-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, UOKcnysrCWKd4qCQuD/ptUnsZbDa93Z1mlEn5PwWQIx223+g/cRsV3RU4doJcZxv THRG7+fjliagqBnm3aR5og== 0000873799-06-000002.txt : 20060329 0000873799-06-000002.hdr.sgml : 20060329 20060329112505 ACCESSION NUMBER: 0000873799-06-000002 CONFORMED SUBMISSION TYPE: 10-K PUBLIC DOCUMENT COUNT: 5 CONFORMED PERIOD OF REPORT: 20051231 FILED AS OF DATE: 20060329 DATE AS OF CHANGE: 20060329 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MORGAN STANLEY SPECTRUM SELECT LP CENTRAL INDEX KEY: 0000873799 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 133619290 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-19511 FILM NUMBER: 06717283 BUSINESS ADDRESS: STREET 1: HARBORSIDE FINANCIAL CENTER PLAZA TWO CITY: JERSEY CITY STATE: NJ ZIP: 07311 BUSINESS PHONE: 2018764647 FORMER COMPANY: FORMER CONFORMED NAME: MORGAN STANLEY DEAN WITTER SPECTRUM SELECT LP DATE OF NAME CHANGE: 19990412 FORMER COMPANY: FORMER CONFORMED NAME: DEAN WITTER SPECTRUM SELECT LP DATE OF NAME CHANGE: 19980507 FORMER COMPANY: FORMER CONFORMED NAME: WITTER DEAN SELECT FUTURES FUND LP DATE OF NAME CHANGE: 19930328 10-K 1 dwssf.txt SPECTRUM SELECT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 [No Fee Required] For the year ended December 31, 2005 or [ ] Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 [No Fee Required] For the transition period from ________________ to ___________________ Commission File Number 0-19511 MORGAN STANLEY SPECTRUM SELECT L.P. (Exact name of registrant as specified in its Limited Partnership Agreement) DELAWARE 13-3619290 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) Demeter Management Corporation 330 Madison Avenue, 8th Floor New York, NY 10017 (Address of principal executive offices) (Zip Code) Registrant?s telephone number, including area code (212) 905-2700 Securities registered pursuant to Section 12(b) of the Act: Name of each exchange Title of each class on which registered None None Securities registered pursuant to Section 12(g) of the Act: Units of Limited Partnership Interest (Title of Class) Indicate by check-mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes No X Indicate by check-mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes No X 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 if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (section 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant?s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment of this Form 10-K. [X] Indicate by check-mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definitions of ?accelerated filer and large accelerated filer? in Rule 12b-2 of the Exchange Act. (Check one): Large accelerated filer___ Accelerated filer____ Non-accelerated filer __X__ Indicate by check-mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes No X State the aggregate market value of the Units of Limited Partnership Interest held by non-affiliates of the registrant. The aggregate market value shall be computed by reference to the price at which Units were sold as of the last business day of the registrant?s most recently completed second fiscal quarter: $552,204,538 at June 30, 2005. DOCUMENTS INCORPORATED BY REFERENCE (See Page 1) MORGAN STANLEY SPECTRUM SELECT L.P. INDEX TO ANNUAL REPORT ON FORM 10-K DECEMBER 31, 2005
Page No. DOCUMENTS INCORPORATED BY REFERENCE. . . . . . . . . . . . . . . . . . 1 Part I . Item 1. Business. . . . . . . . . . . . . . . . . . . . . . . . .2?6 Item 1A. Risk Factors. . . . . . . . . . . . . . . . . . . . . . . .6 Item 1B. Unresolved Staff Comments . . . . . . . . . . . . . . . . .6 Item 2. Properties. . . . . . . . . . . . . . . . . . . . . . . 6-7 Item 3. Legal Proceedings. . . . . . . . . . . . . . . . . . . . . 7 Item 4. Submission of Matters to a Vote of Security Holders. . . .7 Part II. Item 5. Market for the Registrant's Partnership Units and Related Security Holder Matters . . . . . . . . . . 8-10 Item 6. Selected Financial Data . . . . . . . . . . . . . . . . . 11 Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations. . . . . . . . . . 12?30 Item 7A. Quantitative and Qualitative Disclosures About Market Risk . . . . . . . . . . . . . . . . . . . . . .30-44 Item 8. Financial Statements and Supplementary Data. . . . . . . .45 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure. . . . . . . . . . . .45 Item 9A. Controls and Procedures . . . . . . . . . . . . . . . .46-48 Item 9B. Other Information . . . . . . . . . . . . . . . . . . . . 48 Part III. Item 10. Directors and Executive Officers of the Registrant. . 49-54 Item 11. Executive Compensation . . . . . . . . . . . . . . . . . .54 Item 12. Security Ownership of Certain Beneficial Owners and Management. .. . . . . . . . . . . . . . . . . . . . 55 Item 13. Certain Relationships and Related Transactions. . . . . . 55 Item 14. Principal Accounting Fees and Services . . . . . . . . 56-57 Part IV. Item 15. Exhibits and Financial Statement Schedules. . . . . . .58?59
DOCUMENTS INCORPORATED BY REFERENCE Portions of the following documents are incorporated by reference as follows: Documents Incorporated Part of Form 10-K Partnership?s Prospectus dated April 25, 2005 I Partnership's Supplement to the Prospectus dated December 15, 2005 I Annual Report to Morgan Stanley Spectrum Series Limited Partners for the year ended December 31, 2005 II, III, and IV PART I Item 1. BUSINESS (a) General Development of Business. Morgan Stanley Spectrum Select L.P. (the "Partnership") is a Delaware limited partnership organized in 1991 to engage primarily in the speculative trading of futures contracts, options on futures contracts, and forward contracts on physical commodities and other commodity interests, including, but not limited to, foreign currencies, financial instruments, metals, energy, and agricultural products. The Partnership commenced trading operations on August 1, 1991. The Partnership is one of the Morgan Stanley Spectrum series of funds, comprised of the Partnership, Morgan Stanley Spectrum Currency L.P., Morgan Stanley Spectrum Global Balanced L.P., Morgan Stanley Spectrum Strategic L.P., and Morgan Stanley Spectrum Technical L.P. (collectively, the ?Spectrum Series?). The Partnership?s general partner is Demeter Management Corporation (?Demeter?). The non-clearing commodity broker is Morgan Stanley DW Inc. (?Morgan Stanley DW?). The clearing commodity brokers are Morgan Stanley & Co. Incorporated (?MS & Co.?) and Morgan Stanley & Co. International Limited (?MSIL?). Demeter, Morgan Stanley DW, MS & Co., and MSIL are wholly-owned subsidiaries of Morgan Stanley. The trading advisors to the Partnership are EMC Capital Management, Inc., Northfield Trading L.P., Rabar Market Research, Inc., Sunrise Capital Management, Inc., and Graham Capital Management, L.P. (individually, a ?Trading Advisor?, or collectively, the ?Trading Advisors?). Units of limited partnership interest (?Unit(s)?) are sold at monthly closings at a purchase price equal to 100% of the net asset value per Unit as of the close of business on the last day of each month. The managing underwriter for the Partnership is Morgan Stanley DW. The Partnership began the year at a net asset value per Unit of $28.88 and returned -5.0% to $27.45 on December 31, 2005. For a more detailed description of the Partnership's business, see subparagraph (c). (b) Financial Information about Segments. For financial infor- mation reporting purposes, the Partnership is deemed to engage in one industry segment, the speculative trading of futures, forwards, and options on such contracts. The relevant financial information is presented in Items 6 and 8. (c) Narrative Description of Business. The Partnership is in the business of speculative trading of futures, forwards, and options pursuant to trading instructions provided by the Trading Advisors. For a detailed description of the different facets of the Partnership's business, see those portions of the Partnership's prospectus, dated April 25, 2005 (the ?Prospectus?), and the Partnership's supplement to the Prospectus dated December 15, 2005 (the "Supplement"), incorporated by reference in this Form 10-K, set forth below. Facets of Business 1. Summary 1. "Summary" (Pages 1-9 of the Prospectus and Page S-1 of the Supplement). 2. Futures, Options, and 2. "The Futures, Options, and Forwards Markets Forwards Markets" (Pages 147-151 of the Prospectus). 3. Partnership?s Trading 3. ?Use of Proceeds? (Pages 26-28 Arrangements and of the Prospectus and Page Policies S-5 of the Supplement), ?The Trading Advisors? (Pages 70- 125 of the Prospectus and Pages S-33 ? S-40 of the Supplement). 4. Management of the Part- 4. ?The Trading Advisors ? nership Management Agreements? (Page 70 of the Prospectus), ?The General Partner? (Pages 66- 69 of the Prospectus and Page S-32 of the Supple- ment), ?The Commodity Brokers? (Pages 127-128 of the Prospectus) and ?The Limited Partnership Agree- ments? (Pages 130-133 of the Prospectus). 5. Taxation of the Partner- 5. ?Material Federal Income Tax ship?s Limited Partners Considerations? and ?State and Local Income Tax Aspects? (Pages 139-145 of the Prospectus and Page S-42 of the Supplement). (d) Financial Information about Geographic Areas. The Partnership has not engaged in any operations in foreign countries; however, the Partnership (through the commodity brokers) enters into forward contract transactions where foreign banks are the contracting party and trades futures, forwards, and options on foreign exchanges. (e) Available Information. The Partnership files an annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and all amendments to these reports with the Securities and Exchange Commission (?SEC?). You may read and copy any document filed by the Partnership at the SEC?s Public Reference Room at 100 F Street, N.E., Washington, D.C. 20549. Please call the SEC at 1-800-SEC-0330 for information on the Public Reference Room. The Partnership does not maintain an internet website, however, the SEC maintains a website that contains annual, quarterly, and current reports, proxy statements, and other information that issuers (including the Partnership) file electronically with the SEC. The SEC?s website address is http://www.sec.gov. Item 1A. RISK FACTORS The Partnership is in the business of speculative trading of futures, forwards, and options. For a detailed description of the risks that may affect the business of the Partnership or the limited partnership interests offered by the Partnership, see those portions of the Partnership?s Prospectus and the Partnership?s Supplement, incorporated by reference in this Form 10-K, set forth in the ?Risk Factors? section of the Prospectus at pages 10-15 and the ?Risk Factors? section of the Supplement at pages S-2 ? S-4. Item 1B. UNRESOLVED STAFF COMMENTS Not applicable. Item 2. PROPERTIES The Partnership?s executive and administrative offices are located within the offices of Morgan Stanley DW. The Morgan Stanley DW offices utilized by the Partnership are located at 330 Madison Avenue, 8th Floor, New York, NY 10017. Item 3. LEGAL PROCEEDINGS None. Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS None. PART II Item 5. MARKET FOR THE REGISTRANT'S PARTNERSHIP UNITS AND RELATED SECURITY HOLDER MATTERS (a) Market Information. There is no established public trading market for Units of the Partnership. (b) Holders. The number of holders of Units at December 31, 2005 was approximately 49,167. (c) Distributions. No distributions have been made by the Partnership since it commenced trading operations on August 1, 1991. Demeter has sole discretion to decide what distributions, if any, shall be made to investors in the Partnership. Demeter currently does not intend to make any distributions of the Partnership?s profits. (d) Securities Sold; Consideration. Units are continuously sold at monthly closings at a purchase price equal to 100% of the net asset value per Unit as of the close of business on the last day of each month. The aggregate price of the Units sold through December 31, 2005 was $855,401,799. (e) Underwriter. The managing underwriter for the Partnership is Morgan Stanley DW. (f) Use of Proceeds. SEC Registration Statement on Form S-1 Units Registered Effective Date File Number Initial Registration 60,000.000 May 17, 1991 33-39667 Supplemental Closing 10,000.000 August 23, 1991 33-42380 Additional Registration 75,000.000 August 31, 1993 33-65072 Additional Registration 60,000.000 October 27, 1997 333-01918 Pre-conversion 205,000.000 Units sold through 10/17/97 146,139.671 Units unsold through 10/17/97 58,860.329 (Ultimately de-registered) Commencing with April 30, 1998 monthly closing and with becoming a member of the Spectrum Series of funds, each previously outstanding Unit of the Partnership was converted into 100 Units, totaling 14,613,967.100 (pre-conversion). Additional Registration 1,500,000.000 May 11, 1998 333-47829 Additional Registration 5,000,000.000 January 21, 1999 333-68773 Additional Registration 4,500,000.000 February 28, 2000 333-90467 Additional Registration 1,000,000.000 April 30, 2002 333-84656 Additional Registration 7,000,000.000 April 28, 2003 333-104005 Additional Registration 23,000,000.000 April 28, 2004 333-113393 Total Units Registered 42,000,000.000 Units sold post conversion 24,546,407.004 Units unsold through 12/31/05 17,453,592.996 Total Units sold through 12/31/05 39,160,374.104 (pre and post conversion) Since no expenses are chargeable against proceeds, 100% of the proceeds of the offering have been applied to the working capital of the Partnership for use in accordance with the ?Use of Proceeds? section of the Prospectus and the Supplement included as part of the above referenced Registration Statements. Item 6. SELECTED FINANCIAL DATA (in dollars)
For the Years Ended December 31, __ 2005 2004 2003 2002 2001 . Total Trading Results including interest income 23,039,815 33,923,907 74,213,042 67,605,728 30,468,895 Net Income (Loss) (29,214,513) (23,311,900) 34,186,905 40,823,199 3,165,349 Net Income (Loss) Per Unit (Limited & General Partners) (1.43) (1.43) 2.66 3.69 0.39 Total Assets 550,467,763 595,823,205 449,549,242 299,604,379 246,043,382 Total Limited Partners' Capital 527,198,790 579,155,164 436,666,633 292,226,000 238,821,840 Net Asset Value Per Unit 27.45 28.88 30.31 27.65 23.96
Item 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Liquidity. The Partnership deposits its assets with Morgan Stanley DW as non-clearing broker, and MS & Co. and MSIL as clearing brokers in separate futures, forwards, and options trading accounts established for each Trading Advisor. Such assets are used as margin to engage in trading and may be used as margin solely for the Partnership?s trading. The assets are held in either non- interest bearing bank accounts or in securities and instruments permitted by the Commodity Futures Trading Commission for investment of customer segregated or secured funds. Since the Partnership?s sole purpose is to trade in futures, forwards, and options, it is expected that the Partnership will continue to own such liquid assets for margin purposes. The Partnership?s investment in futures, forwards, and options may, from time to time, be illiquid. Most U.S. futures exchanges limit fluctuations in prices during a single day by regulations referred to as ?daily price fluctuations limits? or ?daily limits?. Trades may not be executed at prices beyond the daily limit. If the price for a particular futures or options contract has increased or decreased by an amount equal to the daily limit, positions in that futures or options contract can neither be taken nor liquidated unless traders are willing to effect trades at or within the limit. Futures prices have occasionally moved the daily limit for several consecutive days with little or no trading. These market conditions could prevent the Partnership from promptly liquidating its futures or options contracts and result in restrictions on redemptions. There is no limitation on daily price moves in trading forward contracts on foreign currencies. The markets for some world currencies have low trading volume and are illiquid, which may prevent the Partnership from trading in potentially profitable markets or prevent the Partnership from promptly liquidating unfavorable positions in such markets, subjecting it to substantial losses. Either of these market conditions could result in restrictions on redemptions. For the periods covered by this report, illiquidity has not materially affected the Partnership?s assets. There are no known material trends, demands, commitments, events, or uncertainties at the present time that are reasonably likely to result in the Partnership?s liquidity increasing or decreasing in any material way. Capital Resources. The Partnership does not have, nor expects to have, any capital assets. Redemptions, exchanges, and sales of Units in the future will affect the amount of funds available for investments in futures, forwards, and options in subsequent periods. It is not possible to estimate the amount, and therefore the impact, of future inflows and outflows of Units. There are no known material trends, favorable or unfavorable, that would affect, nor any expected material changes to, the Partnership?s capital resource arrangements at the present time. Off-Balance Sheet Arrangements and Contractual Obligations. The Partnership does not have any off-balance sheet arrangements, nor does it have contractual obligations or commercial commitments to make future payments that would affect its liquidity or capital resources. Results of Operations General. The Partnership's results depend on the Trading Advisors and the ability of each Trading Advisor?s trading program(s) to take advantage of price movements in the futures, forwards, and options markets. The following presents a summary of the Partnership's operations for each of the three years in the period ended December 31, 2005, and a general discussion of its trading activities during each period. It is important to note, however, that the Trading Advisors trade in various markets at different times and that prior activity in a particular market does not mean that such market will be actively traded by the Trading Advisors or will be profitable in the future. Consequently, the results of operations of the Partnership are difficult to discuss other than in the context of the Trading Advisors' trading activities on behalf of the Partnership during the period in question. Past performance is no guarantee of future results. The Partnership?s results of operations set forth in the Financial Statements are prepared in accordance with accounting principles generally accepted in the United States of America, which require the use of certain accounting policies that affect the amounts reported in these Financial Statements, including the following: The contracts the Partnership trades are accounted for on a trade- date basis and marked to market on a daily basis. The difference between their cost and market value is recorded on the Statements of Operations as ?Net change in unrealized trading profit (loss)? for open (unrealized) contracts, and recorded as ?Realized trading profit (loss)? when open positions are closed out. The sum of these amounts, along with the ?Proceeds from Litigation Settlement?, constitutes the Partnership?s trading results. The market value of a futures contract is the settlement price on the exchange on which that futures contract is traded on a particular day. The value of foreign currency forward contracts is based on the spot rate as of the close of business. Interest income, as well as management fees, incentive fees, and brokerage fees expenses of the Partnership are recorded on an accrual basis. Demeter believes that, based on the nature of the operations of the Partnership, no assumptions relating to the application of critical accounting policies other than those presently used could reasonably affect reported amounts. The Partnership recorded total trading results including interest income totaling $23,039,815 and expenses totaling $52,254,328, resulting in a net loss of $29,214,513 for the year ended December 31, 2005. The Partnership?s net asset value per Unit decreased from $28.88 at December 31, 2004 to $27.45 at December 31, 2005. Total redemptions and subscriptions for the year were $115,415,285 and $92,326,015, respectively, and the Partnership?s ending capital was $533,002,342 at December 31, 2005, a decrease of $52,303,783 from ending capital at December 31, 2004 of $585,306,125. The most significant trading losses of approximately 5.5% were recorded in the currency markets during the first and third quarter, as well as during December, from positions in foreign currencies versus the U.S. dollar. During January, long positions in the euro versus the U.S. dollar incurred losses after the U.S. dollar?s value reversed sharply higher amid conflicting economic data, improvements in U.S. trade deficit numbers, and