UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the Quarterly Period Ended: June 30, 2008

or

o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Commission File Number: 000-50102

GLOBAL MACRO TRUST

(Exact name of registrant as specified in its charter)

Delaware	36-7362830
(State or other jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification No.)

c/o MILLBURN RIDGEFIELD CORPORATION

411 West Putnam Avenue

Greenwich, Connecticut 06830

(Address of principal executive offices)

Registrant's telephone number, including area code: (203) 625-7554

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 o

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

Large accelerated filer oAccelerated filer oNon-accelerated filer x Smaller Reporting Company o

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

Yes oNo x

Global Macro Trust

Financial statements

For the three and six months ended June 30, 2008 and 2007 (unaudited)

Statements of Financial Condition (a)	1
Condensed Schedules of Investments (a)	2
Statements of Operations (b)	6
Statements of Changes in Trust Capital (c)	8
Statements of Financial Highlights (b)	10
Notes to the Financial Statements (unaudited)	12

(a) At June 30, 2008 (unaudited) and December 31, 2007

(b) For the three and six months ended June 30, 2008 and 2007 (unaudited)

(c) For the six months ended June 30, 2008 and 2007 (unaudited)

PART 1. FINANANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

Global Macro Trust

Statements of Financial Condition

	June 30
	2008		December 31
	(UNAUDITED)		2007
ASSETS
EQUITY IN TRADING ACCOUNTS:
Investments in U.S. Treasury notes-at market value (amortized cost $133,491,956 and $139,691,195)	$	133,877,579	$	140,178,478
Net unrealized appreciation on open futures and forward currency contracts		31,927,996		13,985,466
Due from brokers		16,170,314		12,768,853
Cash denominated in foreign currencies (cost $424,833 and $9,122,395)		375,306		9,079,650
Total equity in trading accounts		182,351,195		176,012,447
INVESTMENTS IN U.S. TREASURY NOTES-at market value (amortized cost $584,511,710 and $422,543,313)		585,182,421		424,381,257
CASH AND CASH EQUIVALENTS		57,583,719		54,245,604
ACCRUED INTEREST RECEIVABLE		5,599,136		4,755,677
DUE FROM UNITHOLDERS		650,000		-
TOTAL	$	831,366,471	$	659,394,985
LIABILITIES AND TRUST CAPITAL
LIABILITIES:
Subscriptions by Unitholders received in advance	$	24,382,633	$	19,618,131
Net unrealized depreciation on open forward currency contracts		-		1,300,648
Due to Managing Owner		152,029		120,504
Accrued brokerage fees		4,318,811		3,400,051
Redemptions payable to Unitholders		4,079,293		3,608,727
Redemptions payable to Managing Owner		-		6,462,526
Accrued expenses		79,168		127,090
Total liabilities		33,011,934		34,637,677
TRUST CAPITAL (NET ASSETS):
Managing Owner interest (19,010.401 and 5,507.640 units outstanding)		24,538,639		6,373,279
Unitholders (599,486.163 and 534,394.969 units outstanding)		773,815,898		618,384,029
Total trust capital (net assets)		798,354,537		624,757,308
TOTAL	$	831,371,471	$	659,394,985
NET ASSET VALUE PER UNIT OUTSTANDING	$	1,290.80	$	1,157.17

See notes to financial statements

1

Global Macro Trust

Condensed Schedule of Investments (UNAUDITED)

June 30, 2008

FUTURES AND FORWARD CURRENCY CONTRACTS	% of Trust Capital			Net Unrealized Appreciation/ (Depreciation)
FUTURES CONTRACTS
Long futures contracts:
Energies		0.92	%	$	7,311,423
Grains		0.18			1,461,696
Interest rates		(0.08	)		(652,197	)
Metals		0.39			3,110,221
Softs		0.37			2,965,722
Stock indices		(0.09	)		(726,471	)
Total long futures contracts		1.69			13,470,394
Short futures contracts:
Energies		(0.65	)		(5,168,959	)
Grains		0.03			213,463
Interest rates		0.07			594,517
Livestock		0.16			1,299,040
Metals		0.23			1,819,776
Softs		(0.37	)		(2,917,308	)
Stock indices		1.82			14,456,360
Total short futures contracts		1.29			10,296,889
TOTAL INVESTMENTS IN FUTURES CONTRACTS-Net		2.98			23,767,283
FORWARD CURRENCY CONTRACTS
Total long forward currency contracts		0.58			4,659,587
Total short forward currency contracts		0.44			3,501,126
TOTAL INVESTMENTS IN FORWARD CURRENCY CONTRACTS-Net		1.02			8,160,713
TOTAL		4.00	%	$	31,927,996

(Continued)

2

Global Macro Trust

Condensed Schedule of Investments (UNAUDITED)

June 30, 2008

U.S. Treasury Notes

Face Amount		Description	% of Trust Capital			Value
$	209,500,000	U.S. Treasury notes, 3.250%, 08/15/2008		26.30	%	$	209,958,281
	329,000,000	U.S. Treasury notes, 3.125%, 10/15/2008		41.37			330,285,156
	176,500,000	U.S. Treasury notes, 3.875%, 05/15/2009		22.40			178,816,563
		Total investments in U.S. Treasury notes (amortized cost $718,003,666)		90.07	%	$	719,060,000

(Concluded)

See notes to financial statements

3

Global Macro Trust

Condensed Schedule of Investments

December 31, 2007

FUTURES AND FORWARD CURRENCY CONTRACTS	% of  Trust Capital			Net Unrealized Appreciation/ (Depreciation)
FUTURES CONTRACTS
Long futures contracts:
Energies		0.46	%	$	2,900,099
Grains		1.06			6,649,821
Interest rates		(0.19	)		(1,156,639	)
Metals		0.05			294,849
Softs		0.09			557,248
Stock indices		0.17			977,634
Total long futures contracts		1.64			10,223,012
Short futures contracts:
Energies		(0.03	)		(195,100	)
Interest rates		0.42			2,622,890
Livestock		0.08			501,980
Metals		0.07			421,465
Softs		(0.07	)		(465,326	)
Stock indices		0.09			614,991
Total short futures contracts		0.56			3,500,900
TOTAL INVESTMENTS IN FUTURES CONTRACTS-Net		2.20			13,723,912
FORWARD CURRENCY CONTRACTS
Total long forward currency contracts		0.03			165,503
Total short forward currency contracts		(0.19	)		(1,204,597	)
TOTAL INVESTMENTS IN FORWARD CURRENCY CONTRACTS-Net		(0.16	)		(1,039,094	)
TOTAL		2.04	%	$	12,684,818

