Unassociated Document

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 31, 2011

¨	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) (Zip code)

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 ¨

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 ¨ No ¨

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

Large accelerated filer ¨		Accelerated filer ¨
Non-accelerated filer (Do not check if a smaller reporting company) x		Smaller reporting company ¨

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

Yes ¨ No x

PART 1. FINANANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

Global Macro Trust

Financial statements

For the three months ended March 31, 2011 and 2010 (unaudited)

Statements of Financial Condition (a)		1
Condensed Schedules of Investments (a)		2
Statements of Operations (b)		6
Statements of Changes in Trust Capital (b)		7
Statements of Financial Highlights (b)		9
Notes to Financial Statements		13

(a) At March 31, 2011 (unaudited) and December 31, 2010

(b) For the three months ended March 31, 2011 and 2010 (unaudited)

Global Macro Trust

Statements of Financial Condition (UNAUDITED)

	March 31		December 31
	2011		2010
ASSETS
EQUITY IN TRADING ACCOUNTS:
Investments in U.S. Treasury notes—at fair value (amortized cost $195,086,289 and $146,977,164)	$	195,209,880	$	147,055,005
Net unrealized appreciation on open futures and forward currency contracts		14,317,722		37,402,229
Due from brokers		19,950,199		14,425,007
Cash denominated in foreign currencies (cost $5,901,618 and $8,260,299)		5,983,370		8,404,398
Total equity in trading accounts		235,461,171		207,286,639

INVESTMENTS IN U.S. TREASURY NOTES—at fair value (amortized cost $598,941,566 and $654,167,743)		599,117,219		654,498,603
CASH AND CASH EQUIVALENTS		55,409,594		47,954,734
ACCRUED INTEREST RECEIVABLE		1,402,447		1,421,896
TOTAL	$	891,390,431	$	911,161,872

LIABILITIES AND TRUST CAPITAL
LIABILITIES:
Subscriptions by Unitholders received in advance	$	6,730,983	$	6,440,530
Net unrealized depreciation on open futures and forward currency contracts		1,368,515		-
Due to Managing Owner		224,580		1,276
Other liabilities		95,000		-
Accrued brokerage fees		4,635,076		4,843,008
Accrued management fees		37,924		24,278
Redemptions payable to Unitholders		6,350,021		5,953,490
Redemption payable to Managing Owner		-		262,829
Accrued expenses		136,208		239,340
Cash denominated in foreign currencies (cost $-659,650 and $-469,938)		687,746		471,510
Total liabilities		20,266,053		18,236,261

TRUST CAPITAL:
Managing Owner interest (8,453.389 and 8,311.477 units outstanding)		10,835,858		10,922,729
Series 1 Unitholders (652,896.956 and 660,222.516 units outstanding)		836,906,613		867,646,692
Series 2 Unitholders (97.705 and 75.492 units outstanding)		130,120		101,957
Series 3 Unitholders (16,894.695 and 10,481.102 units outstanding)		22,550,255		14,178,784
Series 4 Unitholders (517.696 and 55.233 units outstanding)		701,532		75,449
Total trust capital		871,124,378		892,925,611

TOTAL:	$	891,390,431	$	911,161,872

NET ASSET VALUE PER UNIT OUTSTANDING:
Series 1 Unitholders	$	1,281.84	$	1,314.17
Series 2 Unitholders	$	1,331.76	$	1,350.56
Series 3 Unitholders	$	1,334.75	$	1,352.80
Series 4 Unitholders	$	1,355.10	$	1,366.01

See notes to financial statements

Global Macro Trust

Condensed Schedule of Investments (UNAUDITED)

March 31, 2011

FUTURES AND FORWARD CURRENCY CONTRACTS	Net Unrealized Appreciation/ (Depreciation) as a % of Trust Capital			Net Unrealized Appreciation/ (Depreciation)

FUTURES CONTRACTS
Long futures contracts:
Energies		0.68	%	$	5,931,920
Grains		0.26			2,263,509
Interest rates:
2 Year U.S. Treasury Note (629 contracts, expiration date 06/30/2011)		(0.05	)		(448,141	)
5 Year U.S. Treasury Note (150 contracts, expiration date 06/30/2011)		(0.02	)		(138,719	)
10 Year U.S. Treasury Note (126 contracts, expiration date 06/30/2011)		(0.00	)		(1,094	)
Other interest rates		(0.07	)		(573,845	)
Total interest rates		(0.14	)		(1,161,799	)

Livestock		0.09			736,490
Metals		0.12			1,055,436
Softs		(0.04	)		(421,616	)
Stock indices		0.95			8,276,657
Total long futures contracts		1.92			16,680,597
Short futures contracts:
Energies		(0.26	)		(2,274,120	)
Grains		(0.08	)		(738,075	)
Interest rates		0.09			781,876
Metals		(0.12	)		(1,071,028	)
Softs		0.00			24,035
Stock indices		(0.06	)		(477,457	)
Total short futures contracts		(0.43	)		(3,754,769	)
TOTAL INVESTMENTS IN FUTURES CONTRACTS-Net		1.49			12,925,828
FORWARD CURRENCY CONTRACTS
Total long forward currency contracts		1.74			15,132,765
Total short forward currency contracts		(1.74	)		(15,109,386	)
TOTAL INVESTMENTS IN FORWARD CURRENCY CONTRACTS-Net		0.00			23,379

TOTAL		1.49	%	$	12,949,207

				(Continued)

Global Macro Trust

Condensed Schedule of Investments (UNAUDITED)

March 31, 2011

U.S. Treasury Notes

	Face Amount		Description	Fair Value as a % of Trust Capital			Fair Value

	$	204,770,000	U.S. Treasury notes, 0.875%, 05/31/2011		23.53	%	$	205,025,963
		191,210,000	U.S. Treasury notes, 1.000%, 08/31/2011		22.03			191,867,284
		190,890,000	U.S. Treasury notes, 0.750%, 11/30/2011		21.99			191,576,011
		204,770,000	U.S. Treasury notes, 0.875%, 02/29/2012		23.63			205,857,841
			Total investments in U.S. Treasury notes
			(amortized cost $794,027,855)		91.18	%	$	794,327,099

See notes to financial statements							(Concluded)

Global Macro Trust

Condensed Schedule of Investments (UNAUDITED)

December 31, 2010

FUTURES AND FORWARD CURRENCY CONTRACTS	Net Unrealized Appreciation/ (Depreciation) as a % of Trust Capital			Net Unrealized Appreciation/ (Depreciation)

FUTURES CONTRACTS
Long futures contracts:
Energies		0.33	%	$	2,974,672
Grains		0.72			6,435,870
Interest rates:
2 Year U.S. Treasury Note (1,725 contracts, expiration date 03/31/2011)		(0.04	)		(332,016	)
Other interest rates		0.20			1,791,919
Total interest rates		0.16			1,459,903