speculation for higher U.S. interest rates. The U.S. dollar?s value also advanced in response to expectations that the Chinese government would announce postponement of Chinese yuan re-valuation for the foreseeable future. Additional losses were recorded during February from short positions in the euro versus the U.S. dollar as the U.S. dollar weakened in response to concern for the considerable U.S. Current-Account deficit expressed by U.S. Federal Reserve Chairman Alan Greenspan. The value of the U.S. dollar was further weakened during the remainder of February by a larger-than- expected drop in January leading economic indicators and news that South Korea?s Central Bank would be reducing its U.S. dollar currency reserves. Long European currency positions versus the U.S. dollar also recorded losses during March after the value of the U.S. dollar reversed sharply higher benefiting from higher U.S. interest rates and consumer prices. During August, long U.S. dollar positions against the British pound and euro resulted in losses as the value of the U.S. dollar declined amid higher crude oil prices, lower durable goods orders, the U.S. trade imbalance, and economic warnings from U.S. Federal Reserve Chairman Alan Greenspan. During December, the largest losses were incurred from long U.S. dollar positions versus the euro after the euro?s value increased during mid-month on the possibility that the European Central Bank would raise interest rates in 2006. Additional losses resulted from long U.S. dollar positions versus the South African rand and both the Australian and the New Zealand dollars as their values reversed higher with gold prices. Sector losses also stemmed from short U.S. dollar positions against the British pound. Partnership losses of approximately 0.9% were recorded in the global interest rate markets primarily during the third quarter from long positions in U.S. interest rate futures. During July, long positions experienced losses as prices declined following a rise in interest rates and after the U.S. Labor Department released its June employment report. During September, long positions incurred additional losses as prices weakened after it was revealed that measurements of Hurricane Katrina?s economic impact were not weak enough to deter the U.S. Federal Reserve from its policy of raising interest rates. Smaller Partnership losses of approximately 0.6% were incurred in the agricultural markets primarily during the second and third quarter from long futures positions in wheat and corn. During April, long futures positions in wheat resulted in losses as prices fell in response to favorable weather in growing regions and reduced foreign demand. During July and August, long positions in corn futures experienced losses after prices weakened in response to higher silo rates and forecasts for supply increases. A portion of the Partnership?s overall losses for the year was offset by gains of approximately 4.4% established in the global stock index markets during the third and fourth quarter from positions in Japanese and European stock index futures. During July, long positions in Pacific Rim and European stock index futures benefited after positive economic data out of the U.S. and Japan pushed global equity prices higher. Prices continued to strengthen after China reformed its U.S. dollar currency peg policy. Strong corporate earnings out of the European Union, Japan, and the U.S. resulted in optimistic investor sentiment and pushed prices further. During September, long positions in Japanese stock index futures experienced gains as prices increased on positive comments from Bank of Japan Governor Toshihiko Fukui, who said the Japanese economy was in the process of emerging from a soft patch. Additional sector gains resulted from long positions in European stock index futures as oil prices declined and investors embraced signs that the global economy could move forward despite Hurricane Katrina's devastation of the U.S. Gulf Coast. During the fourth quarter, long positions in Japanese and European stock index futures supplied gains as prices increased in response to falling energy prices, strong corporate earnings, and positive economic data out of the U.S. European stock markets also found support from the possibility of an end to U.S. interest rate increases. Partnership gains of approximately 3.3% were recorded in metals during the third and fourth quarter from long futures positions in copper, aluminum, and zinc as prices strengthened amid supply tightness and strong demand from China, India, and the Middle East. In the energy markets, gains of approximately 1.0% were achieved primarily during August from long futures positions in natural gas and crude oil and its related products as prices rose on supply and demand concerns. After Hurricane Katrina struck the Gulf of Mexico, prices advanced further to touch record highs. The Partnership recorded total trading results including interest income totaling $33,923,907 and expenses totaling $57,235,807, resulting in a net loss of $23,311,900 for the year ended December 31, 2004. The Partnership?s net asset value per Unit decreased from $30.31 at December 31, 2003 to $28.88 at December 31, 2004. Total redemptions and subscriptions for the year were $43,132,131 and $210,227,672, respectively, and the Partnership?s ending capital was $585,306,125 at December 31, 2004, an increase of $143,783,641 from ending capital at December 31, 2003 of $441,522,484. The most significant trading gains of approximately 4.7% were recorded in the energy markets, primarily during February, May, throughout the third quarter, and in October, from long futures positions in crude oil and its related products as prices advanced upwards amid concerns for market supply, falling inventory levels, and heavy market demand. Additional Partnership gains of approximately 1.7% achieved in the agricultural markets, primarily during the first quarter, resulted from long futures positions in corn, soybeans, and soybean-related products as prices for these commodities finished higher amid strong, steady demand from Asia. In the metals markets, gains of approximately 1.5% were recorded primarily during the first quarter from long futures positions in base metals as prices moved higher in response to increased demand from China coupled with a weaker U.S. dollar. Long futures positions in industrial metals held during October were also profitable due to the drop in the U.S. dollar prompted by the investment community?s perception that the Bush Administration would not take steps to stem the U.S. dollar?s decline. Relatively smaller Partnership gains of approximately 0.8% resulted from trading in the currency markets, primarily during October and November. Long positions in the euro and Swiss franc versus the U.S. dollar benefited from a declining U.S. dollar trend triggered by prospects for lower U.S. interest rates, higher oil prices, concern for the growing U.S. Current-Account deficit, and beliefs that the Bush Administration would not act to curb the decline in the U.S. dollar. A portion of the Partnership?s overall gains for the year was offset by losses of approximately 2.5% incurred in the global interest rate sector, particularly during the second and third quarter, from positions in U.S. and Australian interest rate futures. During January, long positions in U.S. interest rate futures experienced losses as prices declined following comments from the U.S. Federal Reserve concerning a shift in the U.S. Federal Reserve?s interest rate policy. Short positions in Australian interest rate futures deepened sector losses as prices reversed higher during the final week of January. During April, long U.S. interest rate futures positions incurred losses as prices tumbled following the release of stronger-than-expected U.S. jobs data. During May, short positions in global bond futures experienced losses as prices moved higher during the latter half of the month due to uncertainty in global equity prices, weaker-than-expected economic data, stronger energy prices, and geopolitical concerns. During June, short positions experienced losses as prices rallied on weaker- than-expected economic reports and expectations that the U.S. Federal Reserve would not aggressively tighten U.S. interest rates. During July, short positions in U.S. interest rate futures recorded losses as prices moved higher after the release of disappointing U.S. unemployment data. Additional losses were incurred from newly established long U.S. interest rate futures positions after prices moved lower following U.S. Federal Reserve Chairman Alan Greenspan?s upbeat assessment of the U.S. economy. During September, long positions in U.S. interest rate futures resulted in losses as prices declined due to expectations for rising U.S. interest rates prompted by the release of positive U.S. economic data. Smaller Partnership losses of approximately 0.4% resulted from trading in the global stock index sector, primarily during the second and third quarter, via positions in Asian equity index futures. During the second quarter, long positions in these markets incurred losses as global equity prices were negatively impacted by geopolitical concerns and expanding energy prices. Newly established short Asian equity index positions experienced losses as prices rebounded during the second quarter amid a slight pullback in oil prices and strong earnings from technology companies. During the third quarter, long Asian equity index positions experienced losses as prices reversed lower due to the release of disappointing U.S. employment data, surging energy prices, and new warnings concerning potential terrorist attacks. The Partnership recorded total trading results including interest income totaling $74,213,042 and expenses totaling $40,026,137, resulting in net income of $34,186,905 for the year ended December 31, 2003. The Partnership?s net asset value per Unit increased from $27.65 at December 31, 2002 to $30.31 at December 31, 2003. Total redemptions and subscriptions for the year were $30,542,924 and $142,500,704, respectively, and the Partnership?s ending capital was $441,522,484 at December 31, 2003, an increase of $146,144,685 from ending capital at December 31, 2002 of $295,377,799. The most significant trading gains of approximately 12.2% were recorded in the currency markets during January from long positions in the euro versus the U.S. dollar as the value of the European currency strengthened against the U.S. dollar amid renewed fears of a military conflict with Iraq, increased tensions with North Korea, and weak U.S. economic data. During May, gains were supplied by long positions in the euro versus the U.S. dollar as the value of the euro strengthened amid uncertainty regarding the Bush Administration?s economic policy, renewed fears of potential terrorist attacks against U.S. interests, and investor preference for non-U.S. dollar assets. Additional currency gains were recorded by long positions in the Australian dollar versus the U.S. dollar as the value of the Australian currency strengthened in response to continued weakness in the U.S. currency, rising gold prices, and relatively high interest rates in Australia. During November and December, long positions in the euro, British pound, and Australian and New Zealand dollars versus the U.S. dollar generated additional gains. The U.S. dollar tumbled to a six-year low against the Australian and New Zealand dollars and a five-year low against the British pound. Additionally, the euro soared past the $1.20 mark, its highest level against the U.S. dollar since its introduction in January 1999. The U.S. dollar?s weakness was caused by a variety of factors, including concerns regarding the growing U.S. current trade account and budget deficits, the U.S. Federal Reserve?s policy of maintaining low interest rates, widening interest rate differentials relative to other countries, and renewed fears of global terrorism. In the metals markets, gains of approximately 5.9% were achieved primarily during the fourth quarter by long futures positions in copper and nickel. Industrial metals prices rallied during October in response to increased demand, especially from China, as well as to growing investor sentiment that the global economy was on the path to recovery. During December, copper and nickel prices rose to six and fourteen-year highs, respectively, benefiting from increased demand from China and the strengthening of the global economy. Gains of approximately 2.6% in the global stock index markets were supplied by long positions in Asian stock index futures during August as Asian equity prices drew strength from robust Japanese economic data and rising prices in the U.S. equity markets. Long U.S. equity index futures positions profited after the release of favorable economic data during October, as well as in December. In the agricultural markets, gains of approximately 1.7% resulted from long futures positions in soybeans and its related products during September as prices reacted positively in response to robust U.S. export sales data and smaller U.S. crop assessments. Then in October, long futures positions in cotton and soybeans generated gains as increased demand from China and tight market supplies lifted prices. A portion of the Partnership?s overall gains for the year was offset by losses of approximately 1.1% in the global interest rate markets incurred primarily during the last four months of the year. The Partnership experienced losses from short European futures positions. Prices reversed higher amid investor demand for safe-haven investments following renewed volatility in global equity markets, continued geopolitical instability in the Middle East, and comments from the U.S. Federal Reserve regarding the continuation of low U.S. interest rates. In the energy sector, losses of approximately 0.8% partially offset Partnership?s gains for the year. Long positions in crude oil futures resulted in losses during March as prices reversed sharply lower amid market anticipation of a swift military victory for Coalition forces against Iraq. During September, losses were suffered from short positions in crude oil futures as prices unexpectedly reversed higher following OPEC?s announcement for output reductions and curbs in production. During October, short crude oil positions experienced further losses as prices moved higher in response to supply fears spurred by Middle East tensions early in the month, as well as strike threats in Nigeria, one of the world?s major oil producers. For an analysis of unrealized gains and (losses) by contract type and a further description of 2005 trading results, refer to the Partnership?s Annual Report to Limited Partners for the year ended December 31, 2005, which is incorporated by reference to Exhibit 13.01 of this Form 10-K. The Partnership's gains and losses are allocated among its partners for income tax purposes. Market Risk. Financial Instruments. The Partnership is a party to financial instruments with elements of off-balance sheet market and credit risk. The Partnership trades futures contracts, options on futures contracts, and forward contracts on physical commodities and other commodity interests, including, but not limited to, foreign currencies, financial instruments, metals, energy, and agricultural products. In entering into these contracts, the Partnership is subject to the market risk that such contracts may be significantly influenced by market conditions, such as interest rate volatility, resulting in such contracts being less valuable. If the markets should move against all of the positions held by the Partnership at the same time, and if the Trading Advisors were unable to offset positions of the Partnership, the Partnership could lose all of its assets and the limited partners would realize a 100% loss. In addition to the Trading Advisors? internal controls, the Trading Advisors must comply with the Partnership?s trading policies that include standards for liquidity and leverage that must be maintained. The Trading Advisors and Demeter monitor the Partnership's trading activities to ensure compliance with the trading policies and Demeter can require the Trading Advisors to modify positions of the Partnership if Demeter believes they violate the Partnership's trading policies. Credit Risk. In addition to market risk, in entering into futures, forward, and options contracts there is a credit risk to the Partnership that the counterparty on a contract will not be able to meet its obligations to the Partnership. The ultimate counterparty or guarantor of the Partnership for futures, forward, and options contracts traded in the United States and most foreign exchanges on which the Partnership trades is the clearinghouse associated with such exchange. In general, a clearinghouse is backed by the membership of the exchange and will act in the event of non- performance by one of its members or one of its member?s customers, which should significantly reduce this credit risk. There is no assurance that a clearinghouse, exchange, or other exchange member will meet its obligations to the Partnership, and Demeter and the commodity brokers will not indemnify the Partnership against a default by such parties. Further, the law is unclear as to whether a commodity broker has any obligation to protect its customers from loss in the event of an exchange or clearinghouse defaulting on trades effected for the broker?s customers. In cases where the Partnership trades off-exchange forward contracts with a counterparty, the sole recourse of the Partnership will be the forward contract?s counterparty. Demeter deals with these credit risks of the Partnership in several ways. First, Demeter monitors the Partnership?s credit exposure to each exchange on a daily basis. The commodity brokers inform the Partnership, as with all their customers, of the Partnership?s net margin requirements for all its existing open positions, and Demeter has installed a system which permits it to monitor the Partnership?s potential net credit exposure, exchange by exchange, by adding the unrealized trading gains on each exchange, if any, to the Partnership?s margin liability thereon. Second, the Partnership?s trading policies limit the amount of its Net Assets that can be committed at any given time to futures contracts and require a minimum amount of diversification in the Partnership?s trading, usually over several different products and exchanges. Historically, the Partnership?s exposure to any one exchange has typically amounted to only a small percentage of its total Net Assets and on those relatively few occasions where the Partnership?s credit exposure climbs above such level, Demeter deals with the situation on a case by case basis, carefully weighing whether the increased level of credit exposure remains appropriate. Material changes to the trading policies may be made only with the prior written approval of the limited partners owning more than 50% of Units then outstanding. Third, with respect to forward contract trading, the Partnership trades with only those counterparties which Demeter, together with Morgan Stanley DW, have determined to be creditworthy. The Partnership presently deals with MS & Co. as the sole counterparty on forward contracts. For additional information, see the ?Financial Instruments? section under ?Notes to Financial Statements? in the Partnership?s Annual Report to Limited Partners for the year ended December 31, 2005, which is incorporated by reference to Exhibit 13.01 of this Form 10-K. Inflation has not been a major factor in the Partnership?s operations. Item 7A.