 (Continued)

4

Global Macro Trust

Condensed Schedule of Investments

December 31, 2007

U.S. Treasury Notes

Face Amount		Description	% of Trust Capital			Value
$	141,300,000	U.S. Treasury notes, 3.000%, 02/15/2008		22.61	%	$	141,277,922
	141,300,000	U.S. Treasury notes, 2.625%, 05/15/2008		22.56			140,946,750
	141,300,000	U.S. Treasury notes, 3.250%, 08/15/2008		22.61			141,255,844
	141,300,000	U.S. Treasury notes, 3.125%, 10/15/2008		22.58			141,079,219
		Total investments in U.S. Treasury notes (amortized cost $562,234,508)		90.36	%	$	564,559,735

(Concluded)

See notes to financial statements

5

Global Macro Trust

Statements of Operations (UNAUDITED)

	For the three months ended
	June 30			June 30
	2008			2007
INVESTMENT INCOME:
Interest income	$	5,527,002		$	6,536,211
EXPENSES:
Brokerage fees		12,522,598			9,757,883
Administrative expenses		530,996			446,356
Custody fees		34,701			21,226
Total expenses		13,088,295			10,225,465
NET INVESTMENT LOSS		(7,561,293	)		(3,689,254	)
NET REALIZED AND UNREALIZED GAINS (LOSSES):
Net realized gains (losses) on closed positions:
Futures and forward currency contracts		26,150,230			101,024,940
Foreign exchange translation		(196,038	)		26,578
Net change in unrealized:
Futures and forward currency contracts		41,374,510			5,682,483
Foreign exchange translation		(191,311	)		(3,549	)
Net gains (losses) from U.S. Treasury notes:
Net change in unrealized		(3,246,867	)		26,160
TOTAL NET REALIZED AND UNREALIZED GAINS		63,890,524			106,756,612
NET INCOME		56,329,231			103,067,358
LESS PROFIT SHARE TO MANAGING OWNER		10,033,146			17,777,767
NET INCOME AFTER PROFIT SHARE TO MANAGING OWNER	$	46,296,085		$	85,289,591
NET INCOME AFTER PROFIT SHARE TO MANAGING OWNER PER UNIT OUTSTANDING	$	74.86		$	176.39

(Continued)

6

Global Macro Trust

Statements of Operations (UNAUDITED)

	For the six months ended
	June 30 2008			June 30 2007
INVESTMENT INCOME:
Interest income	$	12,110,407		$	12,438,830
EXPENSES:
Brokerage fees		24,120,159			18,048,783
Administrative expenses		1,041,109			867,561
Custody fees		64,185			39,359
Total expenses		25,225,453			18,955,703
NET INVESTMENT LOSS		(13,115,046	)		(6,516,873	)
NET REALIZED AND UNREALIZED GAINS (LOSSES):
Net realized gains (losses) on closed positions:
Futures and forward currency contracts		92,129,787			115,525,706
Foreign exchange translation		(818,986	)		(20,187	)
Net change in unrealized:
Futures and forward currency contracts		19,243,178			(1,484,873	)
Foreign exchange translation		(6,782	)		14,204
Net gains (losses) from U.S. Treasury notes:
Net change in unrealized		(1,268,893	)		177,440
TOTAL NET REALIZED AND UNREALIZED GAINS		109,278,304			114,212,290
NET INCOME		96,163,258			107,695,417
LESS PROFIT SHARE TO MANAGING OWNER		16,595,470			17,783,052
NET INCOME AFTER PROFIT SHARE TO MANAGING OWNER	$	79,567,788		$	89,912,365
NET INCOME AFTER PROFIT SHARE TO MANAGING OWNER PER UNIT OUTSTANDING	$	133.63		$	185.27

See notes to financial statements (Concluded)

7

Global Macro Trust

Statements of Changes in Trust Capital (UNAUDITED)

For the six months ended June 30, 2008:

	Unitholders						New Profit Memo Account				Managing Owner				Total
	Amount			Units			Amount		Units		Amount		Units		Amount			Units
Trust capital at January 1, 2008	$	618,384,029			534,394.969		$	-		-	$	6,373,279		5,507.640	$	624,757,308			539,902.609
Subscriptions		111,198,498			92,578.998			-		-		375,000		308.447		111,573,498			92,887.445
Redemptions		(34,139,527	)		(28,065.824	)		-		-		-		-		(34,139,527	)		(28,065.824	)
Addt'l units allocated *		-			578.020			-		5.265		-		322.028		-			905.313
Net income		78,372,898			-			20,078		-		1,174,812		-		79,567,788			-
Managing Owner's allocation:
New Profit-Accrued		-			-			16,595,470		12,867.021		-		-		16,595,470			12,867.021
		-			-			-		-		-		-		-			-
Trust capital at June 30, 2008	$	773,815,898			599,486.163		$	16,615,548		12,872.286	$	7,923,091		6,138.115	$	798,354,537			618,496.564
Net asset value per unit outstanding at at June 30, 2008:							$	1,290.80

* Additional units are issued to Unitholders who are charged less than a 7% brokerage fee

(Continued)

8

Global Macro Trust

Statements of Changes in Trust Capital (UNAUDITED)

For the six months ended June 30, 2007:

							New Profit
	Unitholders						Memo Account				Managing Owner				Total
	Amount			Units			Amount		Units		Amount		Units		Amount			Units
Trust capital at January 1, 2007	$	480,532,970			462,004.829		$	-		-	$	5,290,389		5,086.375	$	485,823,359			467,091.204
Subscriptions		56,494,079			51,757.520			-		-		-		-		56,494,079			51,757.520
Redemptions		(37,556,031	)		(34,333.583	)		-		-		-		-		(37,556,031	)		(34,333.583	)
Addt'l units allocated *		-			437.972			-		3.668		-		335.223		-			776.863
Net income		88,542,318			-			16,955		-		1,353,092				89,912,365			-
Managing Owner's allocation:
New Profit-Accrued		-			-			17,783,052		14,522.563		-		-		17,783,052			14,522.563
Trust capital at June 30, 2007	$	588,013,336			479,866.738		$	17,800,007		14,526.231	$	6,643,481		5,421.598	$	612,456,824			499,814.567
Net asset value per unit outstanding at at June 30, 2007:							$	1,225.37

* Additional units are issued to Unitholders who are charged less than a 7% brokerage fee

See notes to financial statements

(Concluded)

9

Global Macro Trust

Statements of Financial Highlights (UNAUDITED)

For the three months ended June 30	2008			2007
Net income (loss) from operations:
Net investment loss	$	(12.87	)	$	(7.88	)
Net realized and unrealized gains on trading of futures and forward currency contracts		110.15			221.55
Net gains (losses) from U.S. Treasury obligations		(5.44	)		0.05
Profit share allocated to Managing Owner		(16.98	)		(37.33	)
Net income per unit	$	74.86		$	176.39
Net asset value per unit, beginning of period		1,215.94			1,048.98
Net asset value per unit, end of period	$	1,290.80		$	1,225.37

Total return and ratios for the three months ended June 30:

	2008			2007
RATIOS TO AVERAGE CAPITAL:
Net investment loss (a)		(4.16	)%		(2.68	)%
Total expenses (a)		7.16	%		7.29	%
Profit share allocation (b)		1.37			3.17
TOTAL EXPENSES AND PROFIT SHARE ALLOCATION		8.53	%		10.46	%
Total return before profit share allocation (b)		7.56	%		20.37	%
Profit share allocation (b)		(1.40	)		(3.55	)
TOTAL RETURN AFTER PROFIT SHARE ALLOCATION		6.16	%		16.82	%

(a)  annualized

(b)  not annualized

(Continued)

10

Global Macro Trust

Statements of Financial Highlights (UNAUDITED)

For the six months ended June 30:	2008			2007
Net income (loss) from operations:
Net investment loss	$	(22.98	)	$	(14.08	)
Net realized and unrealized gains on trading of futures and forward currency contracts		187.66			236.70
Net gains (losses) from U.S. Treasury obligations		(2.19	)		0.37
Profit share allocated to Managing Owner		(28.86	)		(37.72	)
Net income per unit	$	133.63		$	185.27
Net asset value per unit, beginning of period		1,157.17			1,040.10
Net asset value per unit, end of period	$	1,290.80		$	1,225.37

Total return and ratios for the six months ended June 30:

	2008			2007
RATIOS TO AVERAGE CAPITAL:
Net investment loss (a)		(3.75	)%		(2.54	)%
Total expenses (a)		7.16	%		7.24	%
Profit share allocation (b)		2.36			3.40
TOTAL EXPENSES AND PROFIT SHARE ALLOCATION		9.52	%		10.64	%
Total return before profit share allocation (b)		14.04	%		21.44	%
Profit share allocation (b)		(2.49	)		(3.63	)
TOTAL RETURN AFTER PROFIT SHARE ALLOCATION		11.55	%		17.81	%

(a)  annualized

(b)  not annualized

See notes to financial statements

(Concluded)

11

NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

The accompanying unaudited financial statements, in the opinion of management, include all adjustments (consisting only of normal recurring adjustments) necessary for a fair presentation of Global Macro Trust’s (the “Trust” or “Registrant”) financial condition at June 30, 2008 (unaudited) and December 31, 2007 and the results of its operations for the three and six months ended June 30, 2008 and 2007 (unaudited). These financial statements present the results of interim periods and do not include all disclosures normally provided in annual financial statements. It is suggested that these financial statements be read in conjunction with the audited financial statements and notes included in the Trust's annual report on Form 10-K filed with the Securities and Exchange Commission for the year ended December 31, 2007. The December 31, 2007 information has been derived from the audited financial statements as of December 31, 2007.

The Trust pays all routine expenses, such as legal, accounting, printing, postage and similar administrative expenses (including the Trustee's fees, the charges of an outside accounting services agency and the expenses of updating the Prospectus), as well as extraordinary costs. At June 30, 2008, Millburn Ridgefield Corporation (the “Managing Owner”) is owed $148,048 from the Trust in connection with such expenses it has paid on the Trust's behalf (and is included in "Due to Managing Owner" in the statements of financial condition).

Unitholders who redeem Units at or prior to the end of the first eleven months after such Units are sold shall be assessed redemption charges calculated based on their redeemed Units' Net Asset Value as of the date of redemption. All redemption charges will be paid to the Managing Owner. At June 30, 2008, $3,981 of redemption charges was owed to the Managing Owner (and is included in “Due to Managing Owner” in the statements of financial condition).

In July 2006, the Financial Accounting Standards Board (“FASB”) issued FASB Interpretation No. 48, Accounting for Uncertainty in Income Taxes - an interpretation of FASB Statement No. 109 (“FIN 48”), which clarifies the accounting for uncertainty in tax positions. FIN 48 requires that the Trust recognize in its financial statements the impact of a tax position, and if that position is more likely than not of being sustained on audit, based on the technical merits of the position. The provisions of FIN 48 are effective for fiscal years beginning after December 15, 2006, with the cumulative effect of the change in accounting principle recorded as an adjustment to opening trust capital. Millburn Ridgefield Corporation as Managing Owner of the Trust has evaluated the impact of adopting FIN 48 on the Trust’s financial statements. The Trust is treated as a limited partnership for federal and state income tax reporting purposes and therefore the unitholders are responsible for the payment of taxes. Accordingly, FIN 48 did not have an impact on the Trust.