Livestock		0.07			578,540
Metals		1.18			10,487,557
Softs		0.32			2,892,994
Stock indices		0.57			5,040,779
Total long futures contracts		3.35			29,870,315
Short futures contracts:
Energies		(0.15	)		(1,326,800	)
Grains		(0.08	)		(707,463	)
Interest rates		(0.01	)		(132,113	)
Livestock		(0.03	)		(295,000	)
Metals		(0.13	)		(1,179,968	)
Softs		(0.03	)		(262,312	)
Stock indices		0.05			498,176
Total short futures contracts		(0.38	)		(3,405,480	)
TOTAL INVESTMENTS IN FUTURES CONTRACTS-Net		2.97			26,464,835
FORWARD CURRENCY CONTRACTS
Total long forward currency contracts		1.60			14,278,410
Total short forward currency contracts		(0.38	)		(3,341,016	)
TOTAL INVESTMENTS IN FORWARD CURRENCY CONTRACTS-Net		1.22			10,937,394

TOTAL		4.19	%	$	37,402,229

				(Continued)

Global Macro Trust

Condensed Schedule of Investments (UNAUDITED)

December 31, 2010

U.S. Treasury Notes

	Face Amount		Description	Fair Value as a % of Trust Capital			Fair Value

	$	174,000,000	U.S. Treasury notes, 0.875%, 03/31/2011		19.52	%	$	174,299,063
		185,700,000	U.S. Treasury notes, 0.875%, 05/31/2011		20.86			186,251,297
		219,330,000	U.S. Treasury notes, 1.000%, 08/31/2011		24.69			220,460,920
		219,650,000	U.S. Treasury notes, 0.750%, 11/30/2011		24.70			220,542,328
			Total investments in U.S. Treasury notes
			(amortized cost $801,144,907)		89.77	%	$	801,553,608

See notes to financial statements							(Concluded)

Global Macro Trust

Statements of Operations (UNAUDITED)

	For the three months ended
	March 31			March 31
	2011			2010
INVESTMENT INCOME:
Interest income	$	692,240		$	932,473

EXPENSES:
Brokerage fees		14,517,228			14,566,609
Administrative expenses		562,115			570,220
Custody fees and other expenses		41,296			40,612
Management fees		100,769			16,076
Total expenses		15,221,408			15,193,517

NET INVESTMENT LOSS		(14,529,168	)		(14,261,044	)

NET REALIZED AND UNREALIZED GAINS (LOSSES):
Net realized gains on closed positions:
Futures and forward currency contracts		18,004,570			13,092,212
Foreign exchange translation		5,982			422,851
Net change in unrealized:
Futures and forward currency contracts		(24,453,022	)		41,392,396
Foreign exchange translation		(88,871	)		(162,781	)
Net gains (losses) from U.S. Treasury notes:
Realized		38,951			-
Net change in unrealized		(109,457	)		(72,441	)
TOTAL NET REALIZED AND UNREALIZED GAINS (LOSSES)		(6,601,847	)		54,672,237

NET INCOME (LOSS)		(21,131,015	)		40,411,193
LESS PROFIT SHARE TO MANAGING OWNER		353			41,988
NET INCOME (LOSS) AFTER PROFIT SHARE TO MANAGING OWNER	$	(21,131,368	)	$	40,369,205

NET INCOME (LOSS) AFTER PROFIT SHARE TO MANAGING OWNER
PER AVERAGE UNIT OUTSTANDING
Series 1 Unitholders	$	(32.33	)	$	55.99
Series 2 Unitholders	$	(18.80	)	$	-
Series 3 Unitholders	$	(18.05	)	$	56.66
Series 4 Unitholders	$	(10.91	)	$	-

See notes to financial statements				(Concluded)

Global Macro Trust

Statements of Changes in Trust Capital (UNAUDITED)

For the three months ended March 31, 2011:

																							New Profit
	Series 1 Unitholders						Series 2 Unitholders					Series 3 Unitholders						Series 4 Unitholders					Memo Account					Managing Owner					Total
	Amount			Units			Amount			Units		Amount			Units			Amount			Units		Amount			Units		Amount			Units		Amount			Units

Trust capital at January 1, 2011	$	867,646,692			660,222.516		$	101,957			75.492	$	14,178,784			10,481.102		$	75,449			55.233	$	-			-	$	10,922,729			8,311.477	$	892,925,611			679,145.820
Subscriptions		9,969,224			7,613.533			30,000			22.213		8,818,235			6,522.761			629,822			462.463		-			-		-			-		19,447,281			14,620.970
Redemptions		(19,969,148	)		(15,375.657	)		-			-		(148,351	)		(109.168	)		-			-		-			-		-			-		(20,117,499	)		(15,484.825	)
Addt'l units allocated *		-			436.564			-			-		-			-			-			-		-			0.001		-			141.644		-			578.209
Net loss		(20,740,155	)		-			(1,837	)		-		(298,413	)		-			(3,739	)		-		(9	)		-		(87,215	)		-		(21,131,368	)		-
Managing Owner's allocation:
New Profit-Accrued		-			-			-			-		-			-			-			-		353			0.267		-			-		353			0.267
Trust capital at
March 31, 2011	$	836,906,613			652,896.956		$	130,120			97.705	$	22,550,255			16,894.695		$	701,532			517.696	$	344			0.268	$	10,835,514			8,453.121	$	871,124,378			678,860.441

Net asset value per unit outstanding at
at March 31, 2011:	$	1,281.84					$	1,331.76					1,334.75						1,355.10

* Additional units are issued to Series 1 Unitholders and the Managing Owner who are charged less than a 7% brokerage fee

(Continued)

Global Macro Trust

Statements of Changes in Trust Capital (UNAUDITED)

For the three months ended March 31, 2010:

													New Profit
	Series 1 Unitholders						Series 3 Unitholders						Memo Account				Managing Owner				Total
	Amount			Units			Amount			Units			Amount		Units		Amount		Units		Amount			Units

Trust capital at
January 1, 2010	$	865,980,227			714,519.974		$	2,236,811			1,831.292		$	-		-	$	10,937,574		9,024.593	$	879,154,612			725,375.859
Subscriptions		3,651,963			3,075.328			1,178,631			975.423			-		-		-		-		4,830,594			4,050.751
Redemptions		(29,849,057	)		(24,590.494	)		(6,842	)		(5.730	)		-		-		-		-		(29,855,899	)		(24,596.224	)
Addt'l units allocated *		-			456.990			-			-			-		-		-		153.409		-			610.399
Net income		39,498,104			-			171,349			-			-		-		699,752				40,369,205			-
Managing Owner's allocation:
New Profit-Accrued		-			-			-			-			41,988		33.115		-		-		41,988			33.115
Trust capital at
March 31, 2010	$	879,281,237			693,461.798		$	3,579,949			2,800.985		$	41,988		33.115	$	11,637,326		9,178.002	$	894,540,500			705,473.900