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK Introduction The Partnership is a commodity pool engaged primarily in the speculative trading of futures, forwards, and options. The market-sensitive instruments held by the Partnership are acquired for speculative trading purposes only and, as a result, all or substantially all of the Partnership?s assets are at risk of trading loss. Unlike an operating company, the risk of market- sensitive instruments is inherent to the primary business activity of the Partnership. The futures, forwards, and options traded by the Partnership involve varying degrees of related market risk. Market risk is often dependent upon changes in the level or volatility of interest rates, exchange rates, and prices of financial instruments and commodities, factors that result in frequent changes in the fair value of the Partnership?s open positions, and consequently in its earnings, whether realized or unrealized, and cash flow. Gains and losses on open positions of exchange-traded futures, forwards, and options are settled daily through variation margin. Gains and losses on off-exchange-traded forward currency contracts are settled upon termination of the contract, however, the Partnership is required to meet margin requirements equal to the net unrealized loss on open contracts in the Partnership accounts with the counterparty, which is accomplished by daily maintenance of the cash balance in a custody account held at Morgan Stanley DW for the benefit of MS & Co. The Partnership?s total market risk may increase or decrease as it is influenced by a wide variety of factors, including, but not limited to, the diversification among the Partnership?s open positions, the volatility present within the markets, and the liquidity of the markets. The face value of the market sector instruments held by the Partnership is typically many times the applicable margin requirements. Margin requirements generally range between 2% and 15% of contract face value. Additionally, the use of leverage causes the face value of the market sector instruments held by the Partnership to typically be many times the total capitalization of the Partnership. The Partnership?s past performance is no guarantee of its future results. Any attempt to numerically quantify the Partnership?s market risk is limited by the uncertainty of its speculative trading. The Partnership?s speculative trading and use of leverage may cause future losses and volatility (i.e., ?risk of ruin?) that far exceed the Partnership?s experiences to date under the ?Partnership?s Value at Risk in Different Market Sectors? section and significantly exceed the Value at Risk (?VaR?) tables disclosed. Limited partners will not be liable for losses exceeding the current net asset value of their investment. Quantifying the Partnership?s Trading Value at Risk The following quantitative disclosures regarding the Partner- ship?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 Partnership accounts for open positions on the basis of mark to market accounting principles. Any loss in the market value of the Partnership?s open positions is directly reflected in the Partnership?s earnings and cash flow. The Partnership?s risk exposure in the market sectors traded by the Trading Advisors is estimated below in terms of VaR. The Partnership estimates VaR using a model based upon historical simulation (with a confidence level of 99%) which involves constructing a distribution of hypothetical daily changes in the value of a trading portfolio. The VaR model takes into account linear exposures to risks including equity and commodity prices, interest rates, foreign exchange rates, and correlation among these variables. The hypothetical changes in portfolio value are based on daily percentage changes observed in key market indices or other market factors (?market risk factors?) to which the portfolio is sensitive. The one-day 99% confidence level of the Partnership?s VaR corresponds to the negative change in portfolio value that, based on observed market risk factors, would have been exceeded once in 100 trading days, or one day in 100. VaR typically does not represent the worst case outcome. Demeter uses approximately four years of daily market data (1,000 observations) and re-values its portfolio (using delta-gamma approximations) for each of the historical market moves that occurred over this time period. This generates a probability distribution of daily ?simulated profit and loss? outcomes. The VaR is the appropriate percentile of this distribution. For example, the 99% one-day VaR would represent the 10th worst outcome from Demeter?s simulated profit and loss series. The Partnership?s VaR computations are based on the risk representation of the underlying benchmark for each instrument or contract and do not distinguish between exchange and non-exchange dealer-based instruments. They are also not based on exchange and/or dealer-based maintenance margin requirements. VaR models, including the Partnership?s, are continuously evolving as trading portfolios become more diverse and modeling techniques and systems capabilities improve. Please note that the VaR model is used to numerically quantify market risk for historic reporting purposes only and is not utilized by either Demeter or the Trading Advisors in their daily risk management activities. Please further note that VaR as described above may not be comparable to similarly-titled measures used by other entities. The Partnership?s Value at Risk in Different Market Sectors The following table indicates the VaR associated with the Partnership?s open positions as a percentage of total Net Assets by primary market risk category at December 31, 2005 and 2004. At December 31, 2005 and 2004, the Partnership?s total capitalization was approximately $533 million and $585 million, respectively. Primary Market December 31, 2005 December 31, 2004 Risk Category Value at Risk Value at Risk Equity (1.95)% (2.63)% Currency (0.82) (1.94) Interest Rate (0.45) (1.57) Commodity (0.87) (0.58) Aggregate Value at Risk (2.86)% (3.56)% The VaR for a market category represents the one-day downside risk for the aggregate exposures associated with this market category. The Aggregate Value at Risk listed above represents the VaR of the Partnership?s open positions across all the market categories, and is less than the sum of the VaRs for all such market categories due to the diversification benefit across asset classes. Because the business of the Partnership is the speculative trading of futures, forwards, and options, the composition of its trading portfolio can change significantly over any given time period, or even within a single trading day, which could positively or negatively materially impact market risk as measured by VaR. The table below supplements the December 31, 2005 VaR set forth above by presenting the Partnership?s high, low, and average VaR, as a percentage of total Net Assets for the four quarter-end reporting periods from January 1, 2005 through December 31, 2005. Primary Market Risk Category High Low Average Equity (2.51)% (1.45)% (2.03)% Currency (1.94) (0.69) (1.12) Interest Rate (2.49) (0.31) (1.06) Commodity (1.21) (0.71) (0.96) Aggregate Value at Risk (3.18)% (2.65)% (2.90)% Limitations on Value at Risk as an Assessment of Market Risk VaR models permit estimation of a portfolio?s aggregate market risk exposure, incorporating a range of varied market risks; reflect risk reduction due to portfolio diversification or hedging activities; and can cover a wide range of portfolio assets. However, VaR risk measures should be viewed in light of the methodology?s limitations, which include, but may not be limited to the following: * past changes in market risk factors will not always result in accurate predictions of the distributions and correlations of future market movements; * changes in portfolio value caused by market movements may differ from those of the VaR model; * VaR results reflect past market fluctuations applied to current trading positions while future risk depends on future positions; * VaR using a one-day time horizon does not fully capture the market risk of positions that cannot be liquidated or hedged within one day; and * the historical market risk factor data used for VaR estimation may provide only limited insight into losses that could be incurred under certain unusual market movements. In addition, the VaR tables above, as well as the past performance of the Partnership, give no indication of the Partnership?s potential ?risk of ruin?. The VaR tables provided present the results of the Partnership?s VaR for each of the Partnership?s market risk exposures and on an aggregate basis at December 31, 2004, and for the four quarter- end reporting periods during calendar year 2005. VaR is not necessarily representative of the Partnership?s historic risk, nor should it be used to predict the Partnership?s future financial performance or its ability to manage or monitor risk. There can be no assurance that the Partnership?s actual losses on a particular day will not exceed the VaR amounts indicated above or that such losses will not occur more than once in 100 trading days. Non-Trading Risk The Partnership has non-trading market risk on its foreign cash balances. These balances and any market risk they may represent are immaterial. The Partnership also maintains a substantial portion of its available assets in cash at Morgan Stanley DW; as of December 31, 2005, such amount is equal to approximately 93% of the Partnership?s net asset value. A decline in short-term interest rates would result in a decline in the Partnership?s cash management income. This cash flow risk is not considered to be material. Materiality, as used throughout this section, is based on an assessment of reasonably possible market movements and any associated potential losses, taking into account the leverage, optionality, and multiplier features of the Partnership?s market- sensitive instruments, in relation to the Partnership?s Net Assets. Qualitative Disclosures Regarding Primary Trading Risk Exposures The following qualitative disclosures regarding the Partnership?s market risk exposures ? except for (A) those disclosures that are statements of historical fact and (B) the descriptions of how the Partnership manages its primary market risk exposures ? constitute forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act. The Partnership?s primary market risk exposures, as well as the strategies used and to be used by Demeter and the Trading Advisors for managing such exposures, are subject to numerous uncertainties, contingencies and risks, any one of which could cause the actual results of the Partnership?s risk controls to differ materially from the objectives of such strategies. Government interventions, defaults and expropriations, illiquid markets, the emergence of dominant fundamental factors, political upheavals, changes in historical price relationships, an influx of new market participants, increased regulation, and many other factors could result in material losses, as well as in material changes to the risk exposures and the risk management strategies of the Partnership. Investors must be prepared to lose all or substantially all of their investment in the Partnership. The following were the primary trading risk exposures of the Partnership at December 31, 2005, by market sector. It may be anticipated, however, that these market exposures will vary materially over time. Equity. The largest market exposure of the Partnership at December 31, 2005 was to equity price risk in the G-7 countries. The G-7 countries consist of France, the U.S., Britain, Germany, Japan, Italy, and Canada. The stock index futures traded by the Partnership are by law limited to futures on broadly-based indices. At December 31, 2005, the Partnership?s primary exposures were to the S&P 500 E-MINI (U.S.), DAX (Germany), S&P/MIB (Italy), CAC 40 (France), NIKKEI (Japan), NASDAQ 100 E- MINI (U.S.), FTSE 100 (Britian), and IBEX 35 (Spain) stock indices. The Partnership is exposed to the risk of adverse price trends or static markets in the European, U.S., Asian, and Australian stock indices. Static markets would not cause major market changes, but would make it difficult for the Partnership to avoid trendless price movements, resulting in numerous small losses. Currency. The second largest market exposure of the Partnership at December 31, 2005 was to the currency sector. The Partnership?s currency market exposure was to exchange rate fluctuations, primarily fluctuations which disrupt the historical pricing relationships between different currencies and currency pairs. Interest rate changes, as well as political and general economic conditions influence these fluctuations. The Partnership trades a large number of currencies, including cross- rates ? i.e., positions between two currencies other than the U.S. dollar. At December 31, 2005, the Partnership?s major exposures were to the euro, Japanese yen, British pound, Canadian dollar, and Norwegian krone currency crosses, as well as to outright U.S. dollar positions. Outright positions consist of the U.S. dollar vs. other currencies. These other currencies include major and minor currencies. Demeter does not anticipate that the risk associated with the Partnership?s currency trades will change significantly in the future. Interest Rate. The third largest market exposure of the Partnership at December 31, 2005, was to the global interest rate sector. Exposure was primarily spread across European, U.S., Canadian, Japanese, and Australian interest rate sectors. Interest rate movements directly affect the price of the sovereign bond futures positions held by the Partnership and indirectly affect the value of its stock index and currency positions. Interest rate movements in one country, as well as relative interest rate movements between countries, materially impact the Partnership?s profitability. The Partnership?s interest rate exposure is generally to interest rate fluctuations in the U.S. and the other G-7 countries. However, the Partnership also takes futures positions in the government debt of smaller countries ? e.g., Australia. Demeter anticipates that the G-7 countries interest rates and Australian interest rates will remain the primary interest rate exposures of the Partnership for the foreseeable future. The speculative futures positions held by the Partnership may range from short to long- term instruments. Consequently, changes in short, medium, or long-term interest rates may have an effect on the Partnership. Commodity. Soft Commodities and Agriculturals. At December 31, 2005, the Partnership had market exposure to the markets that comprise these sectors. Most of the exposure was to the sugar, soybean products, wheat, corn, and live cattle markets. Supply and demand inequalities, severe weather disruptions, and market expectations affect price movements in these markets. Metals. At December 31, 2005, the Partnership had market exposure in the metals sector. The Partnership's metals exposure was to fluctuations in the price of base metals, such as aluminum, copper, zinc, lead, and nickel, and precious metals, such as silver, gold, and platinum. Economic forces, supply and demand inequalities, geopolitical factors, and market expectations influence price movements in these markets. The Trading Advisors utilize the trading system(s) to take positions when market opportunities develop, and Demeter anticipates that the Partnership will continue to do so. Energy. At December 31, 2005, the Partnership had market exposure in the energy sector. The Partnership?s energy exposure was shared primarily by futures contracts in crude oil and its related products, and natural gas. Price movements in these markets result from geopolitical developments, particularly in the Middle East, as well as weather patterns, and other economic fundamentals. Significant profits and losses, which have been experienced in the past, are expected to continue to be experienced in the future. Natural gas has exhibited volatility in prices resulting from weather patterns and supply and demand factors and will likely continue in this choppy pattern. Qualitative Disclosures Regarding Non-Trading Risk Exposure The following was the only non-trading risk exposure of the Partnership at December 31, 2005: Foreign Currency Balances. The Partnership?s primary foreign currency balances at December 31, 2005 were in euros, Hong Kong dollars, Japanese yen, British pounds, Australian dollars, and Swiss francs. The Partnership controls the non-trading risk of foreign currency balances by regularly converting them back into U.S. dollars upon liquidation of their respective positions. Qualitative Disclosure Regarding Means of Managing Risk Exposure The Partnership and the Trading Advisors, separately, attempt to manage the risk of the Partnership?s open positions in essentially the same manner in all market categories traded. Demeter attempts to manage market exposure by diversifying the Partnership?s assets among different Trading Advisors in a multi- advisor Partnership, each of whose strategies focus on different market sectors and trading approaches, and by monitoring the performance of the Trading Advisors daily. In addition, the Trading Advisors establish diversification guidelines, often set in terms of the maximum margin to be committed to positions in any one market sector or market-sensitive instrument. Demeter monitors and controls the risk of the Partnership?s non- trading instrument, cash. Cash is the only Partnership investment directed by Demeter, rather than the Trading Advisors. Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA The Financial Statements are incorporated by reference to the Partnership's Annual Report, which is filed as Exhibit 13.01 hereto. Supplementary data specified by Item 302 of Regulation S-K: Summary of Quarterly Results (Unaudited) Quarter Total Trading Results Net Net Income/ Ended including interest income Income/(Loss) (Loss) Per Unit 2005 March 31 $(35,305,346) $ (49,599,774) $ (2.43) June 30 15,493,277 1,766,194 0.07 September 30 19,873,375 7,636,287 0.37 December 31 22,978,509 10,982,780 0.56 Total $ 23,039,815 $ (29,214,513) $ (1.43) 2004 March 31 $ 61,318,726 $ 43,063,158 $ 2.88 June 30 (89,312,298) (102,519,477) (6.05) September 30 (17,696,888) (30,110,417) (1.63) December 31 79,614,367 66,254,836 3.37 Total $ 33,923,907 $ (23,311,900) $ (1.43) Item 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACOUNTING AND FINANCIAL DISCLOSURE None. Item 9A. CONTROLS AND PROCEDURES (a) As of the end of the period covered by this annual report, the President and Chief Financial Officer of Demeter, the general partner of the Partnership, have evaluated the effectiveness of the Partnership?s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act), and have judged such controls and procedures to be effective. (b) There have been no material changes during the period covered by this annual report in the Partnership?s internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) or in other factors that could significantly affect these controls subsequent to the date of their evaluation. Management?s Report on Internal Control Over Financial Reporting Demeter is responsible for the management of the Partnership. Management of Demeter (?Management?) is responsible for establishing and maintaining adequate internal control over financial reporting. The internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of Financial Statements for external purposes in accordance with generally accepted accounting principles. The Partnership?s internal control over financial reporting includes those policies and procedures that: * Pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Partnership; * Provide reasonable assurance that transactions are recorded as necessary to permit preparation of Financial Statements in accordance with generally accepted accounting principles, and that the Partnership?s transactions are being made only in accordance with authorizations of Management and directors; and * Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Partnership?s assets that could have a material effect on the Financial Statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Management assessed the effectiveness of the Partnership?s internal control over financial reporting as of December 31, 2005. In making this assessment, Management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission in Internal Control-Integrated Framework. Based on our assessment and those criteria, Management believes that the Partnership maintained effective internal control over financial reporting as of December 31, 2005. Deloitte & Touche LLP, the Partnership?s independent registered public accounting firm, has issued an attestation report on Management?s assessment of the Partnership?s internal control over financial reporting and on the effectiveness of the Partnership?s internal control over financial reporting. This report, which expresses an unqualified opinion on Management?s assessment and on the effectiveness of the Partnership?s internal control over financial reporting, appears under ?Report of Independent Registered Public Accounting Firm? in the Partnership?s Annual Report to Limited Partners for the year ended December 31, 2005. Item 9B. OTHER INFORMATION None. PART III Item 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT There are no directors or executive officers of the Partnership. The Partnership is managed by Demeter. Directors and Officers of the General Partner The directors and executive officers of Demeter are as follows: Effective May 1, 2005, Mr. Raymond A. Harris resigned his position as a Director of Demeter. Effective May 1, 2005, Mr. Todd Taylor resigned his position as a Director of Demeter. Effective May 1, 2005, Mr. William D. Seugling resigned his position as a Director of Demeter. Effective May 1, 2005, Ms. Louise M. Wasso-Jonikas resigned her position as a Director of Demeter. Mr. Jeffrey A. Rothman, age 44, is the Chairman of the Board of Directors and President of Demeter. Mr. Rothman is the Managing Director of Morgan Stanley Alternative Investments Group, responsible for