In September 2006, the FASB issued SFAS No. 157, Fair Value Measurements, which defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. The provisions of SFAS No. 157 are effective for fiscal years beginning after November 15, 2007. The Trust adopted this pronouncement January 1, 2008. The three levels of the fair value hierarchy under SFAS No. 157 are described below:

Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;

Level 2: Quoted prices in markets that are not active or financial instruments for which all significant inputs are observable, either directly or indirectly;

12

Level 3: Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable.

A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement.

In determining fair value, the Trust separates its investments into two categories: cash instruments and derivative contracts.

Cash Instruments. The Trust’s cash instruments are generally classified within level 1 of the fair value hierarchy because they are typically valued using quoted market prices. The types of instruments valued based on quoted market prices in active markets include U.S. government obligations and a short-term U.S. government money market fund. The Managing Owner of the Trust does not adjust the quoted price for such instruments, even in situations where the Trust holds a large position and a sale could reasonably impact the quoted price.

Derivative Contracts. Derivative contracts can be exchange-traded or over-the-counter (OTC). Exchange-traded futures contracts are valued based on quoted closing settlement prices and typically fall within level 1 of the fair value hierarchy.

OTC derivatives, or forward currency contracts, are valued based on pricing models that consider the current market prices (“Spot Prices”) plus the time value of money (“Forward Points”) and contractual prices of the underlying financial instruments. The Forward Points from the quotation service providers are generally in periods of one month, two months, three months and six months forward while the contractual forward delivery dates for the foreign forward currency contracts traded by the Trust may be in between these periods. The Managing Owner’s policy is to calculate the Forward Points for each contract being valued by determining the number of days from the date the forward currency contract is being valued to its maturity date and then using straight-line interpolation to calculate the valuation of Forward Points for the applicable forward currency contract. Model inputs can generally be verified and model selection does not involve significant management judgment. Such instruments are typically classified within level 2 of the fair value hierarchy.

The following table sets forth by level within the fair value hierarchy:

Financial Assets at Fair Value as of June 30, 2008

	Level 1		Level 2		Total
U.S. Treasury Notes	$	719,060,000	$	0	$	719,060,000
Short-Term Money Market Fund		56,991,547		0		56,991,547
Exchange-Traded
Futures Contracts		23,767,283		0		23,767,283
Over-the-Counter
Forward Currency Contracts		0		8,160,713		8,160,713
Total assets at fair value	$	799,818,830	$	8,160,713	$	807,979,543

13

Recently Issued Pronouncements

In March 2008, FASB No. 161 (FAS 161), Disclosures about Derivative Instruments and Hedging Activities, an amendment of FASB Statement No. 133 (FAS 133), was issued and is effective for fiscal years beginning after November 15, 2008. FAS 161 amends and expands the disclosure requirements of FAS 133 in order to provide financial statement users an understanding of a company’s use of derivative instruments, how derivative instruments are accounted for under FAS 133 and related interpretations and how these instruments affect a company’s financial position, performance, and cash flows. FAS 161 requires companies to disclose information detailing the objectives and strategies for using derivative instruments, the level of derivative activity entered into by the company, and any credit risk-related contingent features of the agreements. Management is currently evaluating the adoption of FAS 161 on the Trust’s financial statement disclosures.

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Reference is made to Item 1, "Financial Statements". The information contained therein is essential to, and should be read in connection with, the following analysis.

OPERATIONAL OVERVIEW

Due to the nature of the Trust's business, its results of operations depend on the Managing Owner’s ability to recognize and capitalize on trends and other profit opportunities in different sectors of the global capital and commodity markets. The Managing Owner's trading methods are confidential, so that substantially the only information that can be furnished regarding the Trust's results of operations is contained in the performance record of its trading. Unlike operating businesses, general economic or seasonal conditions do not directly affect the profit potential of the Trust, and its past performance is not necessarily indicative of future results. The Managing Owner believes, however, that there are certain market conditions, for example, markets with strong price trends, in which the Trust has a better likelihood of being profitable than in others.

LIQUIDITY AND CAPITAL RESOURCES

The Trust raises additional capital only through the sale of Units. Trust capital may also be increased by trading profits, if any. The Trust does not engage in borrowing. Units may be offered for sale as of the beginning of each month.

The Trust trades futures and forward contracts on interest rates, commodities, currencies, metals, energies, livestock and stock indices. Due to the nature of the Trust's business, substantially all its assets are represented by cash and United States government obligations, while the Trust maintains its market exposure through open futures and forward contract positions.

The Trust's assets are generally held as cash, cash equivalents or U.S. Government obligations which are used to margin or collateralize the Trust's futures and forward positions and are withdrawn, as necessary, to pay redemptions and expenses. Other than potential market-imposed limitations on liquidity, due to, for example, daily price fluctuation limits, which are inherent in the Trust's futures and forward trading, the Trust's assets are highly liquid and are expected to remain so.

There have been no material changes with respect to the Trust's critical accounting policies, off-balance sheet arrangements or disclosure of contractual obligations as reported in the Trust's Annual Report on Form 10-K for fiscal year 2007.

14

PROFIT SHARE

The following table indicates the total profit share earned and accrued during the three and six months ended June 30, 2008 and 2007. Profit share earned (from Unitholders' redemptions) is credited to the New Profit memo account as defined in the Trust’s Trust Agreement.

	Three months ended:
	Jun 30, 2008			Jun 30, 2007
Profit share earned	$	136,912		$	221,903
Reversal of profit share (1)		(6,472,252	)		0
Profit share accrued (2)		16,368,486			17,555,864
Total profit share	$	10,033,146		$	17,777,767

	Six months ended:
	Jun 30, 2008		Jun 30, 2007
Profit share earned	$	226,984	$	227,188
Profit share accrued (2)		16,368,486		17,555,864
Total profit share	$	16,595,470	$	17,783,052

(1) At April 1

(2) At June 30

RESULTS OF OPERATIONS

During its operations for the three and six months ending June 30, 2008, the Trust experienced no meaningful periods of illiquidity in any of the numerous markets traded by the Managing Owner.

