Taxonomy Extension Definition Document

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

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

*Item ~~Submitted~~3. ~~electronically~~Defaults ~~herewith~~Upon Senior Securities. — None.

34Item 4. Mine Safety Disclosures. — Not applicable.

~~SIGNATURES~~Item 5. Other Information. — None.

~~Pursuant~~34 ~~to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.~~

~~MORGAN~~Item ~~STANLEY~~6. ~~SMITH BARNEY SPECTRUM TECHNICAL L~~Exhibits.P.

By:		Ceres Managed Futures LLC (General Partner)
10.01		Institutional Account Agreement, dated as of July 12, 2017, by and between SECOR Master Fund L.P. and J.P. Morgan Securities LLC, JPMorgan Chase Bank, N.A., J.P. Morgan Securities plc, J.P. Morgan Securities (Asia Pacific) Limited, J.P. Morgan Securities Asia Private Limited, J.P. Morgan Securities Australia Limited, JPMorgan Securities Japan Co., Ltd., J.P. Morgan Prime Nominees Limited, J.P. Morgan Markets Limited and J.P. Morgan Prime Inc.
By:		/s/ Patrick T. Egan
10.02		Foreign Exchange and Bullion Authorization Agreement, dated as of July 12, 2017, by and among SECOR Master Fund L.P., SECOR Capital Advisors and JPMorgan Chase Bank, N.A.
		Patrick T. Egan
10.03		International Swap Dealers Association, Inc. Master Agreement, Schedule to the ISDA Master Agreement, and 2016 Credit Support Annex for Variation Margin to the Schedule to the ISDA Master Agreement, each dated as of July 12, 2017, by and between SECOR Master Fund L.P. and JPMorgan Chase Bank, N.A.
		President and Director
31.01		Certification of President and Director of Ceres Managed Futures LLC, the General Partner of the Partnership, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
Date: May 11, 2017
31.02		Certification of Chief Financial Officer and Director of Ceres Managed Futures LLC, the General Partner of the Partnership, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
By:		/s/ Steven Ross
32.01		Certification of President and Director of Ceres Managed Futures LLC, the General Partner of the Partnership, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
		Steven Ross
32.02		Certification of Chief Financial Officer and Director of Ceres Managed Futures LLC, the General Partner of the Partnership, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
		Chief Financial Officer and Director
101.INS*		XBRL Instance Document
		(Principal Accounting Officer)
101.SCH*		XBRL Taxonomy Extension Schema Document
Date: May 11, 2017
101.CAL*		XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB*		XBRL Taxonomy Extension Label Document
101.PRE*		XBRL Taxonomy Extension Presentation Document
101.DEF*		XBRL Taxonomy Extension Definition Document

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

35* Submitted electronically herewith.

SIGNATURES

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

MORGAN STANLEY SMITH BARNEY SPECTRUM TECHNICAL L.P.


By:		Ceres Managed Futures LLC (General Partner)

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

Date: August 10, 2017


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

Date: August 10, 2017

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

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