overseeing all aspects of the firm?s Managed Futures Department. Mr. Rothman has been with the Managed Futures Department for nineteen years. Throughout his career, Mr. Rothman has helped with the development, marketing, and administration of approximately 40 commodity pools. Mr. Rothman is an active member of the Managed Funds Association and has recently served on its Board of Directors. Mr. Rothman has a B.A. degree in Liberal Arts from Brooklyn College, New York. Mr. Richard A. Beech, age 54, is a Director of Demeter. Mr. Beech has been associated with the futures industry for over 25 years. He has been at Morgan Stanley DW since August 1984, where he is presently an Executive Director in the Fixed Income Department. Mr. Beech began his career at the Chicago Mercantile Exchange, where he became the Chief Agricultural Economist doing market analysis, marketing, and compliance. Prior to joining Morgan Stanley DW, Mr. Beech worked at two investment banking firms in operations, research, managed futures, and sales management. Mr. Beech has a B.S. degree in Business Administration from Ohio State University and an M.B.A. degree from Virginia Polytechnic Institute and State University. Ms. Shelley Hanan, age 45, is a Director of Demeter. Ms. Hanan joined Morgan Stanley in 1984. She eventually became the Regional Manager of the Southwest for Private Wealth Management and a Senior Representative for the Morgan Stanley Foundation in Southern California. Her focus was senior relationship management of the firm?s largest private clients in the Southwest. Since January 2005, Ms. Hanan has held the position of Chief Operating Officer of the U.S. Client Coverage Group and is a Managing Director. Ms. Hanan graduated from the University of California at San Diego with a B.A. in Psychology. Mr. Frank Zafran, age 51, is a Director of Demeter. Mr. Zafran is a Managing Director of Morgan Stanley and, in November 2005, was named Managing Director of Wealth Solutions. Previously, Mr. Zafran was Chief Administrative Officer of Morgan Stanley?s Client Solutions Division. Mr. Zafran joined the firm in 1979 and has held various positions in Corporate Accounting and the Insurance Department, including Senior Operations Officer ? Insurance Division, until his appointment in 2000 as Director of 401(k) Plan Services, responsible for all aspects of 401(k) Plan Services including marketing, sales, and operations. Mr. Zafran received a B.S. degree in Accounting from Brooklyn College, New York. Mr. Douglas J. Ketterer, age 40, is a Director of Demeter. Mr. Ketterer is a Managing Director at Morgan Stanley and is head of the Managed Money Group. The Managed Money Group is comprised of a number of departments (including the Alternative Investments Group, Consulting Services Group, and Mutual Fund Department) which offer products and services through Morgan Stanley?s Global Wealth Management Group. Mr. Ketterer joined Morgan Stanley in 1990 and has served in many roles in the corporate finance/investment banking, asset management, and distribution divisions of the firm. Mr. Ketterer received his M.B.A. from New York University?s Leonard N. Stern School of Business and his B.S. in Finance from the University at Albany?s School of Business. Mr. Harry Handler, age 47, is a Director of Demeter. Mr. Handler serves as an Executive Director for Morgan Stanley in the Global Wealth Management Group. Mr. Handler works in the Investment Solutions Division as Chief Infrastructure and Risk Officer. Additionally, Mr. Handler also serves as Chairman of the Morgan Stanley DW Best Execution Committee and manages the Global Wealth Management Group Stock Lending business. In his prior position, Mr. Handler was a Systems Director in Information Technology, in charge of Equity and Fixed Income Trading Systems along with the Special Products, such as Unit Trusts, Managed Futures, and Annuities. Prior to his transfer to the Information Technology Area, Mr. Handler managed the Foreign Currency and Precious Metals Trading Desk for Dean Witter, a predecessor company to Morgan Stanley. He also held various positions in the Futures Division where he helped to build the Precious Metals Trading Operation of Dean Witter. Before joining Dean Witter, Mr. Handler worked at Mocatta Metals as an Assistant to the Chairman. His roles at Mocatta Metals included stints on the Futures Order Entry Desk and the Commodities Exchange Trading Floor. Additional work included building a computerized Futures Trading System and writing a history of the Company. Mr. Handler graduated on the Dean?s List from the University of Wisconsin-Madison with a B.A. degree and a double major in History and Political Science. Mr. Kevin Perry, age 36, is the Chief Financial Officer of Demeter. Mr. Perry currently serves as an Executive Director and Controller within the Global Wealth Management Group at Morgan Stanley. Mr. Perry joined Morgan Stanley in October 2000 and is also Chief Financial Officer of Morgan Stanley Trust National Association. Prior to joining Morgan Stanley, Mr. Perry worked as an auditor and consultant in the financial services practice of Ernst & Young LLP from October 1991 to October 2000. Mr. Perry received a B.S. degree in Accounting from the University of Notre Dame in 1991 and is a Certified Public Accountant. All of the foregoing directors have indefinite terms. The Audit Committee The Partnership is operated by its general partner, Demeter, and does not have an audit committee. The entire Board of Directors of Demeter serves as the audit committee. None of the directors are considered to be ?independent? as that term is used in Item 7(d)(3)(iv) of Schedule 14A under the Securities Exchange Act of 1934, as amended. The Board of Directors of Demeter has determined that Mr. Kevin Perry is the audit committee financial expert. Code of Ethics The Partnership has not adopted a code of ethics that applies to the Partnership?s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. The Partnership is operated by its general partner, Demeter. The President, Chief Financial Officer, and each member of the Board of Directors of Demeter are employees of Morgan Stanley and are subject to the code of ethics adopted by Morgan Stanley, the text of which can be viewed on Morgan Stanley?s website at http://www.morganstanley.com/ourcommitment/ codeofconduct.html. Item 11. EXECUTIVE COMPENSATION The Partnership has no directors and executive officers. As a limited partnership, the business of the Partnership is managed by Demeter, which is responsible for the administration of the business affairs of the Partnership but receives no compensation for such services. Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT (a) Security Ownership of Certain Beneficial Owners - At December 31, 2005, there were no persons known to be beneficial owners of more than 5 percent of the Units. (b) Security Ownership of Management - At December 31, 2005, Demeter owned 211,461.769 Units of general partnership interest, representing a 1.09 percent interest in the Partnership. (c) Changes in Control ? None. Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS Refer to Note 2 - "Related Party Transactions" of "Notes to Financial Statements", in the accompanying Annual Report to Limited Partners for the year ended December 31, 2005, which is incorporated by reference to Exhibit 13.01 of this Form 10-K. In its capacity as the Partnership's retail commodity broker, Morgan Stanley DW received commodity brokerage fees (paid and accrued by the Partnership) of $36,601,881 for the year ended December 31, 2005. Item 14. PRINCIPAL ACCOUNTING FEES AND SERVICES Morgan Stanley DW, on behalf of the Partnership, pays all accounting fees. The Partnership reimburses Morgan Stanley DW through the brokerage fees it pays, as discussed in the Notes to Financial Statements in the Annual Report to the Limited Partners for the year ended December 31, 2005. (1) Audit Fees. The aggregate fees for professional services rendered by Deloitte & Touche LLP in connection with their audit of the Partnership?s Financial Statements and review of the Financial Statements included in the Quarterly Reports on Form 10-Q, audit of Management?s assessments on the effectiveness of the internal control over financial reporting, and in connection with statutory and regulatory filings were approximately $58,938 for the year ended December 31, 2005 and $57,138 for the year ended December 31, 2004. (2) Audit-Related Fees. None. (3) Tax Fees. The Partnership did not pay Deloitte & Touche LLP any amounts in 2005 and 2004 for professional services in connection with tax compliance, tax advice, and tax planning. The Partnership engaged another unaffiliated professional firm to provide services in connection with tax compliance, tax advice, and tax planning. (4) All Other Fees. None. The Board of Directors of Demeter serves as the audit committee with respect to the Partnership. The Board of Directors of Demeter has not established pre-approval policies and procedures with respect to the engagement of audit or permitted non-audit services rendered to the Partnership. Consequently, all audit and permitted non-audit services provided by Deloitte & Touche LLP that are borne by Morgan Stanley DW through the brokerage fees paid for by the Partnership are approved by Morgan Stanley?s Board Audit Committee and the Board of Directors of Demeter. PART IV Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES 1. Listing of Financial Statements The following Financial Statements and report of independent registered public accounting firm, all appearing in the accompanying Annual Report to Limited Partners for the year ended December 31, 2005 are incorporated by reference to Exhibit 13.01 of this Form 10-K: ? Report of Deloitte & Touche LLP, independent registered public accounting firm, for the years ended December 31, 2005, 2004, and 2003. ? Statements of Financial Condition, including the Schedules of Investments, as of December 31, 2005 and 2004. ? Statements of Operations, Changes in Partners? Capital, and Cash Flows for the years ended December 31, 2005, 2004, and 2003. ? Notes to Financial Statements. With the exception of the aforementioned information and the information incorporated in Items 7, 8, and 13, the Annual Report to Limited Partners for the year ended December 31, 2005 is not deemed to be filed with this report. 2. Listing of Financial Statements Schedules No Financial Statement schedules are required to be filed with this report. 3. Exhibits For the exhibits incorporated by reference or filed herewith to this report, refer to Exhibit Index on Page E-1 to E-4. SIGNATURES Pursuant to the requirements of Sections 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. MORGAN STANLEY SPECTRUM SELECT L.P. (Registrant) BY: Demeter Management Corporation, General Partner March 31, 2006 BY: /s/ Jeffrey A. Rothman Jeffrey A. Rothman, President Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. Demeter Management Corporation. BY: /s/ Jeffrey A. Rothman March 31, 2006 Jeffrey A. Rothman, President /s/ Richard A. Beech March 31, 2006 Richard A. Beech, Director /s/ Shelley Hanan March 31, 2006 Shelley Hanan, Director /s/ Frank Zafran March 31, 2006 Frank Zafran, Director /s/ Douglas J. Ketterer March 31, 2006 Douglas J. Ketterer, Director /s/ Harry Handler March 31, 2006 Harry Handler, Director /s/ Kevin Perry March 31, 2006 Kevin Perry, Chief Financial Officer EXHIBIT INDEX ITEM 3.01 Form of Amended and Restated Limited Partnership Agreement of the Partnership, is incorporated by reference to Exhibit A of the Partnership?s Prospectus, dated April 25, 2005, filed with the Securities and Exchange Commission pursuant to Rule 424(b)(3) under the Securities Act of 1933 on April 29, 2005. 3.02 Certificate of Limited Partnership, dated March 19, 1991, is incorporated by reference to Exhibit 3.02 of the Partnership?s Registration Statement on Form S-1 (File No. 333-47829) filed with the Securities and Exchange Commission on March 12, 1998. 3.03 Certificate of Amendment of Certificate of Limited Partnership, dated April 28, 1998 (changing its name from Dean Witter Select Futures Fund L.P.), is incorporated by reference to Exhibit 3.03 of the Partnership's 10-K for fiscal year ended December 31, 1998 filed with the Securities and Exchange Commission on March 31, 1999. 3.04 Certificate of Amendment of Certificate of Limited Partnership, dated April 6, 1999, (changing its name from Dean Witter Spectrum Select L.P.), is incorporated by reference to Exhibit 3.03 of the Partnership's Registration Statement on Form S-1 (File No. 333-68773) filed with the Securities and Exchange Commission on April 12, 1999. 3.05 Certificate of Amendment of Certificate of Limited Partnership, dated November 1, 2001 (changing its name from Morgan Stanley Dean Witter Spectrum Select L.P.), is incorporated by reference to Exhibit 3.01 of the Partnership?s Form 8-K (File No. 0-19511) filed with the Securities and Exchange Commission on November 1, 2001. 10.01 Amended and Restated Management Agreement, dated as of June 1, 1998, among the Partnership, Demeter, and Rabar Market Research, Inc. is incorporated by reference to Exhibit 10.01 of the Partnership's Form 10-K (File No. 0-19511) for fiscal year ended December 31, 1998 filed with the Securities and Exchange Commission on March 31, 1999. E-1 10.02 Amended and Restated Management Agreement, dated as of June 1, 1998, among the Partnership, Demeter, and EMC Capital Management, Inc., is incorporated by reference to Exhibit 10.02 of the Partnership's Form 10-K (File No. 0- 19511) for fiscal year ended December 31, 1998 filed with the Securities and Exchange Commission on March 31, 1999. 10.03 Amended and Restated Management Agreement, dated as of June 1, 1998, among the Partnership, Demeter, and Sunrise Capital Management, Inc., is incorporated by reference to Exhibit 10.03 of the Partnership's Form 10-K (File No. 0-19511) for fiscal year ended December 31, 1998 filed with the Securities and Exchange Commission on March 31, 1999. 10.04 Management Agreement, dated as of January 1, 2004, among the Partnership, Demeter, and Graham Capital Management, L.P., is incorporated by reference to Exhibit 10.04 of the Partnership?s Form 8-K (File No. 0-19511) filed with the Securities and Exchange Commission on March 10, 2004. 10.07 Form of Subscription and Exchange Agreement and Power of Attorney to be executed by purchasers of Units is incorporated by reference to Exhibit B of the Partnership?s Prospectus, dated April 25, 2005, filed with the Securities and Exchange Commission pursuant to Rule 424(b)(3) under the Securities Act of 1933 on April 29, 2005. 10.10 Amended and Restated Escrow Agreement, among the Partnership, Morgan Stanley Spectrum Strategic L.P., Morgan Stanley Spectrum Global Balanced L.P., Morgan Stanley Spectrum Technical L.P., Morgan Stanley Spectrum Currency L.P., Morgan Stanley Spectrum Commodity L.P., Morgan Stanley DW, and The Chase Manhattan Bank as escrow agent, dated March 10, 2000, is incorporated by reference to Exhibit 10.10 of the Partnership's Registration Statement on Form S-1 (File No. 333-90467) filed with the Securities and Exchange Commission on November 5, 2001. 10.11 Form of Subscription Agreement Update Form to be executed by purchasers of Units is incorporated by reference to Exhibit C of the Partnership?s Prospectus, dated April 25, 2005, filed with the Securities and Exchange Commission pursuant to Rule 424(b)(3) under the Securities Act of 1933 on April 29, 2005. E-2 10.12 Amended and Restated Customer Agreement between the Partnership and Morgan Stanley DW, dated as of October 16, 2000, is incorporated by reference to Exhibit 10.01 of the Partnership?s Form 8-K (File No. 0-19511) filed with the Securities and Exchange Commission on November 1, 2001. 10.12(a)Amendment No. 1 to the Amended and Restated Customer Agreement between the Partnership and Morgan Stanley DW Inc., dated July 1, 2005, is incorporated by reference to Exhibit 10.12(a) of the Partnership?s Form 10-Q (File No. 0-19511) filed with the Securities and Exchange Commission on August 10, 2005. 10.13 Commodity Futures Customer Agreement between MS & Co. and the Partnership, and acknowledged and agreed to by Morgan Stanley DW, dated as of June 6, 2000, is incorporated by reference to Exhibit 10.02 of the Partnership?s Form 8-K (File No. 0-19511) filed with the Securities and Exchange Commission on November 1, 2001. 10.14 Customer Agreement between the Partnership and MSIL, dated as of June 6, 2000, is incorporated by reference to Exhibit 10.04 of the Partnership?s Form 8-K (File No. 0-19511) filed with the Securities and Exchange Commission on November 1, 2001. 10.15 Foreign Exchange and Options Master Agreement between MS & Co. and the Partnership, dated as of April 30, 2000, is incorporated by reference to Exhibit 10.05 of the Partnership?s Form 8-K (File No. 0-19511) filed with the Securities and Exchange Commission on November 1, 2001. 10.16 Management Agreement, dated as of May 1, 2001, among the Partnership, Demeter, and Northfield Trading L.P., is incorporated by reference to Exhibit 10.01 of the Partnership?s Form 8-K (File No. 0-19511) filed with the Securities and Exchange Commission on April 25, 2001. 10.17 Securities Account Control Agreement among the Partnership, MS & Co., and Morgan Stanley DW, dated as of May 1, 2000, is incorporated by reference to Exhibit 10.03 of the Partnership?s Form 8-K (File No. 0-19511) filed with the Securities and Exchange Commission on November 1, 2001. 13.01 December 31, 2005 Annual Report to Limited Partners is filed herewith. E-3 31.01 Certification of President of Demeter Management Corporation, the general partner of the Partnership pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 31.02 Certification of Chief Financial Officer of Demeter Management Corporation, the general partner of the Partnership pursuant to Section 302 of the Sarbanes- Oxley Act of 2002. 32.01 Certification of President of Demeter Management Corporation, the general partner of the Partnership, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 32.02 Certification of Chief Financial Officer of Demeter Management Corporation, the general partner of the Partnership, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. E-4 Morgan Stanley Spectrum Series December 31, 2005 Annual Report [LOGO] Morgan Stanley MORGAN STANLEY SPECTRUM SERIES HISTORICAL FUND PERFORMANCE Presented below is the percentage change in Net Asset Value per Unit from the start of every calendar year each Fund has traded. Also provided is the inception-to-date return and the compound annualized return since inception for each Fund. Past performance is no guarantee of future results.
INCEPTION- TO-DATE 1991 1992 1993 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 RETURN FUND % % % % % % % % % % % % % % % % - ------------------------------------------------------------------------------------------------------------------------------- Spectrum Currency. -- -- -- -- -- -- -- -- -- 11.7 11.1 12.2 12.4 (8.0) (18.3) 17.8 (6 mos.) - ------------------------------------------------------------------------------------------------------------------------------- Spectrum Global Balanced......... -- -- -- (1.7) 22.8 (3.6) 18.2 16.4 0.8 0.9 (0.3) (10.1) 6.2 (5.6) 4.2 52.3 (2 mos.) - ------------------------------------------------------------------------------------------------------------------------------- Spectrum Select... 31.2 (14.4) 41.6 (5.1) 23.6 5.3 6.2 14.2 (7.6) 7.1 1.7 15.4 9.6 (4.7) (5.0) 174.5 (5 mos.) - ------------------------------------------------------------------------------------------------------------------------------- Spectrum Strategic -- -- -- 0.1 10.5 (3.5) 0.4 7.8 37.2 (33.1) (0.6) 9.4 24.0 1.7 (2.6) 41.8 (2 mos.) - ------------------------------------------------------------------------------------------------------------------------------- Spectrum Technical -- -- -- (2.2) 17.6 18.3 7.5 10.2 (7.5) 7.8 (7.2) 23.3 23.0 4.4 (5.4) 123.6 (2 mos.) - -------------------------------------------------------------------------------------------------------------------------------
COMPOUND ANNUALIZED RETURN FUND % - ----------------------------- Spectrum Currency. 3.0 - ----------------------------- Spectrum Global Balanced......... 3.8 - ----------------------------- Spectrum Select... 7.3 - ----------------------------- Spectrum Strategic 3.2 - ----------------------------- Spectrum Technical 7.5 - -----------------------------
DEMETER MANAGEMENT CORPORATION 330 Madison Avenue, 8th Floor New York, NY 10017 (212) 905-2700 MORGAN STANLEY SPECTRUM SERIES ANNUAL REPORT 2005 Dear Limited Partner: This marks the sixth annual report for Morgan Stanley Spectrum Currency L.P., the twelfth annual report for Morgan Stanley Spectrum Global Balanced L.P., Morgan Stanley Spectrum Strategic L.P., and Morgan Stanley Spectrum Technical L.P., and the fifteenth annual report for Morgan Stanley Spectrum Select L.P. The Net Asset Value per Unit for each of the five Morgan Stanley Spectrum funds ("Fund(s)") as of December 31, 2005 was as follows:
% CHANGE FUNDS N.A.V. FOR YEAR ---------------------------------------- Spectrum Currency $11.78 (18.3)% ---------------------------------------- Spectrum Global Balanced $15.23 4.2% ---------------------------------------- Spectrum Select $27.45 (5.0)% ---------------------------------------- Spectrum Strategic $14.18 (2.6)% ---------------------------------------- Spectrum Technical $22.36 (5.4)% ----------------------------------------
Since its inception in July 2000, Spectrum Currency has increased by 17.8% (a compound annualized return of 3.0%). Since their inception in November 1994, Spectrum Global Balanced has increased by 52.3% (a compound annualized return of 3.8%), Spectrum Strategic has increased by 41.8% (a compound annualized return of 3.2%), and Spectrum Technical has increased by 123.6% (a compound annualized return of 7.5%). Since its inception in August 1991, Spectrum Select has increased by 174.5% (a compound annualized return of 7.3%). Detailed performance information for each Fund is located in the body of the financial report. For each Fund, we provide a trading results by sector chart that portrays trading gains and trading losses for the year in each sector in which the Fund participates. In the case of Spectrum Currency, we provide the trading gains and trading losses for the five major currencies in which the Fund participates, and composite information for all other "minor" currencies traded within the Fund. The trading results by sector charts indicate the year's composite percentage returns generated by the specific assets dedicated to trading within each market sector in which each Fund participates. Please note that there is not an equal amount of assets in each market sector, and the specific allocations of assets by a Fund to each sector will vary over time within a predetermined range. Below each chart is a description of the factors that influenced trading gains and trading losses within each Fund during the year. Should you have any questions concerning this report, please feel free to contact Demeter Management Corporation, 330 Madison Avenue, 8th Floor, New York, NY 10017 or your Morgan Stanley Financial Advisor. I hereby affirm, that to the best of my knowledge and belief, the information contained in this report is accurate and complete. Past performance is no guarantee of future results. Sincerely, /s/ Jeffrey A. Rothman Jeffrey A. Rothman Chairman of the Board of Directors and President Demeter Management Corporation General Partner for Morgan Stanley Spectrum Currency L.P. Morgan Stanley Spectrum Global Balanced L.P. Morgan Stanley Spectrum Select L.P. Morgan Stanley Spectrum Strategic L.P. Morgan Stanley Spectrum Technical L.P. This page intentionally left blank. MORGAN STANLEY SPECTRUM CURRENCY L.P. [CHART] Year ended December 31, 2005 ---------------------------- Australian dollar -2.95% British pound -9.48% Euro -1.86% Japanese yen 12.46% Swiss franc 1.40% Minor currencies -12.86% Note:Reflects trading results only and does not include fees or interest income. Minor currencies may include, but are not limited to, the South African rand, Thai baht, Greek drachma, Singapore dollar, Mexican peso, New Zealand dollar, Australian dollar, Polish zloty, Brazilian real, Norwegian krone, and Czech koruna. FACTORS INFLUENCING ANNUAL TRADING LOSSES: .. Losses resulted from positions in European currencies against the U.S. dollar. Early in the first quarter, losses resulted from long positions in the British pound, Norwegian krone, euro, Czech koruna, and Polish zloty versus the U.S. dollar after the U.S. dollar's value reversed sharply higher amid an increase in U.S. interest rates and consumer prices. The U.S. dollar's value also advanced in response to expectations that the Chinese government would announce postponement of its re-valuation of the Chinese yuan. During February, losses were incurred from short European currency positions after the U.S. dollar's value weakened in response to concern for the considerable U.S. Current-Account deficit as expressed by U.S. Federal Reserve Chairman Alan Greenspan. During early March, short European currency positions continued to experience losses as their values moved higher amid a sharp rise in German industrial production. Further losses were recorded from newly established long European currency positions versus the U.S. dollar as the U.S. dollar's value reversed sharply higher amid an increase in U.S. interest rates and consumer prices. During the second quarter, long British pound positions incurred losses as the pound's value declined after British Prime Minister Tony Blair's Labour Party won re-election with a reduced government majority, and then MORGAN STANLEY SPECTRUM CURRENCY L.P. FACTORS INFLUENCING ANNUAL TRADING LOSSES: (continued) moved lower later in the quarter on growing speculation that the interest rate differential between the U.S. and the U.K. would tighten. During July, long British pound positions experienced additional losses as the value of the pound dropped sharply on geopolitical concerns after a terror attack on the London public transportation system. During August, short British pound positions incurred losses as the value of the U.S. dollar declined amid higher crude oil prices, lower durable goods orders, the U.S. trade imbalance, and economic warnings from U.S. Federal Reserve Chairman Alan Greenspan. During September, losses were recorded from long positions in the British pound, Norwegian krone, and Czech koruna, as the value of the U.S. dollar advanced amid bolstered expectations that the U.S. Federal Reserve would continue to raise interest rates. During the fourth quarter, long British pound positions versus the U.S. dollar incurred further losses as the pound's value weakened after the Bank of England indicated that a cut in its interest rates would likely take place in March of 2006. Short positions in European currencies, particularly the euro, Norwegian krone, and Czech koruna, versus the U.S. dollar also experienced losses as their values moved higher in response to a rise in the euro-zone Organization for Economic Cooperation & Development's leading indicator of 106 in August from a July figure of 105.5. European currency values also moved higher with the euro, which was boosted by expectations that the European Central Bank might raise interest rates. .. Additional losses were recorded from positions in the South African rand and both the Australian and New Zealand dollars (collectively, the "Commodity Currencies"). During the first quarter, losses stemmed from both long and short positions in these currencies versus the U.S. dollar as the Commodity Currencies values traded counter to the U.S. dollar. During the second quarter, long positions in the Australian dollar versus the U.S. dollar incurred losses as the Australian dollar declined amid falling gold prices. During the third quarter, short positions in the Australian and New Zealand dollars versus the U.S. dollar recorded losses as the values of the Commodity Currencies moved higher on strong economic data out of the region. During September, losses were recorded from long Australian and New Zealand dollar positions as the value of the U.S. dollar advanced amid bolstered expectations that the U.S. Federal Reserve would continue to raise interest rates. Also forcing the New Zealand dollar lower were fears for an economic slow-down in New Zealand during 2006. During October, long positions in the Commodity Currencies versus the U.S. dollar resulted in losses as their values weakened in response to volatile gold prices. The Australian dollar was also pressured lower after the Reserve Bank of Australia kept its overnight interest rate MORGAN STANLEY SPECTRUM CURRENCY L.P. FACTORS INFLUENCING ANNUAL TRADING LOSSES: (continued) unchanged. During November, short positions in the South African rand and Australian dollar incurred losses as their values reversed higher on stronger gold prices. Finally during December, long positions in both the New Zealand and Australian dollars experienced losses amid weaker-than-expected economic growth data combined with a lack of confidence for further interest rate hikes from the Reserve Bank of New Zealand. .. Losses were also recorded primarily during the first quarter from positions in the Singapore dollar versus the U.S. dollar. During February, long positions in the Singapore dollar against the U.S. dollar incurred losses early in the month as the U.S. dollar's value benefited from positive economic sentiment. Newly established short Singapore dollar positions also incurred losses later in the month after the U.S. dollar weakened due to a larger-than-expected drop in January leading economic indicators and news that South Korea's Central Bank planned to reduce its U.S. dollar currency reserves. During March, long positions in the Singapore dollar versus the U.S. dollar resulted in losses as the value of the U.S. dollar reversed sharply higher amid an increase in U.S. interest rates and U.S. consumer prices. Positions in the Singapore dollar against the U.S. dollar held during the third quarter also contributed to losses. FACTORS INFLUENCING ANNUAL TRADING GAINS: .. Gains were achieved from short positions in the Japanese yen against the U.S. dollar. During March, gains resulted as the U.S. dollar advanced against the yen due to an increase in U.S. interest rate. Short Japanese yen positions held during the second quarter also recorded gains as the yen's value declined during May and June in response to weak Japanese economic data. During July, gains resulted after the U.S. dollar's value strengthened against the yen on significant interest rate differentials between the U.S. and Japan. Market participants also drove the U.S. dollar higher against the yen during July following the release of strong U.S. economic data and news that the U.S. Current-Account deficit had narrowed. During September, short Japanese yen positions profited after the yen's value declined in the wake of weak Japanese economic data. During the fourth quarter, short Japanese yen positions continued to record gains as the yen's value trended lower against the U.S. dollar after the potential for higher U.S. interest rates continued to bolster the value of the U.S. dollar. The Japanese yen was also pulled lower on investor sentiment that future action by the Chinese government regarding further Chinese yuan re-valuation was farther away than previously expected. MORGAN STANLEY SPECTRUM CURRENCY L.P. FACTORS INFLUENCING ANNUAL TRADING GAINS: (continued) .. Additional gains resulted during the second quarter from short positions in the Swiss franc versus the U.S. dollar after the U.S. dollar increased during May as China downplayed rumors of a move toward a flexible exchange rate and the franc moved lower on weaker-than-expected French economic data, the rejection of a proposed European Union constitution by French voters, and speculation that future European Constitution referendums would result in similar outcomes. During June, short franc positions continued to profit as European currency values declined amid market pessimism for future European integration, the release of weak European economic data, and greater-than-expected capital outflows into U.S. markets. MORGAN STANLEY SPECTRUM GLOBAL BALANCED L.P. [CHART] Year ended December 31, 2005 ---------------------------- Currencies -3.21% Interest Rates 0.87% Stock Indices 9.97% Energies 0.29% Metals 0.05% Agriculturals -0.62% Note: Reflects trading results only and does not include fees or interest income. FACTORS INFLUENCING ANNUAL TRADING GAINS: .. Gains were recorded in the global stock indices sector, primarily during the third and fourth quarter of the year, from long positions in Pacific Rim and European stock index futures. During July, gains were recorded as prices increased amid positive economic data out of the U.S. and Japan. Prices continued to strengthen after China reformed its U.S. dollar currency peg policy. Finally, strong corporate earnings out of the European Union resulted in optimistic investor sentiment and pushed prices higher. During September, long Japanese stock index futures positions experienced gains as prices increased on positive comments from Bank of Japan Governor Toshihiko Fukui. Additional sector gains resulted from long positions in European stock index futures as prices rose amid declining oil prices and signs that the global economy could move forward despite Hurricane Katrina's devastation of the U.S. Gulf Coast. During the fourth quarter, long positions in Japanese and European stock index futures continued to benefit largely in response to falling energy prices, strong corporate earnings, and positive economic data out of the U.S. Strong investor optimism for continued improvement in the Japanese economy during 2006 also benefited prices. MORGAN STANLEY SPECTRUM GLOBAL BALANCED L.P. FACTORS INFLUENCING ANNUAL TRADING GAINS: (continued) .. Additional gains were recorded in the global interest rate markets primarily during the second and fourth quarter of the year from positions in European interest rate futures. During the second quarter, long positions in European interest rate futures achieved gains as prices moved higher amid concerns for euro-zone economic growth, speculation for reductions in European interest rates by the European Central Bank, and rejections of a proposed European Union constitution. During the fourth quarter, short positions in European interest rate futures initially benefited as prices weakened on concerns for potential increases in euro-zone interest rates by the European Central Bank. Prices continued to fall later during the quarter despite European Central Bank rates being left unchanged at 2%. Further selling pressure resulted following the European Central Bank President Jean-Claude Trichet's comments confirming that the European Central Bank would continue to gauge measurements sensitive to the risk of suddenly rising inflation. .. The energy sector supplied gains, achieved primarily during August, from long futures positions in natural gas as prices first climbed higher on supply and demand concerns and then strengthened further after Hurricane Katrina struck the Gulf of Mexico. .. Smaller gains recorded in metals occurred during the fourth quarter from long futures positions in copper as prices increased on news of strong demand from India, China, and the Middle East combined with weak global supplies. FACTORS INFLUENCING ANNUAL TRADING LOSSES: .. Losses were incurred in the currency markets primarily during the first and third quarter, as well as during December. During the first quarter, losses stemmed from long positions in the Singapore dollar versus the U.S. dollar as the U.S. dollar advanced further due to expectations that the Chinese government would announce postponement of Chinese yuan re-valuation for the foreseeable future. Additional losses resulted during January from positions in the U.S. dollar index, as well as positions in various foreign currencies versus the U.S. dollar, such as the British pound and Australian dollar. During January, short U.S. dollar positions versus the South African rand and euro also resulted in losses after the U.S. dollar's value reversed sharply higher amid conflicting economic data, improvements in U.S. trade deficit data, and speculation for higher U.S. interest rates. Short positions in the Singapore dollar and euro versus the U.S. dollar experienced losses during February as the U.S. dollar's value declined amid news of disappointing U.S. economic data and proposed U.S. dollar reductions in foreign central bank currency reserves. Losses resulted during March from long MORGAN STANLEY SPECTRUM GLOBAL BALANCED L.P. FACTORS INFLUENCING ANNUAL TRADING LOSSES: (continued) positions in the Singapore dollar and euro versus the U.S. dollar, as well as from outright short positions in the U.S. dollar index, after the value of the U.S. dollar reversed sharply higher supported by market expectations for and the eventual increase in the U.S. federal funds rate by the U.S. Federal Reserve. The value of the U.S. dollar strengthened further following the release of a larger-than-expected increase in February consumer prices. During the third quarter, losses were incurred from long U.S. dollar positions against the Singapore dollar, New Zealand dollar, and euro as the value of the U.S. dollar declined amid higher crude oil prices, lower durable goods orders, the U.S. trade imbalance, and economic warnings from U.S. Federal Reserve Chairman Alan Greenspan. Additional losses stemmed from short euro cross- rate positions against the Norwegian krone after the euro's value moved higher in response to U.S. dollar weakness. During December, losses were incurred from short U.S. dollar positions against both the New Zealand and Australian dollars following weaker-than-expected economic growth data combined with a lack of confidence for further interest rate hikes from the Reserve Bank of New Zealand. .. Smaller losses resulted in the agricultural markets from long futures positions in corn held during the first quarter after prices declined amid a stronger U.S. dollar and technically-based selling. Additional losses resulted from long futures positions in cocoa held during the third quarter as prices moved lower on new hopes for political stability in the Ivory Coast. Long futures positions in cotton experienced losses during May as prices moved lower on supply increases. During December, short futures positions in corn, soybeans and its related products incurred losses after prices advanced on reports of strong demand and news of weaker-than-expected supplies. This page intentionally left blank. MORGAN STANLEY SPECTRUM SELECT L.P. [CHART] Year ended December 31, 2005 ---------------------------- Currencies -5.51% Interest Rates -0.91% Stock Indices 4.35% Energies 1.00% Metals 3.35% Agriculturals -0.62% Note: Reflects trading results only and does not include fees or interest income. FACTORS INFLUENCING ANNUAL TRADING LOSSES: .. Losses were recorded in the currency markets during the first and third quarter, as well as during December, from positions in foreign currencies versus the U.S. dollar. During January, long positions in the euro versus the U.S. dollar incurred losses after the U.S. dollar's value reversed sharply higher amid conflicting economic data, improvements in U.S. trade deficit numbers, and speculation for higher U.S. interest rates. The U.S. dollar's value also advanced in response to expectations that the Chinese government would announce postponement of Chinese yuan re-valuation for the foreseeable future. Additional losses were recorded during February from short positions in the euro versus the U.S. dollar as the U.S. dollar weakened in response to concern for the considerable U.S. Current-Account deficit expressed by the U.S. Federal Reserve Chairman Alan Greenspan. The value of the U.S. dollar was further weakened during the remainder of February by a larger-than-expected drop in January leading economic indicators and news that South Korea's Central Bank would be reducing its U.S. dollar currency reserves. Long European currency positions versus the U.S. dollar also recorded losses during March after the value of the U.S. dollar reversed sharply higher benefiting from higher U.S. interest rates and consumer prices. During August, long U.S. dollar positions against the British pound and euro resulted in losses as the value of the U.S. dollar MORGAN STANLEY SPECTRUM SELECT L.P. FACTORS INFLUENCING ANNUAL TRADING LOSSES: (continued) declined amid higher crude oil prices, lower durable goods orders, the U.S. trade imbalance, and economic warnings from U.S. Federal Reserve Chairman Alan Greenspan. During December, the largest losses were incurred from long U.S. dollar positions versus the euro after the euro's value increased during mid-month on the possibility that the European Central Bank would raise interest rates in 2006. Additional losses resulted from long U.S. dollar positions versus the South African rand and both the Australian and New Zealand dollars as their values reversed higher with gold prices. Sector losses also stemmed from short U.S. dollar positions against the British pound. .. Losses were also recorded in the global interest rate markets primarily during the third quarter from long positions in U.S. interest rate futures. During July, long positions experienced losses as prices declined following a rise in interest rates and after the U.S. Labor Department released its June employment report. During September, long positions incurred additional losses as prices weakened after it was revealed that measurements of Hurricane Katrina's economic impact were not weak enough to