Net asset value per unit outstanding at
at March 31, 2010:	$	1,267.96					$	1,278.10

* Additional units are issued to Series 1 Unitholders and the Managing Owner who are charged less than a 7% brokerage fee

(Continued)

See notes to financial statements

Global Macro Trust

Statements of Financial Highlights — Series 1 (UNAUDITED)

Per unit operating performance:	For the three months ended March 31, 2011:			For the three months ended March 31, 2010:

Net income (loss) from operations:
Net investment loss	$	(21.83	)	$	(20.08	)
Net realized and unrealized gains (losses) on trading of futures and forward currency contracts		(10.40	)		76.17
Net losses from U.S. Treasury obligations		(0.10	)		(0.10	)
Profit share allocated to Managing Owner		0.00			0.00
Net income (loss) per unit	$	(32.33	)	$	55.99

Net asset value per unit, beginning of period		1,314.17			1,211.97

Net asset value per unit, end of period	$	1,281.84		$	1,267.96

Total return and ratios:	For the three months ended March 31, 2011:			For the three months ended March 31, 2010:

RATIOS TO AVERAGE CAPITAL:

Net investment loss (a)		(6.72	)%		(6.62	)%

Total expenses (a)		7.03	%		7.04	%
Profit share allocation (b)		0.00			0.00
TOTAL EXPENSES AND PROFIT SHARE ALLOCATION		7.03	%		7.04	%

Total return before profit share allocation (b)		(2.46	)%		4.62	%
Profit share allocation (b)		0.00			0.00
TOTAL RETURN AFTER PROFIT SHARE ALLOCATION		(2.46	)%		4.62	%

(a) annualized
(b) not annualized				(Continued)

Global Macro Trust

Statements of Financial Highlights — Series 2 (UNAUDITED)

Per unit operating performance:	For the three months ended March 31, 2011:

Net income (loss) from operations:
Net investment loss	$	(8.27	)
Net realized and unrealized losses on trading of futures and forward currency contracts		(10.42	)
Net losses from U.S. Treasury obligations		(0.11	)
Profit share allocated to Managing Owner		0.00
Net loss per unit	$	(18.80	)

Net asset value per unit, beginning of period		1,350.56

Net asset value per unit, end of period	$	1,331.76

Total return and ratios:	For the three months ended March 31, 2011:

RATIOS TO AVERAGE CAPITAL:

Net investment loss (a)		(2.46	)%

Total expenses (a)		2.77	%
Profit share allocation (b)		0.00
TOTAL EXPENSES AND PROFIT SHARE ALLOCATION		2.77	%

Total return before profit share allocation (b)		(1.39	)%
Profit share allocation (b)		(0.00	)
TOTAL RETURN AFTER PROFIT SHARE ALLOCATION		(1.39	)%

(a) annualized
(b) not annualized	(Continued)

Global Macro Trust

Statements of Financial Highlights — Series 3 (UNAUDITED)

Per unit operating performance:	For the three months ended March 31, 2011:			For the three months ended March 31, 2010:

Net income (loss) from operations:
Net investment loss	$	(7.46	)	$	(6.58	)
Net realized and unrealized gains (losses) on trading of futures and forward currency contracts		(10.43	)		79.66
Net losses from U.S. Treasury obligations		(0.14	)		(0.22	)
Profit share allocated to Managing Owner		(0.02	)		(16.20	)
Net income (loss) per unit	$	(18.05	)	$	56.66

Net asset value per unit, beginning of period		1,352.80			1,221.44

Net asset value per unit, end of period	$	1,334.75		$	1,278.10

Total return and ratios:	For the three months ended March 31, 2011:			For the three months ended March 31, 2010:

RATIOS TO AVERAGE CAPITAL:

Net investment loss (a)		(2.22	)%		(2.14	)%

Total expenses (a)		2.52	%		2.56	%
Profit share allocation (b)		0.00			1.33
TOTAL EXPENSES AND PROFIT SHARE ALLOCATION		2.52	%		3.89	%

Total return before profit share allocation (b)		(1.29	)%		5.97	%
Profit share allocation (b)		(0.04	)		(1.33	)
TOTAL RETURN AFTER PROFIT SHARE ALLOCATION		(1.33	)%		(4.64	)%

(a) annualized
(b) not annualized				(Continued)

Global Macro Trust

Statements of Financial Highlights — Series 4 (UNAUDITED)

Per unit operating performance:	For the three months ended March 31, 2011:

Net income (loss) from operations:
Net investment loss	$	(0.72	)
Net realized and unrealized losses on trading of futures and forward currency contracts		(10.04	)
Net losses from U.S. Treasury obligations		(0.15	)
Net loss per unit	$	(10.91	)

Net asset value per unit, beginning of period		1,366.01

Net asset value per unit, end of period	$	1,355.10

Total return and ratios:	For the three months ended March 31, 2011:

RATIOS TO AVERAGE CAPITAL:

Net investment loss (a)		(0.21	)%

Total expenses (a)		0.52	%

TOTAL RETURN		(0.80	)%

(a) annualized

See notes to financial statements	(Concluded)

NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

1. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

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”) financial condition at March 31, 2011 and December 31, 2010 and the results of its operations for the three months ended March 31, 2011 and 2010. 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, 2010. The December 31, 2010 information has been derived from the audited financial statements as of December 31, 2010.

With the effectiveness of the Trust’s Registration Statement on August 12, 2009, the Trust began to offer Series 2, Series 3 and Series 4 units. The only units offered prior to such date were the Series 1 units.

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (the “U.S.”) requires management to make estimates and assumptions that affect the amounts and disclosures reported in the financial statements. Actual results could differ from these estimates.

The Trust enters into contracts that contain a variety of indemnification provisions. The Trust’s maximum exposure under these arrangements is unknown. The Trust does not anticipate recognizing any loss related to these arrangements.

The Income Taxes topic of the FASB Accounting Standards Codification (the “Codification”) clarifies the accounting for uncertainty in tax positions. This 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. Based on a review of the Trust’s open tax years, 2007 to 2010, for the U.S. Federal jurisdiction, the New York and Delaware state jurisdictions and the New York City jurisdiction it did not have an impact on the Trust. The Trust is treated as a limited partnership for federal and state income tax reporting purposes and therefore the unitholders in the trust ("Unitholders") are responsible for the payment of taxes.

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 2010.

2. FAIR VALUE

The Fair Value Measurements and Disclosures topic of the Codification defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. The three levels of the fair value hierarchy 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;

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

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. Millburn Ridgefield Corporation (the "The Managing Owner") 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 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.

During the three months ended March 31, 2011 and 2010, there were no transfers of assets or liabilities between Level 1 and Level 2. The following tables set forth by level and major category within the fair value hierarchy. At March 31, 2011 and December 31, 2010, the Trust held no assets or liabilities classified in Level 3.