Due to the nature of the Trust’s 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.

Periods ended June 30, 2008
	Total Trust
Month Ending:	Capital
June 30, 2008	$	798,354,537
March 31, 2008		698,917,294
December 31, 2007		624,757,308

	Three Months			Six Months
Change in Trust Capital	$	99,437,243		$	173,597,229
Percent Change		14.23	%		27.79	%

15

THREE MONTHS ENDED JUNE 30, 2008

The increase in the Trust’s net assets of $99,437,243 for the three months ended June 30, 2008 was attributable to net income (before profit share) of $56,329,231 and subscriptions of $61,971,533, which was partially offset by redemptions of $18,863,521.

Brokerage fees are calculated on the net asset value on the last day of each month and are affected by trading performance, subscriptions and redemptions. Brokerage fees for the three months ended June 30, 2008 increased $2,764,715 relative to the corresponding period in 2007 due to the increase in the Trust's net assets.

Interest income is derived from cash and U.S. Treasury instruments held at the Trust's brokers and custodian. Interest income for the three months ended June 30, 2008 decreased $1,009,209 relative to the corresponding period in 2007. This decrease was due predominantly due to a significant decrease in short-term Treasury yields which was partially offset by an increase in net assets.

The Trust experienced net realized and unrealized gains of $63,890,524 from its trading operations (including foreign exchange translations and Treasury obligations). Brokerage fees of $12,522,598, administrative expenses of $530,996, custody fees of $34,701 and accrued profit share to the Managing Owner of $10,033,146 were incurred. Interest income of $5,527,002 partially offset the Trust's expenses resulting in net income of $46,296,085. An analysis of the trading gain (loss) by sector is as follows:

	% Gain/
Sector	(Loss)
Currencies		2.67	%
Energies		4.84	%
Grains		1.53	%
Interest Rates		-1.29	%
Livestock		-0.42	%
Metals		1.21	%
Softs		-0.26	%
Stock Indices		0.95	%
Trading Gain/(Loss)		9.23	%

SIX MONTHS ENDED JUNE 30, 2008

The increase in the Trust’s net assets of $173,597,229 for the six months ended June 30, 2008 was attributable to net income (before profit share) of $96,163,258 and subscriptions of $111,573,498, which was partially offset by redemptions of $34,139,527.

Brokerage fees are calculated on the net asset value on the last day of each month and are affected by trading performance, subscriptions and redemptions. Brokerage fees for the six months ended June 30, 2008 increased $6,071,376 relative to the corresponding period in 2007.

Interest income is derived from cash and U.S. Treasury instruments held at the Trust's brokers and custodian. Interest income for the six months ended June 30, 2008 decreased $328,423 relative to the corresponding period in 2007. This decrease was due predominantly to a significant decrease in short-term Treasury yields which was partially offset by an increase in net assets during the period.

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The Trust experienced net realized and unrealized gains of $109,278,304 from its trading operations (including foreign exchange translations and Treasury obligations). Brokerage fees of $24,120,159, administrative expenses of $1,041,109, custody fees of $64,185 and accrued profit share to the Managing Owner of $16,595,470 were incurred. Interest income of $12,110,407 partially offset the Trust's expenses resulting in net income of $79,567,788. An analysis of the trading gain (loss) by sector is as follows:

	% Gain/
Sector	(Loss)
Currencies		5.05	%
Energies		5.64	%
Grains		3.12	%
Interest Rates		0.28	%
Livestock		0.45	%
Metals		1.55	%
Softs		-0.38	%
Stock Indices		0.89	%
Trading Gain/(Loss)		16.60	%

MANAGEMENT DISCUSSION – 2008

Three months ended June 30, 2008

The Trust's net asset value per unit increased 6.16% for the three months ended June 30, 2008. Energy trading accounted for half of the gain, and significant profits were registered from currency, metals, equity, and grain trading as well. Meanwhile, trading of interest rate futures, and to a lesser extent, livestock and soft commodities futures were unprofitable.

Energy prices continued their upward thrust with crude oil hitting successive new all-time highs throughout the quarter. Strong demand, including fundamental, investment and speculative components, along with low inventories, periodic supply disruptions, and geopolitical uncertainties underpinned energy price surges. Consequently, long positions in crude oil, gasoline, heating oil, kerosene, London gas oil, and natural gas were profitable. Near quarter-end, the high volatility in the energy markets resulted in further significant reductions in energy positions.

In currency trading, the dollar was under pressure due to the ongoing financial and economic turmoil triggered by the housing and mortgage crises and subsequent credit crunch. The easier Federal Reserve monetary policy that has ensued also weighed on the U.S. currency. Therefore, short dollar positions against a number of higher yield currencies including the Aussie and Singapore dollars, Brazilian real and Mexican peso, and Eastern European currencies were profitable. A long dollar trade versus the Korean won also produced a gain. On the other hand, short dollar positions against the New Zealand dollar and Chilean peso were unprofitable, as was a long dollar position against the South African rand. In non-dollar cross rate trading, short euro positions relative to the Eastern European currencies and a long Aussie dollar/short Canadian dollar trade were profitable.

Equity markets declined rather broadly during the quarter and short positions in European and U.S. equity indices generated profits. Meanwhile, long positions in South African, Hong Kong and Chinese indices resulted in losses.

Industrial metals prices were mixed. Short positions in zinc, nickel and lead, and long positions in tin, copper and aluminum were profitable. Long positions in precious metals had no appreciable effect on performance this quarter.

In grains, long positions in the soybean complex and corn were profitable, and more than offset the modest loss from trading wheat.

As the quarter began, the portfolio was positioned for a continuation of the lower interest rate trend. However, as inflation concerns spread even though economic activity remained questionable, market participants came to believe that monetary easing was at an end. Hence during April and May losses were sustained on long positions in U.S., European, and Japanese short, medium, and long term interest rate instruments. In response numerous positions were reduced and/or reversed. In June, interest rate trading was profitable largely due to short futures positions but still ended up with a loss for the quarter.