deter the U.S. Federal Reserve from its policy of raising interest rates. .. Smaller losses were incurred in the agricultural markets primarily during the second and third quarter from long futures positions in wheat and corn. During April, long futures positions in wheat resulted in losses as prices fell in response to favorable weather in growing regions and reduced foreign demand. During July and August, long positions in corn futures experienced losses after prices weakened in response to higher silo rates and forecasts for supply increases. MORGAN STANLEY SPECTRUM SELECT L.P. FACTORS INFLUENCING ANNUAL TRADING GAINS: .. Gains established in the global stock index markets occurred during the third and fourth quarter from positions in Japanese and European stock index futures. During July, long positions in Pacific Rim and European stock index futures benefited after positive economic data out of the U.S. and Japan pushed global equity prices higher. Prices continued to strengthen after China reformed its U.S. dollar currency peg policy. Strong corporate earnings out of the European Union, Japan, and the U.S. resulted in optimistic investor sentiment and pushed prices further. During September, long positions in Japanese stock index futures experienced gains as prices increased on positive comments from Bank of Japan Governor Toshihiko Fukui, who said the Japanese economy was in the process of emerging from a soft patch. Additional sector gains resulted from long positions in European stock index futures as oil prices declined and investors embraced signs that the global economy could move forward despite Hurricane Katrina's devastation of the U.S. Gulf Coast. During the fourth quarter, long positions in Japanese and European stock index futures supplied gains as prices increased in response to falling energy prices, strong corporate earnings, and positive economic data out of the U.S. European stock markets also found support from the possibility of an end to U.S. interest rate increases. .. Additional gains were recorded in metals during the third and fourth quarter from long futures positions in copper, aluminum, and zinc as prices strengthened amid supply tightness and strong demand from China, India, and the Middle East. .. In the energy markets, gains were achieved primarily during August from long futures positions in natural gas, crude oil and its related products as prices rose on supply and demand concerns. After Hurricane Katrina struck the Gulf of Mexico, prices advanced further to touch record highs. This page intentionally left blank. MORGAN STANLEY SPECTRUM STRATEGIC L.P. [CHART] Year ended December 31, 2005 ---------------------------- Currencies -11.19% Interest Rates 0.42% Stock Indices 1.26% Energies 1.12% Metals 6.87% Agriculturals 2.45% Note: Reflects trading results only and does not include fees or interest income. FACTORS INFLUENCING ANNUAL TRADING LOSSES: .. Losses were incurred in the currency markets throughout much of the year from U.S. dollar positions versus a variety of foreign currencies. During January, long positions in the Japanese yen and Australian dollar versus the U.S. dollar incurred losses after the U.S. dollar's value reversed higher amid improvements in U.S. trade deficit numbers, higher U.S. interest rates, and China's reluctance to re-value the yuan. Short positions in the Swiss franc and Japanese yen against the U.S. dollar experienced losses during February as the U.S. dollar weakened amid concerns for the U.S. Current-Account deficit, a larger-than-expected drop in January leading economic indicators, and news that South Korea's Central Bank planned to reduce its U.S. dollar currency reserves. During March, long positions in the Canadian dollar, Japanese yen, Australian dollar, Swiss franc, and euro versus the U.S. dollar experienced losses after the U.S. dollar reversed higher, benefiting from increases in U.S. interest rates. During April, losses were recorded from positions in most major currencies relative to the U.S. dollar as the U.S. dollar's value remained volatile due to speculation on the U.S. Federal Reserve's interest rate policy, high oil prices, and weak U.S. economic data. During May, losses were recorded from long positions in the Japanese yen, Swiss franc, Canadian dollar, and Australian dollar versus the U.S. dollar as the U.S. dollar increased after China downplayed rumors of a move toward a flexible exchange rate. Later in the month, most MORGAN STANLEY SPECTRUM STRATEGIC L.P. FACTORS INFLUENCING ANNUAL TRADING LOSSES: (continued) foreign currencies declined with the euro, which dropped in response to weaker-than-expected French economic data. During June, losses stemmed from positions in the Australian dollar versus the U.S. dollar as the value of the Australian currency moved without consistent direction amid a rise in gold prices during early June and concerns over global commodity demand in the latter part of the month. Additional losses stemmed from long Japanese yen positions during mid-June, as well as from short Canadian dollar positions. During July, losses were incurred from short positions in the euro and Swiss franc after the euro advanced amid new signals that the European Central Bank would stand firm against calls to cut interest rates. Additional losses followed the release of positive U.S. economic data, particularly from long positions in the British pound and Australian dollar against the U.S. dollar. During August, long U.S. dollar positions against the Canadian dollar, Australian dollar, Japanese yen, euro, and Swiss franc, recorded losses as the value of the U.S. dollar declined amid higher crude oil prices, lower durable goods orders, the U.S. trade imbalance, and economic warnings from U.S. Federal Reserve Chairman Alan Greenspan. During the fourth quarter, losses resulted from short positions in European currencies, particularly the euro and Swiss franc, versus the U.S. dollar as their values moved higher in response to a rise in the euro-zone Organization for Economic Cooperation & Development's leading indicator of 106 in August from a July figure of 105.5. European currency values also moved higher with the euro, which was boosted by expectations that the European Central Bank might raise interest rates next year. Additional losses resulted from long positions in the Canadian dollar versus the U.S. dollar. Finally, losses were also incurred from long positions in the Australian dollar versus the U.S. dollar, as the Australian dollar initially weakened in response to volatile gold prices, as well as from short U.S. dollar positions against the British pound. FACTORS INFLUENCING ANNUAL TRADING GAINS: .. Gains were recorded in metals primarily during the third and fourth quarter from long futures positions in base metals. During the third quarter, long futures positions in zinc, aluminum, and copper were profitable as prices strengthened amid supply tightness and strong demand from China. Long futures positions in zinc, aluminum, and copper continued to record gains during the fourth quarter as prices trended higher on news of consistently strong demand from India, China, and the Middle East combined with tight market supply. MORGAN STANLEY SPECTRUM STRATEGIC L.P. FACTORS INFLUENCING ANNUAL TRADING GAINS: (continued) .. In the agricultural markets, gains were recorded primarily during November and December from long futures positions in sugar after prices rose in response to divisions among European Union countries over a proposal to cut sugar export prices. .. Gains were recorded in global stock indices primarily during July, September, and November from long positions in European and Pacific Rim stock index futures. During July, Japanese equity prices initially increased on positive economic data out of Japan and better-than-expected Japanese corporate earnings. Prices strengthened further after China reformed its U.S. dollar currency peg policy. During September, long positions in Japanese stock index futures experienced gains as prices increased on positive comments from Bank of Japan Governor Toshihiko Fukui, who said the Japanese economy was in the process of emerging from a soft patch. During November, long positions in European and Japanese stock index futures experienced gains as markets reacted positively to weak energy prices and strong U.S. equity prices. European markets prices were also pulled higher on strong corporate earnings, while Japanese equity markets were buoyed by optimism about the future of the Japanese economy. .. Gains were recorded in the energy markets primarily during the third quarter from long futures positions in crude oil and its related products. During July, prices surged on possible supply disruptions in the Gulf of Mexico caused by Hurricane Dennis. Prices continued to move higher towards the end of the month in response to news of several refinery fires in Texas and Louisiana, declining U.S. inventories, and passage by the U.S. Congress of President George Bush's energy bill. During August, long futures positions continued to benefit as prices climbed higher on supply and demand concerns. After Hurricane Katrina struck the Gulf of Mexico, prices advanced further to touch new record highs. MORGAN STANLEY SPECTRUM STRATEGIC L.P. FACTORS INFLUENCING ANNUAL TRADING GAINS: (continued) .. Smaller gains were achieved in the global interest rate markets during the second and fourth quarter from positions in European and Japanese interest rate futures. During the second quarter, long positions in European interest rate futures positions benefited from rising prices supported by weakness in equity markets, disappointing European economic data, speculation that certain hedge funds experienced significant trading losses, rejections by the European Central Bank to alter interest rates, and concerns for the future of the European integration process. Later in the quarter, prices strengthened amid a sharp reduction in Swedish interest rates, the release of weaker-than-expected French consumer spending, and higher oil prices. Long Japanese interest rate futures positions also benefited after prices increased during April due to weaker Japanese equity markets and then continued to rise during June after the release of weak Japanese economic data. During the fourth quarter, short positions in short-term European interest rate futures experienced gains as euribor prices trended lower following the European Central Bank President Jean-Claude Trichet's comments confirming that the European Central Bank would continue to gauge measurements sensitive to the risk of suddenly rising inflation. MORGAN STANLEY SPECTRUM TECHNICAL L.P. [CHART] Year ended December 31, 2005 ---------------------------- Currencies -3.28% Interest Rates -1.86% Stock Indices 3.88% Energies 1.30% Metals 5.61% Agriculturals -4.41% Note: Reflects trading results only and does not include fees or interest income. FACTORS INFLUENCING ANNUAL TRADING LOSSES: .. Losses were incurred in the agricultural markets throughout a majority of the year from futures positions in lean hogs, soybeans and its related products, wheat, and live cattle. During the first quarter, losses were experienced from long futures positions in lean hogs as prices weakened on news of a reduction in demand. Additional losses were experienced from short futures positions in the soybean complex and wheat as prices reversed higher on news of extremely cold weather in the U.S. growing regions and rumors of a reduction on world output during 2005. Long lean hog futures experienced further losses during March as prices declined on speculative selling. During the second quarter, long futures positions in lean hogs and live cattle also incurred losses as prices finished lower on news of a reduction in foreign export demand. Long futures positions in lean hogs continued to incur losses as prices moved lower during May in response to continued weakening demand. During the third quarter, losses stemmed from short futures positions in lean hogs and live cattle, as well as from long futures positions in the soybean complex. During July, short futures positions in live cattle recorded losses after prices reversed higher in response to lower slaughter rates. During August, losses resulted from long futures positions in the soybean complex as prices reversed lower due to forecasts for supply increases. Short futures positions in lean hogs also incurred losses MORGAN STANLEY SPECTRUM TECHNICAL L.P. FACTORS INFLUENCING ANNUAL TRADING LOSSES: (continued) during August after prices rose in response to reports of lower slaughter rates. During September, losses stemmed from short futures positions in live cattle as prices rose amid higher slaughter rates caused by increases in market demand. .. In the currency markets, losses resulted primarily during the first quarter, August, and December. During the first quarter, losses were recorded from long positions in the British pound and Swiss franc versus the U.S. dollar after the U.S. dollar's value advanced in response to speculation that China would move toward a flexible exchange and amid expectations for higher U.S. interest rates. During August, long U.S. dollar positions against the British pound and Swiss franc recorded losses as the value of the U.S. dollar declined amid higher crude oil prices, lower durable goods orders, the U.S. trade imbalance, and economic warnings from U.S. Federal Reserve Chairman Alan Greenspan. During December, long positions in both the Australian and New Zealand dollars versus the U.S. dollar experienced losses as the values of both of these commodity currencies decreased with higher gold prices. .. Smaller losses were experienced in the global interest rate markets primarily during the third quarter and December from positions in Australian and U.S. interest rate futures. During July, long positions in U.S. interest rate futures resulted in losses as prices reversed lower following a rise in interest rates and after the U.S. Labor Department released its June employment report. During August, short positions in U.S. fixed-income futures incurred losses as prices reversed higher on worries about the global economic impact of Hurricane Katrina and growing speculation that the U.S. Federal Reserve would stop raising interest rates sooner than previously thought. During September, long positions in Australian bond futures recorded losses as prices declined after Australia's largest ever annual jobs gain initiated speculation that the Reserve Bank of Australia would perhaps reconsider its stance on interest rates. Additional losses stemmed from long positions in U.S. fixed-income futures. During December, short positions in U.S. interest rate futures experienced losses as prices advanced after the U.S. Federal Open Market Committee's policy meeting, where policy makers dropped references to "accommodation" in the accompanying policy statement causing bond market participants to speculate that the 18-month tightening cycle of U.S. interest rates was possibly nearing its end. MORGAN STANLEY SPECTRUM TECHNICAL L.P. FACTORS INFLUENCING ANNUAL TRADING GAINS: .. Gains were achieved in metals during the third and fourth quarter from long futures positions in copper, zinc, aluminum, gold, and silver. During the third quarter, long futures positions in base and precious metals recorded profits as prices moved higher in response to supply tightness and strong global demand. During the fourth quarter, long futures positions in base and precious metals continued to supply gains as prices trended higher on consistently strong demand from India, China, and the Middle East. .. Gains were recorded in global stock indices primarily during the third quarter from long positions in European and Pacific Rim stock index futures as prices increased amid positive economic data out of the U.S. and Japan, a strong U.S. jobs number, and better-than-expected Japanese corporate earnings. Prices continued to strengthen after China reformed its U.S. dollar currency peg policy. Strong corporate earnings out of the European Union and the U.S. also pushed prices higher. During September, long positions in European stock index futures benefited as oil prices declined and investors embraced signs that the global economy could move forward despite Hurricane Katrina's devastation of the U.S. Gulf Coast. Additional gains resulted from long positions in Japanese stock index futures as prices increased on positive comments from Bank of Japan Governor Toshihiko Fukui, who said the Japanese economy was in the process of emerging from a soft patch. .. In the energy markets, gains resulted primarily during August from long futures positions in crude oil, its related products, and natural gas as prices climbed higher throughout the month on supply and demand concerns. After Hurricane Katrina struck the Gulf of Mexico, prices advanced further to touch new record highs. Managed futures investments are speculative, involve a high degree of risk, use significant leverage, are generally illiquid, have substantial charges, are subject to conflicts of interest, and are suitable only for the risk capital portion of an investor's portfolio. Before investing in any managed futures investment, qualified investors should read the prospectus or offering documents carefully for additional information with respect to charges, expenses, and risks. Past performance is no guarantee of future results. This page intentionally left blank. MORGAN STANLEY SPECTRUM SERIES MANAGEMENT'S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING Demeter Management Corporation ("Demeter"), the general partner of Morgan Stanley Spectrum Currency L.P., Morgan Stanley Spectrum Global Balanced L.P., Morgan Stanley Spectrum Select L.P., Morgan Stanley Spectrum Strategic L.P., and Morgan Stanley Spectrum Technical L.P. (individually, a "Partnership", or collectively, the "Partnerships"), is responsible for the management of the Partnerships. Management of Demeter ("Management") is responsible for establishing and maintaining adequate internal control over financial reporting. The internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. The Partnerships' internal control over financial reporting includes those policies and procedures that: .. Pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Partnerships; .. Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that the Partnerships' transactions are being made only in accordance with authorizations of Management and directors; and .. Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Partnerships' assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Management assessed the effectiveness of each Partnership's internal control over financial reporting as of December 31, 2005. In making this assessment, Management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission in Internal Control-Integrated Framework. Based on our assessment and those criteria, Management believes that each Partnership maintained effective internal control over financial reporting as of December 31, 2005. Deloitte & Touche LLP, the Partnerships' independent registered public accounting firm, has issued an audit report on Management's assessment of the Partnerships' internal control over financial reporting and on the effectiveness of the Partnerships' internal control over financial reporting. This report, which expresses unqualified opinions on Management's assessment and on the effectiveness of the Partnerships' internal control over financial reporting, appears under "Report of Independent Registered Public Accounting Firm" on the following page. /s/ Jeffrey A. Rothman Jeffrey A. Rothman President /s/ Kevin Perry Kevin Perry Chief Financial Officer New York, New York March 21, 2006 MORGAN STANLEY SPECTRUM SERIES REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Limited Partners and the General Partner of Morgan Stanley Spectrum Currency L.P., Morgan Stanley Spectrum Global Balanced L.P., Morgan Stanley Spectrum Select L.P., Morgan Stanley Spectrum Strategic L.P., and Morgan Stanley Spectrum Technical L.P.: We have audited management's assessment, included in the accompanying Management's Report on Internal Control Over Financial Reporting, that Morgan Stanley Spectrum Currency L.P., Morgan Stanley Spectrum Global Balanced L.P., Morgan Stanley Spectrum Select L.P., Morgan Stanley Spectrum Strategic L.P., and Morgan Stanley Spectrum Technical L.P. (collectively, the "Partnerships") maintained effective internal control over financial reporting as of December 31, 2005, based on criteria established in Internal Control--Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. The Partnerships' management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting. Our responsibility is to express an opinion on management's assessment and an opinion on the effectiveness of the Partnerships' internal control over financial reporting based on our audit. We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, evaluating management's assessment, testing and evaluating the design and operating effectiveness of internal control, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinions. A company's internal control over financial reporting is a process designed by, or under the supervision of, the company's principal executive and principal financial officers, or persons performing similar functions, and effected by the company's board of directors, management, and other personnel to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A compa- ny's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements. Because of the inherent limitations of internal control over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may not be prevented or detected on a timely basis. Also, projections of any evaluation of the effectiveness of the internal control over financial reporting to future periods are subject to the risk that the controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. In our opinion, management's assessment that the Partnerships maintained effective internal control over financial reporting as of December 31, 2005, is fairly stated, in all material respects, based on the criteria established in Internal Control--Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. Also in our opinion, the Partnerships maintained, in all material respects, effective internal control over financial reporting as of December 31, 2005, based on the criteria established in Internal Control--Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the financial statements as of and for the year ended December 31, 2005 of the Partnerships and our report dated March 21, 2006 expressed an unqualified opinion on those financial statements. /s/ Deloitte & Touche LLP New York, New York March 21, 2006 MORGAN STANLEY SPECTRUM SERIES REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Limited Partners and the General Partner of Morgan Stanley Spectrum Currency L.P., Morgan Stanley Spectrum Global Balanced L.P., Morgan Stanley Spectrum Select L.P., Morgan Stanley Spectrum Strategic L.P., and Morgan Stanley Spectrum Technical L.P. : We have audited the accompanying statements of financial condition of Morgan Stanley Spectrum Currency L.P., Morgan Stanley Spectrum Global Balanced L.P., Morgan Stanley Spectrum Select L.P., Morgan Stanley Spectrum Strategic L.P., and Morgan Stanley Spectrum Technical L.P. (collectively, the "Partnerships"), including the schedules of investments, as of December 31, 2005 and 2004, and the related statements of operations, changes in partners' capital, and cash flows for each of the three years in the period ended December 31, 2005. These financial statements are the responsibility of the Partnerships' management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, such financial statements present fairly, in all material respects, the financial position of Morgan Stanley Spectrum Currency L.P., Morgan Stanley Spectrum Global Balanced L.P., Morgan Stanley Spectrum Select L.P., Morgan Stanley Spectrum Strategic L.P., and Morgan Stanley Spectrum Technical L.P. at December 31, 2005 and 2004, and the results of their operations and their cash flows for each of the three years in the period ended December 31, 2005, in conformity with accounting principles generally accepted in the United States of America. As discussed in Note 1, in 2005 the Partnerships modified their classification of cash within the statements of financial condition and the related statements of cash flows. We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the effectiveness of the Partnerships' internal control over financial reporting as of December 31, 2005, based on the criteria established in Internal Control--Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated March 21, 2006 expressed an unqualified opinion on management's assessment of the effectiveness of the Partnerships' internal control over financial reporting and an unqualified opinion on the effectiveness of the Partnerships' internal control over financial reporting. /s/ Deloitte & Touche LLP New York, New York March 21, 2006 MORGAN STANLEY SPECTRUM CURRENCY L.P. STATEMENTS OF FINANCIAL CONDITION
DECEMBER 31, ------------------------ 2005 2004 ------------ ----------- $ $ ASSETS Equity in futures interests trading accounts: Unrestricted cash 207,952,625 253,222,567 Restricted cash -- 169,680 ------------ ----------- Total Cash 207,952,625 253,392,247 Net unrealized gain on open contracts (MS & Co.) 6,202,194 16,647,953 ------------ ----------- Total Trading Equity 214,154,819 270,040,200 Subscriptions receivable 1,355,204 6,690,404 Interest receivable (Morgan Stanley DW) 559,983 315,539 ------------ ----------- Total Assets 216,070,006 277,046,143 ============ =========== LIABILITIES AND PARTNERS' CAPITAL LIABILITIES Redemptions payable 6,346,278 2,499,153 Accrued brokerage fees (Morgan Stanley DW) 862,131 1,007,999 Accrued management fees 374,840 438,261 ------------ ----------- Total Liabilities 7,583,249 3,945,413 ------------ ----------- PARTNERS' CAPITAL Limited Partners (17,508,991.514 and 18,755,238.476 Units, respectively) 206,199,270 270,231,305 General Partner (194,237.343 and 199,150.709 Units, respectively) 2,287,487 2,869,425 ------------ ----------- Total Partners' Capital 208,486,757 273,100,730 ------------ ----------- Total Liabilities and Partners' Capital 216,070,006 277,046,143 ============ =========== NET ASSET VALUE PER UNIT 11.78 14.41 ============ ===========
STATEMENTS OF OPERATIONS
FOR THE YEARS ENDED DECEMBER 31, --------------------------------------- 2005 2004 2003 ------------- ----------- ----------- $ $ $ INVESTMENT INCOME Interest income (Morgan Stanley DW) 5,391,828 2,064,338 1,006,410 ------------- ----------- ----------- EXPENSES Brokerage fees (Morgan Stanley DW) 10,921,579 10,011,029 6,109,327 Management fees 4,748,514 4,352,622 2,656,229 Incentive fees -- 177,763 2,623,290 ------------- ----------- ----------- Total Expenses 15,670,093 14,541,414 11,388,846 ------------- ----------- ----------- NET INVESTMENT LOSS (10,278,265) (12,477,076) (10,382,436) ------------- ----------- ----------- TRADING RESULTS Trading profit (loss): Realized (28,979,835) (11,200,944) 27,952,154 Net change in unrealized (10,445,759) 11,769,313 (772,909) ------------- ----------- ----------- Total Trading Results (39,425,594) 568,369 27,179,245 ------------- ----------- ----------- NET INCOME (LOSS) (49,703,859) (11,908,707) 16,796,809 ============= =========== =========== NET INCOME (LOSS) ALLOCATION: Limited Partners (49,177,845) (11,774,885) 16,514,538 General Partner (526,014) (133,822) 282,271 NET INCOME (LOSS) PER UNIT: Limited Partners (2.63) (1.25) 1.73 General Partner (2.63) (1.25) 1.73
The accompanying notes are an integral part of these financial statements. MORGAN STANLEY SPECTRUM GLOBAL BALANCED L.P. STATEMENTS OF FINANCIAL CONDITION
DECEMBER 31, ---------------------- 2005 2004 ----------- ---------- $ $ ASSETS Equity in futures interests trading accounts: Unrestricted cash 41,897,899 44,914,117 Restricted cash 2,476,604 3,978,399 ----------- ---------- Total Cash 44,374,503 48,892,516 ----------- ---------- Net unrealized gain on open contracts (MS&Co.) 562,409 932,265 Net unrealized gain (loss) on open contracts (MSIL) 40,229 (114,942) ----------- ---------- Total net unrealized gain on open contracts 602,638 817,323 ----------- ---------- Total Trading Equity 44,977,141 49,709,839 Subscriptions receivable 295,999 640,161 Interest receivable (Morgan Stanley DW) 149,040 83,972 ----------- ---------- Total Assets 45,422,180 50,433,972 =========== ========== LIABILITIES AND PARTNERS' CAPITAL LIABILITIES Redemptions payable 851,645 582,712 Accrued brokerage fees (Morgan Stanley DW) 171,976 188,436 Accrued management fees 46,733 51,206 ----------- ---------- Total Liabilities 1,070,354 822,354 ----------- ---------- PARTNERS' CAPITAL Limited Partners (2,879,808.149 and 3,359,662.807 Units, respectively) 43,870,162 49,068,822 General Partner (31,618.331 and 37,164.331 Units, respectively) 481,664 542,796 ----------- ---------- Total Partners' Capital 44,351,826 49,611,618 ----------- ---------- Total Liabilities and Partners' Capital 45,422,180 50,433,972 =========== ========== NET ASSET VALUE PER UNIT 15.23 14.61 =========== ==========
STATEMENTS OF OPERATIONS
FOR THE YEARS ENDED DECEMBER 31, ------------------------------------ 2005 2004 2003 ------------ ---------- ---------- $ $ $ INVESTMENT INCOME Interest income (Morgan Stanley DW) 1,370,806 625,965 525,817 ------------ ---------- ---------- EXPENSES Brokerage fees (Morgan Stanley DW) 2,126,114 2,332,241 2,328,615 Management fees 577,754 633,766 632,782 ------------ ---------- ---------- Total Expenses 2,703,868 2,966,007 2,961,397 ------------ ---------- ---------- NET INVESTMENT LOSS (1,333,062) (2,340,042) (2,435,580) ------------ ---------- ---------- TRADING RESULTS Trading profit (loss): Realized 3,338,207 1,049,835 3,711,981 Net change in unrealized (214,685) (1,729,717) 1,801,107 ------------ ---------- ---------- 3,123,522 (679,882) 5,513,088 Proceeds from Litigation Settlement 2,230 2,296 -- ------------ ---------- ---------- Total Trading Results 3,125,752 (677,586) 5,513,088 ------------ ---------- ---------- NET INCOME (LOSS) 1,792,690 (3,017,628) 3,077,508 ============ ========== ========== NET INCOME (LOSS) ALLOCATION: Limited Partners 1,769,412 (2,985,362) 3,043,649 General Partner 23,278 (32,266) 33,859 NET INCOME (LOSS) PER UNIT: Limited Partners 0.62 (0.86) 0.90 General Partner 0.62 (0.86) 0.90
The accompanying notes are an integral part of these financial statements. MORGAN STANLEY SPECTRUM SELECT L.P. STATEMENTS OF FINANCIAL CONDITION
DECEMBER 31, ------------------------ 2005 2004 ------------ ----------- $ $ ASSETS Equity in futures interests trading accounts: Unrestricted cash 475,166,952 488,346,785 Restricted cash 51,242,347 75,488,462 ------------ ----------- Total Cash 526,409,299 563,835,247 ------------ ----------- Net unrealized gain on open contracts (MSIL) 9,166,796 3,053,732 Net unrealized gain on open contracts (MS&Co.) 9,019,008 12,072,891 ------------ ----------- Total net unrealized gain on open contracts 18,185,804 15,126,623 Net option premiums -- 3,366,493 ------------ ----------- Total Trading Equity 544,595,103 582,328,363 Subscriptions receivable 4,455,213 12,736,861 Interest receivable (Morgan Stanley DW) 1,417,447 757,981 ------------ ----------- Total Assets 550,467,763 595,823,205 ============ =========== LIABILITIES AND PARTNERS' CAPITAL LIABILITIES Redemptions payable 13,439,853 5,692,215 Accrued brokerage fees (Morgan Stanley DW) 2,730,072 3,468,754 Accrued management fees 1,295,496 1,356,111 ------------ ----------- Total Liabilities 17,465,421 10,517,080 ------------ ----------- PARTNERS' CAPITAL Limited Partners (19,209,338.858 and 20,050,871.818 Units, respectively) 527,198,790 579,155,164 General Partner (211,461.769 and 212,951.775 Units, respectively) 5,803,552 6,150,961 ------------ ----------- Total Partners' Capital 533,002,342 585,306,125 ------------ ----------- Total Liabilities and Partners' Capital 550,467,763 595,823,205 ============ =========== NET ASSET VALUE PER UNIT 27.45 28.88 ============ ===========
STATEMENTS OF OPERATIONS
FOR THE YEARS ENDED DECEMBER 31, --------------------------------------- 2005 2004 2003 ------------- ----------- ----------- $ $ $ INVESTMENT INCOME Interest income (Morgan Stanley DW) 12,876,956 4,952,656 2,843,612 ------------- ----------- ----------- EXPENSES Brokerage fees (Morgan Stanley DW) 36,601,881 36,680,599 25,658,616 Management fees 15,652,447 14,450,217 10,617,352 Incentive fees -- 6,104,991 3,750,169 ------------- ----------- ----------- Total Expenses 52,254,328 57,235,807 40,026,137 ------------- ----------- ----------- NET INVESTMENT LOSS (39,377,372) (52,283,151) (37,182,525) ------------- ----------- ----------- TRADING RESULTS Trading profit (loss): Realized 7,018,678 50,580,928 52,485,483 Net change in unrealized 3,059,181 (21,655,342) 18,883,947 ------------- ----------- ----------- 10,077,859 28,925,586 71,369,430 Proceeds from Litigation Settlement 85,000 45,665 -- ------------- ----------- ----------- Total Trading Results 10,162,859 28,971,251 71,369,430 ------------- ----------- ----------- NET INCOME (LOSS) (29,214,513) (23,311,900) 34,186,905 ============= =========== =========== NET INCOME (LOSS) ALLOCATION: Limited Partners (28,920,794) (23,067,010) 33,822,853 General Partner (293,719) (244,890) 364,052 NET INCOME (LOSS) PER UNIT: Limited Partners (1.43) (1.43) 2.66 General Partner (1.43) (1.43) 2.66
The accompanying notes are an integral part of these financial statements. MORGAN STANLEY SPECTRUM STRATEGIC L.P. STATEMENTS OF FINANCIAL CONDITION
DECEMBER 31, ------------------------- 2005 2004 ------------ ----------- $ $ ASSETS Equity in futures interests trading accounts: Unrestricted cash 142,187,180 161,592,256 Restricted cash 19,593,820 16,808,205 ------------ ----------- Total Cash 161,781,000 178,400,461 ------------ ----------- Net unrealized gain (loss) on open contracts (MS&Co.) 7,823,513 (226,980) Net unrealized gain on open contracts (MSIL) 5,662,270 2,886,349 ------------ ----------- Total net unrealized gain on open contracts 13,485,783 2,659,369 Net option premiums (568) 263,288 ------------ ----------- Total Trading Equity 175,266,215 181,323,118 Subscriptions receivable 1,351,545 5,084,126 Interest receivable (Morgan Stanley DW) 445,924 238,656 ------------ ----------- Total Assets 177,063,684 186,645,900 ============ =========== LIABILITIES AND PARTNERS' CAPITAL LIABILITIES Redemptions payable 4,515,005 1,725,329 Accrued incentive fees 1,704,356 188,744 Accrued brokerage fees (Morgan Stanley DW) 837,558 1,080,805 Accrued management fees 381,027 409,897 ------------ ----------- Total Liabilities 7,437,946 3,404,775 ------------ ----------- PARTNERS' CAPITAL Limited Partners (11,834,304.588 and 12,446,331.591 Units, respectively) 167,774,452 181,218,795 General Partner (130,584.135 and 138,896.135 Units, respectively) 1,851,286 2,022,330 ------------ ----------- Total Partners' Capital 169,625,738 183,241,125 ------------ ----------- Total Liabilities and Partners' Capital 177,063,684 186,645,900 ============ =========== NET ASSET VALUE PER UNIT 14.18 14.56 ============ ===========
STATEMENTS OF OPERATIONS
FOR THE YEARS ENDED DECEMBER 31, --------------------------------------- 2005 2004 2003 ------------- ----------- ----------- $ $ $ INVESTMENT INCOME Interest income (Morgan Stanley DW) 4,008,536 1,602,712 741,890 ------------- ----------- ----------- EXPENSES Brokerage fees (Morgan Stanley DW) 11,407,747 9,860,579 6,611,238 Management fees 4,685,477 4,006,640 2,735,685 Incentive fees 2,251,786 2,751,859 2,123,832 ------------- ----------- ----------- Total Expenses 18,345,010 16,619,078 11,470,755 ------------- ----------- ----------- NET INVESTMENT LOSS (14,336,474) (15,016,366) (10,728,865) ------------- ----------- ----------- TRADING RESULTS Trading profit (loss): Realized (2,036,361) 21,527,423 30,251,636 Net change in unrealized 10,826,414 (5,262,416) 990,641 ------------- ----------- ----------- 8,790,053 16,265,007 31,242,277 Proceeds from Litigation Settlement 454 173 -- ------------- ----------- ----------- Total Trading Results 8,790,507 16,265,180 31,242,277 ------------- ----------- ----------- NET INCOME (LOSS) (5,545,967) 1,248,814 20,513,412 ============= =========== =========== NET INCOME (LOSS) ALLOCATION: Limited Partners (5,489,130) 1,239,931 20,281,103 General Partner (56,837) 8,883 232,309 NET INCOME (LOSS) PER UNIT: Limited Partners (0.38) 0.25 2.77 General Partner (0.38) 0.25 2.77
The accompanying notes are an integral part of these financial statements. MORGAN STANLEY SPECTRUM TECHNICAL L.P. STATEMENTS OF FINANCIAL CONDITION
DECEMBER 31, ------------------------ 2005 2004 ----------- ----------- $ $ ASSETS Equity in futures interests trading accounts: Unrestricted cash 591,492,563 584,988,965 Restricted cash 127,922,335 160,985,939 ----------- ----------- Total Cash 719,414,898 745,974,904 ----------- ----------- Net unrealized gain on open contracts (MSIL) 24,718,032 4,707,076 Net unrealized gain (loss) on open contracts (MS&Co.) (2,653,896) 22,634,674 ----------- ----------- Total net unrealized gain on open contracts 22,064,136 27,341,750 ----------- ----------- Total Trading Equity 741,479,034 773,316,654 Subscriptions receivable 8,317,319 17,135,652 Interest receivable (Morgan Stanley DW) 1,887,334 1,000,293 ----------- ----------- Total Assets 751,683,687 791,452,599 =========== =========== LIABILITIES AND PARTNERS' CAPITAL LIABILITIES Redemptions payable 22,863,255 6,466,684 Accrued brokerage fees (Morgan Stanley DW) 3,775,150 4,629,988 Accrued management fees 1,629,189 1,632,040 ----------- ----------- Total Liabilities 28,267,594 12,728,712 ----------- ----------- PARTNERS' CAPITAL Limited Partners (32,000,561.834 and 32,613,627.616 Units, respectively) 715,669,731 770,511,257 General Partner (346,372.001 and 347,618.087 Units, respectively) 7,746,362 8,212,630 ----------- ----------- Total Partners' Capital 723,416,093 778,723,887 ----------- ----------- Total Liabilities and Partners' Capital 751,683,687 791,452,599 =========== =========== NET ASSET VALUE PER UNIT 22.36 23.63 =========== ===========
STATEMENTS OF OPERATIONS
FOR THE YEARS ENDED DECEMBER 31, ------------------------------------- 2005 2004 2003 ----------- ----------- ----------- $ $ $ INVESTMENT INCOME Interest income (Morgan Stanley DW) 17,176,811 6,171,302 3,316,107 ----------- ----------- ----------- EXPENSES Brokerage fees (Morgan Stanley DW) 49,430,024 45,508,966 30,273,037 Management fees 19,268,955 16,226,640 10,835,994 Incentive fees 2,668,447 12,132,833 13,042,559 ----------- ----------- ----------- Total Expenses 71,367,426 73,868,439 54,151,590 ----------- ----------- ----------- NET INVESTMENT LOSS (54,190,615) (67,697,137) (50,835,483) ----------- ----------- ----------- TRADING RESULTS Trading profit (loss): Realized 19,045,879 122,928,230 116,446,374 Net change in unrealized (5,277,614) (19,092,460) 22,330,997 ----------- ----------- ----------- 13,768,265 103,835,770 138,777,371 Proceeds from Litigation Settlement 4,209 3,018 -- ----------- ----------- ----------- Total Trading Results 13,772,474 103,838,788 138,777,371 ----------- ----------- ----------- NET INCOME (LOSS) (40,418,141) 36,141,651 87,941,888 =========== =========== =========== NET INCOME (LOSS) ALLOCATION: Limited Partners (39,990,714) 35,747,190 86,960,795 General Partner (427,427) 394,461 981,093 NET INCOME (LOSS) PER UNIT: Limited Partners (1.27) 0.99 4.23 General Partner (1.27) 0.99 4.23
The accompanying notes are an integral part of these financial statements. MORGAN STANLEY SPECTRUM CURRENCY L.P. STATEMENTS OF CHANGES IN PARTNERS' CAPITAL FOR THE YEARS ENDED DECEMBER 31, 2005, 2004, AND 2003
UNITS OF PARTNERSHIP LIMITED GENERAL INTEREST PARTNERS PARTNER TOTAL -------------- ----------- ---------- ----------- $ $ $ Partners' Capital, December 31, 2002 6,902,618.107 93,891,619 2,267,833 96,159,452 Offering of Units 6,157,215.998 89,883,376 790,000 90,673,376 Net income -- 16,514,538 282,271 16,796,809 Redemptions (920,425.880) (12,246,860) (1,326,857) (13,573,717) -------------- ----------- ---------- ----------- Partners' Capital, December 31, 2003 12,139,408.225 188,042,673 2,013,247 190,055,920 Offering of Units 8,372,327.316 114,539,377 990,000 115,529,377 Net loss -- (11,774,885) (133,822) (11,908,707) Redemptions (1,557,346.356) (20,575,860) -- (20,575,860) -------------- ----------- ---------- ----------- Partners' Capital, December 31, 2004 18,954,389.185 270,231,305 2,869,425 273,100,730 Offering of Units 3,336,357.445 40,295,529 170,000 40,465,529 Net loss -- (49,177,845) (526,014) (49,703,859) Redemptions (4,587,517.773) (55,149,719) (225,924) (55,375,643) -------------- ----------- ---------- ----------- Partners' Capital, December 31, 2005 17,703,228.857 206,199,270 2,287,487 208,486,757 ============== =========== ========== ===========
MORGAN STANLEY SPECTRUM GLOBAL BALANCED L.P. STATEMENTS OF CHANGES IN PARTNERS' CAPITAL FOR THE YEARS ENDED DECEMBER 31, 2005, 2004, AND 2003
UNITS OF PARTNERSHIP LIMITED GENERAL INTEREST PARTNERS PARTNER TOTAL ------------- ----------- ------- ----------- $ $ $ Partners' Capital, December 31, 2002 3,460,180.682 49,814,229 591,203 50,405,432 Offering of Units 690,016.887 10,491,897 -- 10,491,897 Net income -- 3,043,649 33,859 3,077,508 Redemptions (748,285.123) (11,285,344) (50,000) (11,335,344) ------------- ----------- ------- ----------- Partners' Capital, December 31, 2003 3,401,912.446 52,064,431 575,062 52,639,493 Offering of Units 778,018.263 11,587,284 -- 11,587,284 Net loss -- (2,985,362) (32,266) (3,017,628) Redemptions (783,103.571) (11,597,531) -- (11,597,531) ------------- ----------- ------- ----------- Partners' Capital, December 31, 2004 3,396,827.138 49,068,822 542,796 49,611,618 Offering of Units 345,735.053 4,999,666 -- 4,999,666 Net income -- 1,769,412 23,278 1,792,690 Redemptions (831,135.711) (11,967,738) (84,410) (12,052,148) ------------- ----------- ------- ----------- Partners' Capital, December 31, 2005 2,911,426.480 43,870,162 481,664 44,351,826 ============= =========== ======= ===========