Financial assets and liabilities at fair value as of March 31, 2011

	Level 1			Level 2		Total

U.S. Treasury notes (1)	$	794,327,099		$	-	$	794,327,099

Cash and cash equivalents
Cash		302,337			-		302,337
Short-term money market fund		55,107,257			-		55,107,257
Total cash and cash equivalents		55,409,594			-		55,409,594

Exchange-traded futures contracts
Energies		3,657,800			-		3,657,800
Grains		1,525,434			-		1,525,434
Interest rates		(379,923	)		-		(379,923	)
Livestock		736,490			-		736,490
Metals		(15,592	)		-		(15,592	)
Softs		(397,581	)		-		(397,581	)
Stock indices		7,799,200			-		7,799,200
Total exchange-traded futures contracts		12,925,828			-		12,925,828

Over-the-counter forward currency contracts		-			23,379		23,379

Total futures and forward currency contracts (2)		12,925,828			23,379		12,949,207

Total financial assets and liabilities at fair value	$	862,662,521		$	23,379	$	862,685,900

Per line item in Statements of Financial Condition
(1)
Investments in U.S. Treasury notes held in brokers’ trading accounts as collateral						$	195,209,880
Investments in U.S. Treasury notes held in custody							599,117,219
Total investments in U.S. Treasury notes						$	794,327,099
(2)
Net unrealized appreciation on futures and forward currency contracts						$	14,317,722
Net unrealized depreciation on futures and forward currency contracts							(1,368,515	)
Net unrealized appreciation on futures and forward currency contracts						$	12,949,207

Financial assets and liabilities at fair value as of December 31, 2010

	Level 1		Level 2		Total

U.S. Treasury notes (1)	$	801,553,608	$	-	$	801,553,608

Cash and cash equivalents
Cash		303,583		-		303,583
Short-term money market fund		47,651,151		-		47,651,151
Total cash and cash equivalents		47,954,734		-		47,954,734

Exchange-traded futures contracts
Energies		1,647,872		-		1,647,872
Grains		5,728,407		-		5,728,407
Interest rates		1,327,790		-		1,327,790
Livestock		283,540		-		283,540
Metals		9,307,589		-		9,307,589
Softs		2,630,682		-		2,630,682
Stock indices		5,538,955		-		5,538,955
Total exchange-traded futures contracts		26,464,835		-		26,464,835

Over-the-counter forward currency contracts		-		10,937,394		10,937,394

Total futures and forward currency contracts (2)		26,464,835		10,937,394		37,402,229

Total financial assets and liabilities at fair value	$	875,973,177	$	10,937,394	$	886,910,571

Per line item in Statements of Financial Condition
(1)
Investments in U.S. Treasury notes held in brokers’ trading accounts as collateral					$	147,055,005
Investments in U.S. Treasury notes held in custody						654,498,603
Total investments in U.S. Treasury notes					$	801,553,608
(2)
Net unrealized appreciation on futures and forward currency contracts					$	37,402,229
Net unrealized depreciation on futures and forward currency contracts						-
Net unrealized appreciation and depreciation on futures and forward currency contracts					$	37,402,229

3. DERIVATIVE INSTRUMENTS

The Derivatives and Hedging topic of the Codification requires qualitative disclosure about objectives and strategies for using derivatives, quantitative disclosures about fair value amounts of gains and losses on derivative instruments and disclosures about credit-risk-related contingent features in derivative agreements.

The Trust’s market risk is influenced by a wide variety of factors, including the level and volatility of interest rates, exchange rates, equity price levels, the market value of financial instruments and contracts, the diversification effects among the Trust’s open positions and the liquidity of the markets in which it trades.

The Trust engages in the speculative trading of futures and forward contracts on interest rates, grains, softs, currencies, metals, energies, livestock and stock indices. The following were the primary trading risk exposures of the Trust at March 31, 2011, by market sector:

Agricultural (grains, livestock and softs) – The Trust’s primary exposure is to agricultural price movements, which are often directly affected by severe or unexpected weather conditions as well as supply and demand factors.

Currencies – Exchange rate risk is a principal market exposure of the Trust. The Trust’s currency exposure is to exchange rate fluctuations, primarily fluctuations which disrupt the historical pricing relationships between different currencies and currency pairs. The fluctuations are influenced by interest rate changes as well as political and general economic conditions. The Trust trades in a large number of currencies, including cross-rates—e.g., positions between two currencies other than the U.S. dollar.

Energies – The Trust’s primary energy market exposure is to gas and oil price movements, often resulting from political developments in the Middle East and economic conditions worldwide. Energy prices are volatile and substantial profits and losses have been and are expected to continue to be experienced in this market.

Interest Rates – Interest rate movements directly affect the price of the sovereign bond futures positions held by the Trust and indirectly the value of its stock index and currency positions. Interest rate movements in one country as well as relative interest rate movements between countries may materially impact the Trust’s profitability. The Trust’s primary interest rate exposure is to interest rate fluctuations in countries or regions including Australia, Canada, Japan, Switzerland, the United Kingdom, the U.S., and the Eurozone. However, the Trust also may take positions in futures contracts on the government debt of other nations. The Managing Owner anticipates that interest rates in these industrialized countries or areas, both long-term and short-term, will remain the interest rate market exposure of the Trust for the foreseeable future.

Metals – The Trust’s metals market exposure is to fluctuations in the price of aluminum, copper, gold, lead, nickel, platinum, silver, tin and zinc.

Stock Indices – The Trust’s equity exposure, through stock index futures, is to equity price risk in the major industrialized countries as well as other countries.

The Derivatives and Hedging topic of the Codification requires entities to recognize in the Statements of Financial Condition all derivative contracts as assets or liabilities. Fair value of futures and forward currency contracts in an asset position by counterparty, respectively are recorded in the Statements of Financial Condition as “Net unrealized appreciation on open futures and forward currency contracts.” Fair values of futures and forward currency contracts in a liability position by counterparty, respectively are recorded in the Statements of Financial Condition as “Net unrealized depreciation on open futures and forward currency contracts.” The Trust’s policy regarding fair value measurement is discussed in the Fair Value and Disclosures note, contained herein.

Since the derivatives held or sold by the Trust are for speculative trading purposes, the derivative instruments are not designated as hedging instruments under the provisions of the Derivatives and Hedging guidance. Accordingly, all realized gains and losses, as well as any change in net unrealized gains or losses on open positions from the preceding period, are recognized as part of the Trust’s trading gains and losses in the Statements of Operations.

See “Item 3. Quantitative and Qualitative Disclosures About Market Risk” for additional derivative-related information.

The following tables present the fair value of open futures and forward currency contracts, held long or sold short, at March 31, 2011 and December 31, 2010. Fair value is presented on a gross basis even though the contracts are subject to master netting agreements and qualify for net presentation in the Statements of Financial Condition.