In soft commodities, the losses from trading sugar and cotton outweighed the gains from long cocoa and coffee trades. Short positions in livestock were unprofitable as the market expected herd liquidation due to high feed prices to abate and on positive export news.

Three months ended March 31, 2008

The Trust's net asset value per unit increased 5.08% for the three months ended March 31, 2008. Trading of dollar currency positions, and interest rate, grain, energy, metal and livestock futures were profitable. On the other hand, fractional losses were sustained from trading of cross currency positions, and stock index and soft commodity futures.

As the credit crisis spread and deepened, imperiling growth and employment prospects worldwide, central banks in the developed countries made more money available against a broader range of collateral for longer periods to a wider group of financial firms than ever before. In the U.S., increasing evidence of stress in the economy prompted the Federal Reserve to announce dramatic cuts in the federal funds and discount rates, providing much-needed liquidity and also facilitating a sale of embattled Bear Stearns to J.P. Morgan Chase.

In this environment, the U.S. dollar was under persistent pressure, falling to an all-time low against the euro and multi-year lows against a number of currencies including the yen, Swiss franc, Brazilian real and Columbian peso. As a result, short dollar positions were broadly profitable. Meanwhile, non-dollar cross rate trading was fractionally unprofitable.

As interest rates eased in a number of countries, long positions in U.S., Canadian and Japanese long-term and short-term interest rate futures were profitable, and outweighed losses on short positions in Australian interest rate futures. A long position in short-term euro rate futures was unprofitable as the ECB continued to resist calls for rate reductions due to inflation worries.

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Agricultural markets, which have had a legendary run-up with several markets setting all-time records, were quite profitable, even though there was a significant sell-off in March. Grain prices have been underpinned by strong demand from the developing world that is experiencing an economic boom and by tight supplies. The USDA projects U.S. wheat inventories as the lowest for the end of the marketing year since 1948, and global wheat stockpiles headed for a 30-year low. Also, demand for corn and oilseeds were boosted by increased use of ethanol and diesel from vegetable oils. Indeed, some governments are restricting or taxing exports to retain domestic supplies. Consequently, long positions in wheat, corn, and the soybean complex were profitable. Further, short positions in livestock were profitable as high feed prices motivated producer selling.

Energy prices were firm and crude oil prices reached record levels due to strong global demand and tight supplies. The weakening U.S. dollar also buttressed energy and other commodity prices. Long positions in crude and London gas oil led to energy sector profits.

Precious metals prices advanced as the dollar fell, particularly early in the quarter and profits on long positions in gold, silver and platinum outweighed losses from trading of industrial metals.

High volatility and lack of well defined persistent trends kept equity futures positions reduced during the quarter, and gains and losses for individual equity futures netted to a marginal loss for the sector.

Periods ended June 30, 2007

	Total Trust
Month Ending:	Capital
June 30, 2007	$	612,456,824
March 31, 2007		489,838,804
December 31, 2006		485,823,359

	Three Months			Six Months
Change in Trust Capital	$	122,618,020		$	126,633,465
Percent Change		25.03	%		26.07	%

THREE MONTHS ENDED JUNE 30, 2007

The increase in the Trust’s net assets of $122,618,020 for the three months ended June 30, 2007 was attributable to subscriptions of $35,756,379 and net income (before profit share) of $103,067,358 which was partially offset by redemptions of $16,205,717.

Brokerage fees are calculated on the net asset value on the last day of each month and are affected by trading performance, subscriptions and redemptions. Brokerage fees for the three months ended June 30, 2007 increased $2,074,400 relative to the corresponding period in 2006.

Interest income is derived from cash and U.S. Treasury instruments held at the Trust's brokers and custodian. Interest income for the three months ended June 30, 2007 increased $1,444,863 relative to the corresponding period in 2006. This increase was due predominantly to an increase in net assets and short-term Treasury yields.

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The Trust experienced net realized and unrealized gains of $106,756,612 from its trading operations (including foreign exchange translations and Treasury obligations). Brokerage fees of $9,757,883, administrative expenses of $446,356, custody fees of $21,226 and accrued profit share to the Managing Owner of $17,777,767 were incurred. Interest income of $6,536,211 partially offset the Trust's expenses resulting in net income of $85,289,591. An analysis of the trading gain (loss) by sector is as follows:

	% GAIN
SECTOR	(LOSS)
Currencies		7.82	%
Energies		0.25	%
Grains		-0.09	%
Interest Rates		6.68	%
Livestock		-0.01	%
Metals		0.00	%
Softs		0.37	%
Stock Indices		6.38	%
TOTAL		21.40	%

SIX MONTHS ENDED JUNE 30, 2007

The increase in the Trust’s net assets of $126,633,465 for the six months ended June 30, 2007 was attributable to subscriptions of $56,494,079 and net income (before profit share) of $107,695,417 which was partially offset by redemptions of $37,556,031.

Brokerage fees are calculated on the net asset value on the last day of each month and are affected by trading performance, subscriptions and redemptions. Brokerage fees for the six months ended June 30, 2007 increased $2,963,728 relative to the corresponding period in 2006.

Interest income is derived from cash and U.S. Treasury instruments held at the Trust's brokers and custodian. Interest income for the six months ended June 30, 2007 increased $3,048,573 relative to the corresponding period in 2006. This increase was due predominantly to an increase in net assets and short-term Treasury yields.