Fair value of futures and forward currency contracts at March 31, 2011

											Net Unrealized
	Fair Value - Long Positions					Fair Value - Short Positions					Gain (Loss) on
Sector	Gains		Losses			Gains		Losses			Open Positions
Futures contracts:
Energies	$	6,005,786	$	(73,866	)	$	-	$	(2,274,120	)	$	3,657,800
Grains		2,678,934		(415,425	)		495,450		(1,233,525	)		1,525,434
Interest rates		537,226		(1,699,025	)		788,345		(6,469	)		(379,923	)
Livestock		736,490		-			-		-			736,490
Metals		4,169,683		(3,114,247	)		199,631		(1,270,659	)		(15,592	)
Softs		1,232,414		(1,654,030	)		24,035		-			(397,581	)
Stock indices		8,318,706		(42,049	)		90,900		(568,357	)		7,799,200
Total futures contracts:		23,679,239		(6,998,642	)		1,598,361		(5,353,130	)		12,925,828

Forward currency contracts		21,994,919		(6,862,154	)		4,763,219		(19,872,605	)		23,379

Total futures and forward currency contracts	$	45,674,158	$	(13,860,796	)	$	6,361,580	$	(25,225,735	)	$	12,949,207

Fair value of futures and forward currency contracts at December 31, 2010

											Net Unrealized
	Fair Value - Long Positions					Fair Value - Short Positions					Gain on
Sector	Gains		Losses			Gains		Losses			Open Positions
Futures contracts:
Energies	$	3,578,697	$	(604,025	)	$	-	$	(1,326,800	)	$	1,647,872
Grains		6,435,870		-			-		(707,463	)		5,728,407
Interest rates		1,906,539		(446,636	)		93,822		(225,935	)		1,327,790
Livestock		578,540		-			-		(295,000	)		283,540
Metals		10,487,557		-			-		(1,179,968	)		9,307,589
Softs		2,899,490		(6,496	)		17,158		(279,470	)		2,630,682
Stock indices		6,102,368		(1,061,589	)		504,746		(6,570	)		5,538,955
Total futures contracts:		31,989,061		(2,118,746	)		615,726		(4,021,206	)		26,464,835

Forward currency contracts		17,229,470		(2,951,060	)		4,884,986		(8,226,002	)		10,937,394

Total futures and forward currency contracts	$	49,218,531	$	(5,069,806	)	$	5,500,712	$	(12,247,208	)	$	37,402,229

The effect of trading futures and forward currency contracts is represented on the Statements of Operations for the three months ended March 31, 2011 and March 31, 2010 as “Net realized gains (losses) on closed positions, futures and forward currency contracts” and “Net change in unrealized, futures and forward currency contracts.” These trading gains and losses are detailed below:

Trading gains (losses) of futures and forward currency contracts for the three months ended March 31, 2011 and 2010

Sector	2011			2010
Futures contracts:
Energies	$	24,513,749		$	5,922,670
Grains		(3,282,910	)		3,257,891
Interest rates		(10,735,414	)		31,293,061
Livestock		957,680			(876,760	)
Metals		3,162,126			1,030,914
Softs		2,003,567			(2,514,330	)
Stock indices		(19,679,883	)		(1,056,471	)
Total futures contracts:		(3,061,085	)		37,056,975

Forward currency contracts		(3,387,367	)		17,427,633

Total futures and forward currency contracts	$	(6,448,452	)	$	54,484,608

The following table presents average notional value by sector in U.S. dollars of open futures and forward currency contracts for the three months ended March 31, 2011 and March 31, 2010. The Trust’s average net asset value for the three months ended March 31, 2011 and 2010 was approximately $890,000,000 and $887,000,000, respectively.

Average notional value by sector of futures and forward currency contracts for the three months ended March 31, 2011 and 2010

	2011				2010
Sector	Long positions		Short positions		Long positions		Short positions
Futures contracts:
Energies	$	196,497,504	$	52,630,815	$	227,376,872	$	153,379,511
Grains		96,528,751		27,872,313		18,284,885		44,686,559
Interest rates		559,104,430		107,053,103		1,391,021,887		86,479,272
Livestock		14,819,860		1,547,150		12,868,800		11,762,315
Metals		153,567,972		13,030,188		131,062,205		18,921,634
Softs		32,902,037		3,742,029		32,440,266		6,188,390
Stock indices		479,240,805		18,928,946		602,939,713		9,872,915
Total futures contracts:		1,532,661,359		224,804,544		2,415,994,628		331,290,596

Forward currency contracts		1,061,180,437		189,693,768		793,261,780		249,675,868

Total futures and forward currency contracts	$	2,593,841,796	$	414,498,312	$	3,209,256,408	$	580,966,464

Notional values in the interest rate sector were calculated by converting the notional value in local currency of open interest rate futures positions with maturities less than 10 years to 10-year equivalent fixed income instruments, translated to U.S. dollars at March 31, 2011 and 2010. The 10-year note is often used as a benchmark for many types of fixed-income instruments and the Managing Owner believes it is a more meaningful representation of notional values of the Trust’s open interest rate positions.

Concentration of Credit Risk

Credit risk is the possibility that a loss may occur due to the failure of a counterparty to perform according to the terms of a contract. Credit risk is normally reduced to the extent that an exchange or clearing organization acts as a counterparty to futures transactions since typically the collective credit of the members of the exchange is pledged to support the financial integrity of the exchange.

The Managing Owner seeks to minimize credit risk primarily by depositing and maintaining the Trust’s assets at financial institutions and trading counterparties which the Managing Owner believes to be creditworthy. In addition, for OTC forward currency contracts, the Trust enters into master netting agreements with its counterparties. Collateral posted at the various counterparties for trading of futures and forward currency contracts includes cash and U.S. Treasury notes.

A significant portion of the Trust’s forward currency trading activities are cleared by Deutsche Bank AG (“DB”) and Morgan Stanley & Co. Inc. (“MS”). The Trust’s concentration of credit risk associated with DB or MS nonperformance includes unrealized gains inherent in such contracts, which are recognized in the Statements of Financial Condition, plus the value of margin or collateral held by DB and MS. The amount of such credit risk was $137,251,088 and $90,603,180 at March 31, 2011 and December 31, 2010, respectively.

4. PROFIT SHARE

The following table indicates the total profit share earned and accrued during the three months ended March 31, 2011 and 2010. 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:
	March 31, 2011		March 31, 2010
Profit share earned	$	353	$	0
Profit share accrued		0		41,988
Total profit share	$	353	$	41,988

5. RELATED PARTY TRANSACTIONS

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 Trust's Prospectus), as well as extraordinary costs. At March 31, 2011, the Managing Owner is owed $223,465 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).

Series 1 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 March 31, 2011 and December 31, 2010, $1,115 and $1,276, respectively, was owed to the Managing Owner.

6. FINANCIAL HIGHLIGHTS

Per unit operating performance for Series 1, Series 2, Series 3 and Series 4 units is calculated based on Unitholders’ Trust capital for each Series taken as a whole utilizing the beginning and ending net asset value per unit and weighted average number of units during the period. Weighted average number of units for each Series is detailed below:

	Three months ending March 31,				Date of
	2011		2010		original issuance
Series 1		660,245.605		708,969.025	July 23, 2001
Series 2		97.682		n/a	April 1, 2010
Series 3		14,821.200		2,591.868	September 1, 2009
Series 4		462.617		n/a	November 1, 2010

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

Units (“Units”) may be offered for sale as of the beginning, and may be redeemed as of the end, of each month.

The amount of capital raised for the Trust should not have a significant impact on its operations, as the Trust has no significant capital expenditure or working capital requirements other than for monies to pay trading losses, brokerage commissions and charges. Within broad ranges of capitalization, the Managing Owner’s trading positions should increase or decrease in approximate proportion to the size of the Trust.

The Trust raises additional capital only through the sale of Units and capital is increased through trading profits (if any). The Trust does not engage in borrowing.

The Trust trades futures contracts, and may trade swap and options contracts, on interest rates, agricultural commodities, currencies, metals, energy and stock indices and forward contracts on currencies. Risk arises from changes in the value of these contracts (market risk) and the potential inability of counterparties or brokers to perform under the terms of their contracts (credit risk). Market risk is generally to be measured by the face amount of the futures positions acquired and the volatility of the markets traded. The credit risk from counterparty non-performance associated with these instruments is the net unrealized gain, if any, on these positions plus the value of the margin or collateral held by the counterparty. The risks associated with exchange-traded contracts are generally perceived to be less than those associated with over-the-counter transactions, because exchanges typically (but not universally) provide clearinghouse arrangements in which the collective credit (in some cases limited in amount, in some cases not) of the members of the exchange is pledged to support the financial integrity of the exchange. In over-the-counter transactions, on the other hand, traders must typically (but not universally) rely solely on the credit of their respective individual counterparties. Margins which may be subject to loss in the event of a default, are generally required in exchange trading, and counterparties may require margin or collateral in the over-the-counter markets.

The Managing Owner has procedures in place to control market risk, although there can be no assurance that they will, in fact, succeed in doing so. These procedures primarily focus on: (1) real time monitoring of open positions; (2) diversifying positions among various markets; (3) limiting the assets committed as margin, generally within a range of 5% to 35% of an account’s net assets at exchange minimum margins (including imputed margins on forward and swap positions), although the amount committed to margin at any time may be higher; (4) prohibiting pyramiding (that is, using unrealized profits in a particular market as margin for additional positions in the same market); and (5) changing the equity utilized for trading by an account solely on a controlled periodic basis rather than as an automatic consequence of an increase in equity resulting from trading profits. The Trust controls credit risk by dealing exclusively with large, well capitalized financial institutions as brokers and counterparties.

The financial instruments traded by the Trust contain varying degrees of off-balance sheet risk whereby changes in the market values of the futures and forward contracts or the Trust’s satisfaction of the obligations may exceed the amount recognized in the Statement of Financial Condition of the Trust.

Due to the nature of the Trust’s business, substantially all its assets are represented by cash, cash equivalents and United States government obligations, while the Trust maintains its market exposure through open futures and forward contract positions.

The Trust’s futures contracts are settled by offset and are cleared by the exchange clearinghouse function. Open futures positions are marked to market each trading day and the Trust’s trading accounts are debited or credited accordingly. Options on futures contracts are settled either by offset or by exercise. If an option on a future is exercised, the Trust is assigned a position in the underlying future which is then settled by offset. The Trust’s spot and forward currency transactions conducted in the interbank market are settled by netting offsetting positions or payment obligations and by cash payments.

The value of the Trust’s cash and financial instruments is not materially affected by inflation. Changes in interest rates, which are often associated with inflation, could cause the value of certain of the Trust’s debt securities to decline, but only to a limited extent. More important, changes in interest rates could cause periods of strong up or down market price trends, during which the Trust’s profit potential generally increases. However, inflation can also give rise to markets which have numerous short price trends followed by rapid reversals, markets in which the Trust is likely to suffer losses.

The Trust’s assets are generally held as cash or cash equivalents, including short-term U.S. government obligations, which are used to margin the Trust’s futures and forward currency positions and withdrawn, as necessary, to pay redemptions and expenses. Other than potential market-imposed limitations on liquidity, due, for example, to limited open interest in certain futures markets or to 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.

During its operations for the three months ending March 31, 2011, the Trust experienced no meaningful periods of illiquidity in any of the numerous markets traded by the Managing Owner.

CRITICAL ACCOUNTING ESTIMATES

The Trust records its transactions in futures and forward currency contracts, including related income and expenses, on a trade date basis. Open futures contracts traded on an exchange are valued at fair value, which is based on the closing settlement price on the exchange where the futures contract is traded by the Trust on the day with respect to which net assets are being determined. Open forward currency contracts are recorded at fair value, 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 spot prices and forward points for open forward currency contracts are generally based on the 3:00 P.M. New York time prices provided by widely used quotation service providers on the day with respect to which net assets are being determined. 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 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. The Managing Owner will also compare the calculated price to the forward currency prices provided by dealers to determine whether the calculated price is fair and reasonable.

RESULTS OF OPERATIONS

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.

Series 1 Units, which were initially issued simply as “Units” beginning in July 2002, were the only Series of Units available prior to 2009. Series 2 Units were first issued on April 1, 2010, Series 3 Units were first issued on September 1, 2009 and Series 4 Units were first issued on November 1, 2010. The Trust’s past performance is not necessarily indicative of how it will perform in the future.

Period ended March 31, 2011

Month Ending:	Total Trust Capital

March 31, 2011	$	871,124,378
December 31, 2010		892,925,611

	Three Months
Change in Trust Capital	$	(21,801,233	)
Percent Change		(2.44	)%

THREE MONTHS ENDED MARCH 31, 2011

The decrease in the Trust’s net assets of $21,801,233 for the three months ended March 31, 2011 was attributable to net loss (before profit share) of $21,131,015 and redemptions of $20,117,499 and was partially offset by subscriptions of $19,447,281.

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 March 31, 2011 decreased $49,381 relative to the corresponding period in 2010 due to a decrease in the Trust’s average net assets.

Administrative expenses for the three months ended March 31, 2011 decreased $8,105 relative to the corresponding period in 2010. The decrease was due mainly to a decrease in the Trust's net assets during the three months ended March 31, 2011 relative to the corresponding period.

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 March 31, 2011 decreased $240,233 relative to the corresponding period in 2010. This decrease was due predominantly to a decrease in short-term Treasury yields in addition to a decrease in average net assets.