The Trust experienced net realized and unrealized gains of $114,212,290 from its trading operations (including foreign exchange translations and Treasury obligations). Brokerage fees of $18,048,783, administrative expenses of $867,561, custody fees of $39,359 and accrued profit share to the Managing Owner of $17,783,052 were incurred. Interest income of $12,438,830 partially offset the Trust's expenses resulting in net income of $89,912,365. An analysis of the trading gain (loss) by sector is as follows:

	% GAIN
SECTOR	(LOSS)
Currencies		9.39	%
Energies		-1.26	%
Grains		-0.25	%
Interest Rates		7.69	%
Livestock		-0.13	%
Metals		0.78	%
Softs		0.61	%
Stock Indices		6.33	%
TOTAL		23.16	%

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MANAGEMENT DISCUSSION - 2007

Three months ended June 30, 2007

The Trust's net asset value per unit increased 16.82% for the three months ended June 30, 2007. Significant profits were registered from trading of interest rate and stock index futures and currency forwards. Trading of non-financial markets did not have a material impact on the quarterly return.

Robust worldwide economic growth, abundant worldwide liquidity, and corporate buyouts and buybacks supported global equity markets. Consequently, long positions in European, Asian, U.S., Australian, Canadian and South African equity futures were profitable.

Global interest rates moved higher throughout the quarter. Strong growth, inflation concerns, reserve diversification away from government securities by sovereign wealth funds, and tighter monetary policies—for example, in China, India, Europe, and the United Kingdom—contributed to upward pressure on interest rates. Short positions in European, Australian, Canadian and U.S. interest rates futures were profitable.

In the currency sector, the so-called carry trade, where high yielding currencies are purchased and low yielding currencies are sold produced gains. Also, strong international economic growth relative to weakening U.S. growth contributed to a dollar decline, bringing good returns on short dollar positions.

Energy prices were volatile reflecting geopolitical uncertainties involving Iran, Nigeria and Saudi Arabia and ongoing refinery worries. Therefore, the Trust was lightly positioned and results were marginally profitable during the period.

Metal trading was flat, as gains from a long lead position offset losses elsewhere in the sector.

Finally, trading of grains was fractionally unprofitable, while soft commodities trading was fractionally profitable, due to a short sugar trade.

Three months ended March 31, 2007

The Trust's net asset value per unit increased 0.85% for the three months ended March 31, 2007. Trading of interest rate, currency and metals futures was profitable, and to a lesser extent soft commodity futures. On the other hand, losses were sustained in trading energy, grain, stock indices and livestock futures. Prices were quite volatile during the period, and the Trust posted gains in January and March, but suffered a loss in February.

Profits from currency trading derived primarily from shorting the U.S. dollar against currencies with higher interest rates, such as the Brazilian real, the Indian rupee, and the Turkish lira. Long British sterling positions against the low yielding Swiss and Swedish currencies, and a short euro trade versus the Hungarian forint were also profitable.

Market interest rates rose during the quarter as Central Banks worldwide, including England, Japan, China, India, the ECB, Norway and Switzerland, used official interest rate increases and quantitative measures to tighten monetary policy. Consequently, solid profits were generated by short positions in British, German, Australian, and Swiss notes and bonds, and from a short position in British short rates. With inflation still virtually nonexistent in Japan, a long position in Japanese government bonds was also profitable.

Continuing strong worldwide demand for base metals pushed prices higher, producing profits on long nickel, lead and tin positions. Nickel prices were also boosted by labor unrest at Canadian mines that produce a significant amount of the world’s supply at a time when inventories are at multi-year lows. On the other hand, a long zinc trade was unprofitable.

Stock markets worldwide were highly volatile throughout the January-March period. The Trust maintained long positions in its U.S., European, Asian, and South African stock indices, and there was a marginal loss for the quarter. Strong worldwide growth, attractive corporate profits, and heavy and high profile merger and acquisition activity underpinned equity index prices. However, there were significant, albeit short-lived, stock sell-offs late in February and again late in March. The first occurred when reports, which were later denied, surfaced that Chinese officials were considering new taxes on capital gains and new restrictions on the use of borrowed funds for stock investing. The second happened due to protectionism concerns when the U.S. Commerce Department imposed tariffs on Chinese glossy paper.

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Energy prices were extremely volatile during the quarter. For example, crude prices briefly fell below $50 per barrel in January before recovering to end the month near $58 per barrel. Thereafter, crude vacillated in a range between $56 and $63 per barrel. On balance, short positions across the energy complex resulted in losses.

Trading in grains, soft commodities and livestock in the aggregate produced minimal profit/loss impact during the quarter.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Value at Risk is a measure of the maximum amount which the Trust could reasonably be expected to lose in a given market sector. However, the inherent uncertainty of the Trust's speculative trading and the occurrence in the markets traded by the Trust of market movements far exceeding expectations could result in actual trading or non-trading losses far beyond the indicated or the Trust'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 included in this section should not be considered to constitute any assurance or representation that the Trust's losses in any market sector will be limited to Value at Risk or by the Trust's attempts to manage its market risk.

Materiality, as used in this section "Quantitative and Qualitative Disclosures About Market Risk," is based on an assessment of reasonably possible market movements and the potential losses caused by such movements, taking into account the leverage, optionality and multiplier features of the Trust's market sensitive instruments.

Quantifying the Trust's Trading Value at Risk

Quantitative Forward-Looking Statements

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

The Trust's risk exposure in the various market sectors traded by the Managing Owner is quantified below in terms of Value at Risk. Due to the Trust's mark- to-market accounting, any loss in the fair value of the Trust's open positions is directly reflected in the Trust's earnings (realized or unrealized) and cash flow (at least in the case of exchange-traded contracts in which profits and losses on open positions are settled daily through variation margin).

Exchange maintenance margin requirements for equivalent or similar futures positions have been used by the Trust as the measure of its Value at Risk. Maintenance margin requirements are set by exchanges to equal or exceed 95-99% of the maximum one-day losses in the fair value of any given contract incurred during the time period over which historical price fluctuations are researched for purposes of establishing margin levels. The maintenance 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.

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In quantifying the Trust’s Value at Risk, 100% positive correlation in the different positions held in each market risk category has been assumed. Consequently, the margin requirements applicable to the open contracts have simply been aggregated to determine each trading category’s aggregate Value at Risk. The diversification effects resulting from the fact that the Trust’s positions are rarely, if ever, 100% positively correlated have not been reflected.