The Trust experienced net realized and unrealized losses of $6,601,847 from its trading operations (including foreign exchange translations and Treasury obligations). Brokerage fees of $14,517,228, administrative expenses of $562,115, custody fees and other expenses of $41,296, management fees of $100,769 and a profit share of $353 were incurred. Interest income of $692,240 partially offset the Trust's expenses resulting in a net loss of $21,131,368. An analysis of the trading gain (loss) by sector is as follows:

Sector	% Gain (Loss)
Currencies		(0.37	)%
Energies		2.75	%
Grains		(0.39	)%
Interest rates		(1.21	)%
Livestock		0.09	%
Metals		0.35	%
Softs		0.22	%
Stock indices		(2.19	)%
Trading loss		(0.75	)%

MANAGEMENT DISCUSSION – 2011

Trading during the quarter was volatile largely as a result of the Japan disaster. There was a loss for the period as profits from energy, U.S. dollar currency, metal and soft commodity trading were outweighed by losses from equity, interest rate and currency cross rate trading.

Through the first two and one-third months of the quarter, generous liquidity creation by developed country central banks, especially the Federal Reserve, led to a weakening dollar, and rising equity and commodity prices. Meanwhile, inflation concerns, monetary policy tightening in emerging economies, and persistent worry about government debt problems encouraged interest rates on government securities to rise.

Given the diverse monetary policy stances of the U.S. and emerging economies, capital flowed toward high yield and emerging market exporting countries. Hence, short U.S. dollar positions were profitable as the dollar fell versus the currencies of Australia, Brazil, Canada, Korea, Mexico, Russia and Scandinavia.

Persistent ease in U.S. monetary policy also led to increasing optimism regarding global economic growth. This environment was favorable to global equities and long positions in index futures in the U.S., Canada, Europe and South Africa were profitable. Asian equities did less well as policy tightening progressed.

The weak dollar and strong growth outlook supported commodity prices and agricultural commodity, metal and energy trading were all profitable. The agricultural markets were also boosted by supply concerns caused by a variety of weather conditions – too much or too little rain, too hot or not hot enough. Long positions in corn, wheat, cotton, coffee and rubber were profitable.

Energy prices were up on the roiling violence in the Middle East and North Africa, a better economic growth outlook and supply drawdowns. Long positions in crude, heating oil, London gasoil, and gasoline (RBOB) were profitable.

Contrary to some expectations, the Federal Reserve’s second foray into quantitative easing failed to keep interest rates low. With market participants worried about massive government borrowing requirements and future inflation, there was a substantial uptick in rates and moderate losses were sustained on long interest rate futures positions.

In mid-March, the Japanese earthquake/tsunami/nuclear disaster had a sizable negative impact on these profitable results as market participants altered their prior views, producing significant price reversals.

A flight to safety triggered a strong move into the U.S. dollar which had been falling because of concern regarding fiscal and monetary problems in America, as well as into the Swiss franc and yen which had been weak due to low interest rates. This flight also led to rising prices for “suddenly safe” government securities which had previously been under pressure due to debt problems and recent signs of tighter monetary policies, particularly in Asia. Given the threat to worldwide growth due the crippling of the Japanese economy, global equity markets, which had weakened noticeably on March 9 in the wake of a Bank of Korea rate hike and further signs of a persistent inflation problem in China, fell sharply as the scale of the disaster expanded. Finally, with Japan’s industrial sector somewhat crippled and global growth now more uncertain, the demands for and prices of metals, energy, and other commodities, which have been experiencing a secular boom, fell, negatively impacting performance.

The increase in volatility led our risk management systems to reduce positions in order to keep risk in line with intended exposures. Also, price changes produced new signals from directional models that led to position adjustments. Equity exposures were reduced about 50% from earlier levels, although the portfolio remained partially long Asian, U.S., and European indices. In Japan, equity positions were reduced close to flat, as were positions in Japanese government bonds, while the portfolio stayed slightly short the dollar against the yen. Metal and energy positions stayed long though 10-20% under earlier levels. The portfolio also went somewhat long interest rate futures, particularly Canadian, U.S., and British instruments.

Over the final days of the month, earlier trends resurfaced and much of the Japan related loss was recaptured, but with positions lowered, especially in equities, the quarter finished slightly negative.

Period ended March 31, 2010

Month Ending:	Total Trust Capital

March 31, 2010	$	894,540,500
December 31, 2009		879,154,612

	Three Months
Change in Trust Capital	$	15,385,888
Percent Change		1.75	%

THREE MONTHS ENDED MARCH 31, 2010

The increase in the Trust’s net assets of $15,385,888 for the three months ended March 31, 2010 was attributable to net gain (before profit share) of $40,411,193 and subscriptions of $4,830,594, which was partially offset by redemptions of $29,855,899.

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 March 31, 2010 decreased $2,825,705 relative to the corresponding period in 2009. The decrease was due primarily to a decrease in average net assets during the three months ended March 31, 2010 relative to the corresponding period in 2009.

Administrative expenses for the three months ended March 31, 2010 decreased $141,602 relative to the corresponding period in 2009. The decrease was due mainly to a decrease in the Trust’s net assets during the three months ended March 31, 2010, relative to the corresponding period in 2009.

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 March 31, 2010 decreased $3,199,918 relative to the corresponding period in 2009. This decrease was due to a decrease in short-term Treasury yields and by a decrease in net assets.

The Trust experienced net realized and unrealized gains of $54,672,237 from its trading operations (including foreign exchange translations and Treasury obligations). Brokerage fees of $14,566,609, administrative expenses of $570,220, custody fees of $40,612, management fees of $16,076 and accrued profit share to the Managing Owner of $41,988 were incurred. Interest income of $932,473 partially offset the Trust's expenses resulting in a net gain of $40,369,205. An analysis of the trading gain (loss) by sector is as follows:

Sector	% Gain (Loss)
Currencies		2.07	%
Energies		0.71	%
Grains		0.38	%
Interest Rates		3.62	%
Livestock		(0.10	)%
Metals		0.14	%
Softs		(0.30	)%
Stock Indices		(0.12	)%
Trading Gain/(Loss)		6.40	%

MANAGEMENT DISCUSSION 2010

The Trust's Series 1 and Series 3 net asset value per unit increased 4.62% and 4.64%, respectively, for the three months ended March 31, 2010. Profits from trading interest rate, energy, grain and metal futures and forward currency contracts, well outpaced the fractional losses sustained from trading equity, soft commodity and livestock futures.

At the start of the year the sustainability and robustness of incipient global growth was called into question amid signs that monetary policy was becoming less accommodative in China, India and other countries which had led the recovery. Worries that fiscal stimulus in the developed world was winding down also weighed on growth prospects as did the looming Greek fiscal crisis. Near quarter-end however, a string of positive economic statistics caused the outlook for economic expansion to brighten somewhat.

Against this background, interest rates eased and long positions in U.S., British and European note, bond and short-term interest rate futures were profitable. On the other hand, short positions in Australian interest rate futures were profitable as the Reserve Bank of Australia continued to tighten policy to ward off feared inflation.

The burgeoning budget crisis in Greece weighed on the euro throughout the quarter and short euro positions relative to the Australian and New Zealand dollars, Hungarian forint, Polish zloty and Turkish lira were profitable. More generally, long positions in high yielding and commodity currencies—Australian, New Zealand and Canadian dollars—versus a variety of currencies were profitable. The U.S. dollar was not as weak as the euro but it did lose ground to the currencies of Australia, Canada, India, Colombia, Korea, Mexico and South Africa, producing profits from long positions in these currencies.

Equity trading was marginally negative although performance during the quarter and across countries was quite disparate. Losses in January and February reflected the weaker economic outlook and signs of policy tightening. March gains based on improving economic statistics largely offset those losses. By country, long positions in U.S., UK, Canada and parts of Europe were profitable, while long positions in Asia, Spain, Italy, Australia, Mexico and South Africa were unprofitable.

Natural gas continued to be in a bear market as increasing supplies from shale gas met decreasing demand and short natural gas futures positions were quite profitable. Elsewhere in the energy complex, prices moved higher and long positions in crude oil products were somewhat profitable.

In the metals sector, gains from long nickel and aluminum positions modestly outweighed losses from long copper and zinc positions and a short lead trade.

Deflation was the story in agricultural markets. Profits on short positions in corn and wheat outweighed losses on long positions in the soybean complex, cocoa and sugar where forecasts of large sugar harvests accelerated the down-move from record highs.

Off-Balance Sheet Arrangements

The Trust does not engage in off-balance sheet arrangements with other entities.

Contractual Obligations

The Trust does not enter into contractual obligations or commercial commitments to make future payments of a type that would be typical for an operating company or that would affect its liquidity or capital resources. The Trust’s sole business is trading futures and forward contracts, both long (contracts to buy) and short (contacts to sell). All such contracts are settled by offset, not delivery. Substantially all such contracts are for settlement within four months of the trade date and substantially all such contracts are held by the Trust for less than four months before being offset or rolled over into new contracts with similar maturities. The Trust’s financial statements present a Condensed Schedule of Investments setting forth net unrealized appreciation (depreciation) of the Trust’s open futures and forward currency contracts, both long and short, at March 31, 2011.

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 of 1933 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 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.

The Trust calculates Value at Risk for forward currency contracts that are not exchange traded using exchange maintenance margin requirements for equivalent or similar futures positions as the measure of Value at Risk.

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 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 the quarter ended March 31, 2011. During the three months ended March 31, 2011, the Trust's average total capitalization was approximately $889,860,000.

Market Sector	Average Value at Risk		% of Average Capitalization			Highest Value at Risk		Lowest Value at Risk
Currencies	$	61.6		6.9	%	$	61.6	$	61.6
Energies		9.7		1.1	%		9.7		9.7
Grains		3.4		0.4	%		3.4		3.4
Interest rates		15.0		1.7	%		15.0		15.0
Livestock		0.5		0.1	%		0.5		0.5
Metals		9.4		1.0	%		9.4		9.4
Softs		3.4		0.4	%		3.4		3.4
Stock indices		33.7		3.8	%		33.7		33.7
Total	$	136.7		15.4	%

Average, highest and lowest Value at Risk amounts relate to the quarter-end amounts for the three months ended March 31, 2011. Average capitalization is the Trust's capitalization at the end of the three months ended March 31, 2011. Dollar amounts represent millions of dollars.

Material Limitations on Value at Risk as an Assessment of Market Risk

The face value of the market sector instruments held by the Trust is typically many times the applicable maintenance margin requirement (maintenance margin requirements generally range between approximately 1% and 10% of contract face value) as well as many times the capitalization of the Trust. The magnitude of the Trust’s open positions creates a “risk of ruin” not typically found in most other investment vehicles. Because of the size of its positions, certain market conditions — unusual, but historically recurring from time to time — could cause the Trust to incur severe losses over a short period of time. The foregoing Value at Risk table — as well as the past performance of the Trust — give no indication of this “risk of ruin.”

Non-Trading Risk

The Trust has non-trading market risk on its foreign cash balances not needed for margin. However, these balances (as well as any market risk they represent) are immaterial.

The Trust also has non-trading cash flow risk as a result of holding a substantial portion (approximately 90%) of its assets in U.S. Treasury notes and other short-term debt instruments (as well as any market risk they represent) for margin and cash management purposes. Although the Managing Owner does not anticipate that, even in the case of major interest rate movements, the Trust would sustain a material mark-to-market loss on its securities positions, if short-term interest rates decline so will the Trust’s cash management income. The Trust also maintains a portion (over 5%) of its assets in cash and in a U.S. government securities and related instruments money market fund. These cash balances are also subject (as well as any market risk they represent) to cash flow risk, which is not material.

Qualitative Disclosures

There have been no material changes in the qualitative disclosures about market risk since the end of the preceding fiscal year.

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 changes in the Managing Owner’s internal control over financial reporting during the quarter ended March 31, 2011 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.

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

None.

ITEM 1A. RISK FACTORS

Accounting for Uncertain Tax Positions

Financial Accounting Standards Board Accounting Standards Codification Topic No. 740, “Income Taxes” (“ASC 740,” in part formerly known as “FIN 48”), provides guidance on the recognition of uncertain tax positions. ASC 740 prescribes the minimum recognition threshold that a tax position is required to meet before being recognized in an entity’s financial statements. It also provides guidance on recognition, measurement, classification, interest and penalties with respect to tax positions. A prospective investor should be aware that, among other things, ASC 740 could have a material adverse effect on the periodic calculations of the net asset value of the Trust, including reducing the net asset value of the Trust to reflect reserves for income taxes, such as foreign withholding taxes, that may be payable by the Trust. This could cause benefits or detriments to certain Unitholders, depending upon the timing of their subscriptions and withdrawals from the Trust.

There are otherwise no material changes from risk factors as previously disclosed in Form 10-K, filed March 30, 2011.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND THE USE OF PROCEEDS

(a)

There have been no sales of unregistered securities of the Trust during the three months ended March 31, 2011.

(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 March 31, 2011. There were no redemptions during the three months ended March 31, 2011 by Series 2 or 4 Unitholders.

	Series 1				Series 3
Date of Redemption	Units Redeemed		NAV per Unit		Units Redeemed		NAV per Unit

January 31, 2011		5,780.192	$	1,292.63		6.100	$	1,335.94
February 28, 2011		4,669.218		1,324.17		76.050		1,369.36
March 31, 2011		4,926.247		1,281.84		27.018		1,334.75
Total		15,375.657				109.168

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. (REMOVED AND RESERVED)

ITEM 5. OTHER INFORMATION

None.

ITEM 6. (a) EXHIBITS

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: May 13, 2011
	/s/Tod A. Tanis
	Tod A. Tanis
	Vice-President
	(Principal Accounting Officer)