The fair value of the Trust's futures and forward positions does not have any optionality component. However, the Managing Owner may also trade commodity options on behalf of the Trust. The Value at Risk associated with options would be reflected in the margin requirement attributable to the instrument underlying each option.

In the case of contracts denominated in foreign currencies, the Value at Risk figures include foreign margin amounts converted into U.S. Dollars.

The Trust's Trading Value at Risk in Different Market Sectors

The following table indicates the average, highest and lowest amounts of trading Value at Risk associated with the Trust's open positions by market category for each quarter-end during the period ended June 30, 2008. During the six months ended June 30, 2008, the Trust's average total capitalization was approximately $711,632,000.

Market Sector	Average Value at Risk		% of Average Capitalization			Highest Value at Risk		Lowest Value at Risk
Currencies	$	15.7		2.2	%	$	18.3	$	13.1
Energies		9.6		1.4	%		9.8		9.3
Grains		2.0		0.3	%		3.0		0.9
Interest rates		7.1		1.0	%		7.6		6.6
Livestock		1.2		0.2	%		1.4		0.9
Metals		9.9		1.4	%		11.8		7.9
Softs		4.6		0.7	%		6.4		2.7
Stock indices		17.6		2.5	%		25.9		9.3
Total	$	67.7		9.7	%

Average, highest and lowest Value at Risk amounts relate to the quarter-end amounts for the six months ended June 30, 2008. Average capitalization is the average of the Trust's capitalization at the end of each of the six months ended June 30, 2008. Dollar amounts represent millions of dollars.

ITEM 4. CONTROLS AND PROCEDURES

Millburn Ridgefield Corporation, the Managing Owner of the Trust, with the participation of the Managing Owner's Co-Chief Executive Officers and Chief Financial Officer, has evaluated the effectiveness of the design and operation of its disclosure controls and procedures with respect to the Trust as of the end of the period covered by this quarterly report, and, based on their evaluation, have concluded that these disclosure controls and procedures are effective. There were no significant changes in the Managing Owner's internal controls with respect to the Trust or in other factors applicable to the Trust that could materially affect these controls subsequent to the date of their evaluation.

ITEM 4T. CONTROLS AND PROCEDURES

There were no changes in the Managing Owner's internal control over financial reporting during the quarter ended June 30, 2008 that have materially affected, or are reasonably likely to materially affect, the Managing Owner's internal control over financial reporting with respect to the Trust.

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PART II. OTHER INFORMATION

ITEM 1. Legal Proceedings - None

ITEM 1A. Risk Factors.

There are no material changes from risk factors as previously disclosed in Form 10-K, filed March 28, 2008.

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

(c) Pursuant to the Trust's Declaration of Trust and Trust Agreement, Unitholders may redeem their Units at the end of each calendar month at the then current month-end Net Asset Value per Unit. The redemption of Units has no impact on the value of Units that remain outstanding, and Units are not reissued once redeemed.

The following table summarizes the redemptions by Unitholders during the three months ended June 30, 2008:

Date of Redemption	Units Redeemed		NAV per Unit
April 30, 2008		8,268.037	$	1,201.28
May 31, 2008		3,987.612		1,215.77
June 30, 2008		3,163.367		1,290.80
Total		15,419.016

ITEM 3. Defaults Upon Senior Securities  None

ITEM 4. Submission of Matters to a Vote of Security Holders - None

ITEM 5. Other Information – None

ITEM 6. Exhibits -

The following exhibit is incorporated by reference from the exhibit of the same number and description filed with the Trust's Registration Statement (file # 333-109122) filed on September 25, 2003 on Form S-1 under the Securities Act of 1933 and declared effective November 12, 2003.

3.03 Form of Third Amended and Restated Declaration and Agreement of Trust of Registrant

The following exhibits are incorporated by reference from the exhibits of the same number and description filed with the Trust's 2002 Annual Report filed on March 31, 2003 on Form 10-K under the Securities and Exchange Act of 1934.

Designation	Description
10.01	Form of Customer Agreement with Deutsche Bank Securities Inc.
10.02	Form of Foreign Exchange and Options Master Agreements with Morgan Stanley & Co. Incorporated and Morgan Stanley Capital Group Inc. (with schedules)

The following exhibit is incorporated by reference from the exhibit of the same number and description filed with the Trust's Registration Statement (File No. 333-67072) filed on August 8, 2001 on Form S-1 under the Securities Act of 1933.

23

3.01 Certificate of Trust of Registrant.

The following exhibits are incorporated by reference from the exhibits of the same number and description filed with Amendment No. 1 to the Trust's Registration Statement (File No. 333-67072) filed on January 11, 2003 on Form S-1 under the Securities Act of 1933.

1.01 Amended Form of Selling Agreement among the Trust, the Managing Owner and the Selling Agent (including the form of Additional Selling Agent Agreement).

10.02 Form of Customer Agreement among the Trust, the Managing Owner and UBS Financial Services Inc. Selling Agent in its capacity as a futures commission merchant.

The following exhibits are incorporated by reference from the exhibits of the same number and description filed with Post-Effective Amendment No. 1 to the Trust's Registration Statement (File No. 333-67072) filed December 16, 2003 on Form S-1 under the Securities Act of 1933.

10.01 Form of Subscription Agreement and Power of Attorney

10.03 Form of Wholesaling Agreement

The following exhibits are included herewith:

31.01 Rule 13(a)-14(a)/15(d)-14(a) Certification of Co-Chief Executive Officer

31.02 Rule 13(a)-14(a)/15(d)-14(a) Certification of Co-Chief Executive Officer

31.03 Rule 13(a)-14(a)/15(d)-14(a) Certification of Chief Financial Officer

32.01 Section 1350 Certification of Co-Chief Executive Officer

32.02 Section 1350 Certification of Co-Chief Executive Officer

32.03 Section 1350 Certification of Chief Financial Officer

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.

By:	Millburn Ridgefield Corporation,
	Managing Owner

Date: August 13, 2008
	/s/ Tod A. Tanis
	Tod A. Tanis
	Vice-President
	(principal accounting officer)

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