The accompanying notes are an integral part of these financial statements. MORGAN STANLEY SPECTRUM SELECT L.P. STATEMENTS OF CHANGES IN PARTNERS' CAPITAL FOR THE YEARS ENDED DECEMBER 31, 2005, 2004, AND 2003
UNITS OF PARTNERSHIP LIMITED GENERAL INTEREST PARTNERS PARTNER TOTAL -------------- ------------ --------- ------------ $ $ $ Partners' Capital, December 31, 2002 10,681,668.047 292,226,000 3,151,799 295,377,799 Offering of Units 4,942,610.490 141,160,704 1,340,000 142,500,704 Net income -- 33,822,853 364,052 34,186,905 Redemptions (1,058,775.458) (30,542,924) -- (30,542,924) -------------- ------------ --------- ------------ Partners' Capital, December 31, 2003 14,565,503.079 436,666,633 4,855,851 441,522,484 Offering of Units 7,215,873.382 208,687,672 1,540,000 210,227,672 Net loss -- (23,067,010) (244,890) (23,311,900) Redemptions (1,517,552.868) (43,132,131) -- (43,132,131) -------------- ------------ --------- ------------ Partners' Capital, December 31, 2004 20,263,823.593 579,155,164 6,150,961 585,306,125 Offering of Units 3,482,044.148 91,946,015 380,000 92,326,015 Net loss -- (28,920,794) (293,719) (29,214,513) Redemptions (4,325,067.114) (114,981,595) (433,690) (115,415,285) -------------- ------------ --------- ------------ Partners' Capital, December 31, 2005 19,420,800.627 527,198,790 5,803,552 533,002,342 ============== ============ ========= ============
MORGAN STANLEY SPECTRUM STRATEGIC L.P. STATEMENTS OF CHANGES IN PARTNERS' CAPITAL FOR THE YEARS ENDED DECEMBER 31, 2005, 2004, AND 2003
UNITS OF PARTNERSHIP LIMITED GENERAL INTEREST PARTNERS PARTNER TOTAL -------------- ----------- --------- ----------- $ $ $ Partners' Capital, December 31, 2002 6,530,775.305 74,487,934 881,138 75,369,072 Offering of Units 2,823,095.529 36,375,972 180,000 36,555,972 Net income -- 20,281,103 232,309 20,513,412 Redemptions (877,978.963) (11,168,017) -- (11,168,017) -------------- ----------- --------- ----------- Partners' Capital, December 31, 2003 8,475,891.871 119,976,992 1,293,447 121,270,439 Offering of Units 5,057,597.578 73,841,018 720,000 74,561,018 Net income -- 1,239,931 8,883 1,248,814 Redemptions (948,261.723) (13,839,146) -- (13,839,146) -------------- ----------- --------- ----------- Partners' Capital, December 31, 2004 12,585,227.726 181,218,795 2,022,330 183,241,125 Offering of Units 2,346,340.284 31,611,503 -- 31,611,503 Net loss -- (5,489,130) (56,837) (5,545,967) Redemptions (2,966,679.287) (39,566,716) (114,207) (39,680,923) -------------- ----------- --------- ----------- Partners' Capital, December 31, 2005 11,964,888.723 167,774,452 1,851,286 169,625,738 ============== =========== ========= ===========
The accompanying notes are an integral part of these financial statements. MORGAN STANLEY SPECTRUM TECHNICAL L.P. STATEMENTS OF CHANGES IN PARTNERS' CAPITAL FOR THE YEARS ENDED DECEMBER 31, 2005, 2004, AND 2003
UNITS OF PARTNERSHIP LIMITED GENERAL INTEREST PARTNERS PARTNER TOTAL -------------- ------------ --------- ------------ $ $ $ Partners' Capital, December 31, 2002 18,239,525.857 332,124,550 3,697,076 335,821,626 Offering of Units 7,617,427.705 156,115,402 1,240,000 157,355,402 Net income -- 86,960,795 981,093 87,941,888 Redemptions (2,082,749.238) (42,934,638) -- (42,934,638) -------------- ------------ --------- ------------ Partners' Capital, December 31, 2003 23,774,204.324 532,266,109 5,918,169 538,184,278 Offering of Units 11,745,240.279 259,052,698 1,900,000 260,952,698 Net income -- 35,747,190 394,461 36,141,651 Redemptions (2,558,198.900) (56,554,740) -- (56,554,740) -------------- ------------ --------- ------------ Partners' Capital, December 31, 2004 32,961,245.703 770,511,257 8,212,630 778,723,887 Offering of Units 6,431,314.024 139,226,034 480,000 139,706,034 Net loss -- (39,990,714) (427,427) (40,418,141) Redemptions (7,045,625.892) (154,076,846) (518,841) (154,595,687) -------------- ------------ --------- ------------ Partners' Capital, December 31, 2005 32,346,933.835 715,669,731 7,746,362 723,416,093 ============== ============ ========= ============
The accompanying notes are an integral part of these financial statements. MORGAN STANLEY SPECTRUM CURRENCY L.P. STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, ------------------------------------- 2005 2004 2003 ----------- ----------- ----------- $ $ $ CASH FLOWS FROM OPERATING ACTIVITIES Net income (loss) (49,703,859) (11,908,707) 16,796,809 Noncash item included in net income (loss): Net change in unrealized 10,445,759 (11,769,313) 772,909 (Increase) decrease in operating assets: Restricted cash 169,680 (169,680) -- Interest receivable (Morgan Stanley DW) (244,444) (213,650) (31,679) Increase (decrease) in operating liabilities: Accrued brokerage fees (Morgan Stanley DW) (145,868) 346,433 345,106 Accrued management fees (63,421) 150,624 150,046 Accrued incentive fees -- (399,035) 159,553 ----------- ----------- ----------- Net cash provided by (used for) operating activities (39,542,153) (23,963,328) 18,192,744 ----------- ----------- ----------- CASH FLOWS FROM FINANCING ACTIVITIES Cash received from offering of Units 45,800,729 117,548,841 86,142,266 Cash paid from redemptions of Units (51,528,518) (19,137,190) (14,039,569) ----------- ----------- ----------- Net cash provided by (used for) financing activities (5,727,789) 98,411,651 72,102,697 ----------- ----------- ----------- Net increase (decrease) in unrestricted cash (45,269,942) 74,448,323 90,295,441 Unrestricted cash at beginning of period 253,222,567 178,774,244 88,478,803 ----------- ----------- ----------- Unrestricted cash at end of period 207,952,625 253,222,567 178,774,244 =========== =========== ===========
The accompanying notes are an integral part of these financial statements. MORGAN STANLEY SPECTRUM GLOBAL BALANCED L.P. STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, -------------------------------------- 2005 2004 2003 ------------ ----------- ----------- $ $ $ CASH FLOWS FROM OPERATING ACTIVITIES Net income (loss) 1,792,690 (3,017,628) 3,077,508 Noncash item included in net income (loss): Net change in unrealized 214,685 1,729,717 (1,801,107) (Increase) decrease in operating assets: Restricted cash 1,501,795 (116,681) (685,089) Interest receivable (Morgan Stanley DW) (65,068) (43,862) 13,348 Net option premiums -- (39,600) 752,173 Decrease in operating liabilities: Accrued brokerage fees (Morgan Stanley DW) (16,460) (6,455) (7,218) Accrued management fees (4,473) (1,754) (1,962) ------------ ----------- ----------- Net cash provided by (used for) operating activities 3,423,169 (1,496,263) 1,347,653 ------------ ----------- ----------- CASH FLOWS FROM FINANCING ACTIVITIES Cash received from offering of Units 5,343,828 11,983,540 10,172,272 Cash paid from redemptions of Units (11,783,215) (12,047,859) (11,199,079) ------------ ----------- ----------- Net cash used for financing activities (6,439,387) (64,319) (1,026,807) ------------ ----------- ----------- Net increase (decrease) in unrestricted cash (3,016,218) (1,560,582) 320,846 Unrestricted cash at beginning of period 44,914,117 46,474,699 46,153,853 ------------ ----------- ----------- Unrestricted cash at end of period 41,897,899 44,914,117 46,474,699 ============ =========== ===========
The accompanying notes are an integral part of these financial statements. MORGAN STANLEY SPECTRUM SELECT L.P. STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, -------------------------------------- 2005 2004 2003 ------------ ----------- ----------- $ $ $ CASH FLOWS FROM OPERATING ACTIVITIES Net income (loss) (29,214,513) (23,311,900) 34,186,905 Noncash item included in net income (loss): Net change in unrealized (3,059,181) 21,655,342 (18,883,947) (Increase) decrease in operating assets: Restricted cash 24,246,115 (15,987,079) (25,458,104) Net option premiums 3,366,493 (2,134,005) (1,232,488) Interest receivable (Morgan Stanley DW) (659,466) (507,361) (15,337) Increase (decrease) in operating liabilities: Accrued brokerage fees (Morgan Stanley DW) (738,682) 1,067,674 738,759 Accrued management fees (60,615) 362,561 305,694 Accrued incentive fees -- (2,227,005) 2,227,005 ------------ ----------- ----------- Net cash used for operating activities (6,119,849) (21,081,773) (8,131,513) ------------ ----------- ----------- CASH FLOWS FROM FINANCING ACTIVITIES Cash received from offering of Units 100,607,663 210,179,028 136,503,231 Cash paid from redemptions of Units (107,667,647) (39,845,039) (30,014,204) ------------ ----------- ----------- Net cash provided by (used for) financing activities (7,059,984) 170,333,989 106,489,027 ------------ ----------- ----------- Net increase (decrease) in unrestricted cash (13,179,833) 149,252,216 98,357,514 Unrestricted cash at beginning of period 488,346,785 339,094,569 240,737,055 ------------ ----------- ----------- Unrestricted cash at end of period 475,166,952 488,346,785 339,094,569 ============ =========== ===========
The accompanying notes are an integral part of these financial statements. MORGAN STANLEY SPECTRUM STRATEGIC L.P. STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, ------------------------------------- 2005 2004 2003 ----------- ----------- ----------- $ $ $ CASH FLOWS FROM OPERATING ACTIVITIES Net income (loss) (5,545,967) 1,248,814 20,513,412 Noncash item included in net income (loss): Net change in unrealized (10,826,414) 5,262,416 (990,641) (Increase) decrease in operating assets: Restricted cash (2,785,615) (3,161,765) (1,920,957) Net option premiums 263,856 414,992 (455,512) Interest receivable (Morgan Stanley DW) (207,268) (172,065) (4,813) Increase (decrease) in operating liabilities: Accrued incentive fees 1,515,612 (622,506) 811,250 Accrued brokerage fees (Morgan Stanley DW) (243,247) 430,756 218,453 Accrued management fees (28,870) 140,911 90,394 ----------- ----------- ----------- Net cash provided by (used for) operating activities (17,857,913) 3,541,553 18,261,586 ----------- ----------- ----------- CASH FLOWS FROM FINANCING ACTIVITIES Cash received from offering of Units 35,344,084 74,620,070 33,067,265 Cash paid from redemptions of Units (36,891,247) (12,769,688) (11,627,695) ----------- ----------- ----------- Net cash provided by (used for) financing activities (1,547,163) 61,850,382 21,439,570 ----------- ----------- ----------- Net increase (decrease) in unrestricted cash (19,405,076) 65,391,935 39,701,156 Unrestricted cash at beginning of period 161,592,256 96,200,321 56,499,165 ----------- ----------- ----------- Unrestricted cash at end of period 142,187,180 161,592,256 96,200,321 =========== =========== ===========
The accompanying notes are an integral part of these financial statements. MORGAN STANLEY SPECTRUM TECHNICAL L.P. STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, -------------------------------------- 2005 2004 2003 ------------ ----------- ----------- $ $ $ CASH FLOWS FROM OPERATING ACTIVITIES Net income (loss) (40,418,141) 36,141,651 87,941,888 Noncash item included in net income (loss): Net change in unrealized 5,277,614 19,092,460 (22,330,997) (Increase) decrease in operating assets: Restricted cash 33,063,604 (71,797,043) (50,136,502) Interest receivable (Morgan Stanley DW) (887,041) (708,483) (22,974) Net option premiums -- 3,973,725 (3,973,725) Increase (decrease) in operating liabilities: Accrued brokerage fees (Morgan Stanley DW) (854,838) 1,682,213 1,041,470 Accrued management fees (2,851) 547,516 411,562 Accrued incentive fees -- (4,924,640) 4,924,640 ------------ ----------- ----------- Net cash provided by (used for) operating activities (3,821,653) (15,992,601) 17,855,362 ------------ ----------- ----------- CASH FLOWS FROM FINANCING ACTIVITIES Cash received from offering of Units 148,524,367 259,672,165 148,609,073 Cash paid from redemptions of Units (138,199,116) (53,013,759) (43,204,854) ------------ ----------- ----------- Net cash provided by financing activities 10,325,251 206,658,406 105,404,219 ------------ ----------- ----------- Net increase in unrestricted cash 6,503,598 190,665,805 123,259,581 Unrestricted cash at beginning of period 584,988,965 394,323,160 271,063,579 ------------ ----------- ----------- Unrestricted cash at end of period 591,492,563 584,988,965 394,323,160 ============ =========== ===========
The accompanying notes are an integral part of these financial statements. MORGAN STANLEY SPECTRUM CURRENCY L.P. SCHEDULES OF INVESTMENTS DECEMBER 31, 2005 AND 2004
LONG UNREALIZED PERCENTAGE SHORT UNREALIZED PERCENTAGE FUTURES AND FORWARD CONTRACTS: GAIN/(LOSS) OF NET ASSETS GAIN/(LOSS) OF NET ASSETS - ------------------------------ --------------- ------------- ---------------- ------------- 2005 PARTNERSHIP NET ASSETS: $208,486,757 $ % $ % Foreign currency (1,081,795) (0.52) 7,283,989 3.49 ---------- ----- --------- ---- Grand Total: (1,081,795) (0.52) 7,283,989 3.49 ========== ===== ========= ==== Unrealized Currency Gain/(Loss) Total Net Unrealized Gain per Statement of Financial Condition 2004 PARTNERSHIP NET ASSETS: $273,100,730 Foreign currency 16,600,066 6.08* 47,887 0.02 ---------- ----- --------- ---- Grand Total: 16,600,066 6.08 47,887 0.02 ========== ===== ========= ==== Unrealized Currency Gain/(Loss) Total Net Unrealized Gain per Statement of Financial Condition
NET UNREALIZED FUTURES AND FORWARD CONTRACTS: GAIN/(LOSS) - ------------------------------ -------------- 2005 PARTNERSHIP NET ASSETS: $208,486,757 $ Foreign currency 6,202,194 ---------- Grand Total: 6,202,194 Unrealized Currency Gain/(Loss) -- ---------- Total Net Unrealized Gain per Statement of Financial Condition 6,202,194 ========== 2004 PARTNERSHIP NET ASSETS: $273,100,730 Foreign currency 16,647,953 ---------- Grand Total: 16,647,953 Unrealized Currency Gain/(Loss) -- ---------- Total Net Unrealized Gain per Statement of Financial Condition 16,647,953 ==========
* No single contract's value exceeds 5% of Net Assets. The accompanying notes are an integral part of these financial statements. MORGAN STANLEY SPECTRUM GLOBAL BALANCED L.P. SCHEDULES OF INVESTMENTS DECEMBER 31, 2005 AND 2004
LONG UNREALIZED PERCENTAGE SHORT UNREALIZED PERCENTAGE FUTURES AND FORWARD CONTRACTS: GAIN/(LOSS) OF NET ASSETS GAIN/(LOSS) OF NET ASSETS - ------------------------------ --------------- ------------- ---------------- ------------- 2005 PARTNERSHIP NET ASSETS: $44,351,826 $ % $ % Commodity 74,261 0.17 (9,113) (0.02) Equity 431,246 0.97 -- -- Foreign currency 25,515 0.06 (31,429) (0.07) Interest rate 37,273 0.08 186,788 0.42 -------- ----- ------- ----- Grand Total: 568,295 1.28 146,246 0.33 ======== ===== ======= ===== Unrealized Currency Loss Total Net Unrealized Gain per Statement of Financial Condition 2004 PARTNERSHIP NET ASSETS: $49,611,618 Commodity (174,817) (0.35) 88,890 0.18 Equity 416,781 0.84 -- -- Foreign currency 233,829 0.47 15,689 0.03 Interest rate 25,587 0.05 181,418 0.37 -------- ----- ------- ----- Grand Total: 501,380 1.01 285,997 0.58 ======== ===== ======= ===== Unrealized Currency Gain Total Net Unrealized Gain per Statement of Financial Condition
NET UNREALIZED FUTURES AND FORWARD CONTRACTS: GAIN/(LOSS) - ------------------------------ ----------- 2005 PARTNERSHIP NET ASSETS: $44,351,826 $ Commodity 65,148 Equity 431,246 Foreign currency (5,914) Interest rate 224,061 -------- Grand Total: 714,541 Unrealized Currency Loss (111,903) -------- Total Net Unrealized Gain per Statement of Financial Condition 602,638 ======== 2004 PARTNERSHIP NET ASSETS: $49,611,618 Commodity (85,927) Equity 416,781 Foreign currency 249,518 Interest rate 207,005 -------- Grand Total: 787,377 Unrealized Currency Gain 29,946 -------- Total Net Unrealized Gain per Statement of Financial Condition 817,323 ========
The accompanying notes are an integral part of these financial statements. MORGAN STANLEY SPECTRUM SELECT L.P. SCHEDULES OF INVESTMENTS DECEMBER 31, 2005 AND 2004
LONG UNREALIZED PERCENTAGE SHORT UNREALIZED PERCENTAGE FUTURES AND FORWARD CONTRACTS: GAIN/(LOSS) OF NET ASSETS GAIN/(LOSS) OF NET ASSETS - ------------------------------ --------------- ------------- ---------------- ------------- 2005 PARTNERSHIP NET ASSETS: $533,002,342 $ % $ % Commodity 15,589,813 2.92 (730,681) (0.14) Equity 1,882,850 0.35 12,500 -- Foreign currency (2,386,026) (0.44) 4,136,927 0.78 Interest rate 684,290 0.13 1,798,925 0.34 ---------- ----- ---------- ----- Grand Total: 15,770,927 2.96 5,217,671 0.98 ========== ===== ========== ===== Unrealized Currency Loss Total Net Unrealized Gain per Statement of Financial Condition 2004 PARTNERSHIP NET ASSETS: $585,306,125 Commodity 5,488,782 0.94 642,817 0.11 Equity 7,810,435 1.33 -- -- Foreign currency 3,951,731 0.68 (2,735,991) (0.47) Interest rate 1,815,260 0.31 828,324 0.14 ---------- ----- ---------- ----- Grand Total: 19,066,208 3.26 (1,264,850) (0.22) ========== ===== ========== ===== Unrealized Currency Loss Total Net Unrealized Gain per Statement of Financial Condition
NET UNREALIZED FUTURES AND FORWARD CONTRACTS: GAIN/(LOSS) - ------------------------------ -------------- 2005 PARTNERSHIP NET ASSETS: $533,002,342 $ Commodity 14,859,132 Equity 1,895,350 Foreign currency 1,750,901 Interest rate 2,483,215 ---------- Grand Total: 20,988,598 Unrealized Currency Loss (2,802,794) ---------- Total Net Unrealized Gain per Statement of Financial Condition 18,185,804 ========== 2004 PARTNERSHIP NET ASSETS: $585,306,125 Commodity 6,131,599 Equity 7,810,435 Foreign currency 1,215,740 Interest rate 2,643,584 ---------- Grand Total: 17,801,358 Unrealized Currency Loss (2,674,735) ---------- Total Net Unrealized Gain per Statement of Financial Condition 15,126,623 ==========
The accompanying notes are an integral part of these financial statements. MORGAN STANLEY SPECTRUM STRATEGIC L.P. SCHEDULES OF INVESTMENTS DECEMBER 31, 2005 AND 2004
LONG UNREALIZED PERCENTAGE SHORT UNREALIZED PERCENTAGE FUTURES AND FORWARD CONTRACTS: GAIN/(LOSS) OF NET ASSETS GAIN/(LOSS) OF NET ASSETS - ------------------------------ --------------- ------------- ---------------- ------------- 2005 PARTNERSHIP NET ASSETS: $169,625,738 $ % $ % Commodity 16,718,531 9.86* (28,242) (0.01) Equity (96,027) (0.06) -- -- Foreign currency (1,327,499) (0.78) (2,048,373) (1.21) Interest rate -- -- 582,959 0.34 ---------- ----- ---------- ----- Grand Total: 15,295,005 9.02 (1,493,656) (0.88) ========== ===== ========== ===== Unrealized Currency Loss Total Net Unrealized Gain per Statement of Financial Condition 2004 PARTNERSHIP NET ASSETS: $183,241,125 Commodity 2,260,763 1.23 811,061 0.44 Equity 746,712 0.41 -- -- Foreign currency 1,083,470 0.59 (1,174,936) (0.64) Interest rate (999,978) (0.54) (59,493) (0.03) ---------- ----- ---------- ----- Grand Total: 3,090,967 1.69 (423,368) (0.23) ========== ===== ========== ===== Unrealized Currency Loss Total Net Unrealized Gain per Statement of Financial Condition
NET UNREALIZED FUTURES AND FORWARD CONTRACTS: GAIN/(LOSS) - ------------------------------ ----------- 2005 PARTNERSHIP NET ASSETS: $169,625,738 $ Commodity 16,690,289 Equity (96,027) Foreign currency (3,375,872) Interest rate 582,959 ---------- Grand Total: 13,801,349 Unrealized Currency Loss (315,566) ---------- Total Net Unrealized Gain per Statement of Financial Condition 13,485,783 ========== 2004 PARTNERSHIP NET ASSETS: $183,241,125 Commodity 3,071,824 Equity 746,712 Foreign currency (91,466) Interest rate (1,059,471) ---------- Grand Total: 2,667,599 Unrealized Currency Loss (8,230) ---------- Total Net Unrealized Gain per Statement of Financial Condition 2,659,369 ==========
* No single contract's value exceeds 5% of Net Assets. The accompanying notes are an integral part of these financial statements. MORGAN STANLEY SPECTRUM TECHNICAL L.P. SCHEDULES OF INVESTMENTS DECEMBER 31, 2005 AND 2004
LONG UNREALIZED PERCENTAGE SHORT UNREALIZED PERCENTAGE FUTURES AND FORWARD CONTRACTS: GAIN/(LOSS) OF NET ASSETS GAIN/(LOSS) OF NET ASSETS - ------------------------------ --------------- ------------- ---------------- ------------- 2005 PARTNERSHIP NET ASSETS: $723,416,093 $ % $ % Commodity 33,767,846 4.66 (1,474,466) (0.20) Equity (1,753,796) (0.24) -- -- Foreign currency (4,881,736) (0.67) (2,151,613) (0.30) Interest rate 1,726,772 0.24 2,349,450 0.32 ---------- ----- ---------- ----- Grand Total: 28,859,086 3.99 (1,276,629) (0.18) ========== ===== ========== ===== Unrealized Currency Loss Total Net Unrealized Gain per Statement of Financial Condition 2004 PARTNERSHIP NET ASSETS: $778,723,887 Commodity 4,959,331 0.63 1,798,641 0.23 Equity 7,857,895 1.01 (817,447) (0.10) Foreign currency 13,746,446 1.77 (2,924,743) (0.38) Interest rate 3,829,920 0.49 (382,283) (0.05) ---------- ----- ---------- ----- Grand Total: 30,393,592 3.90 (2,325,832) (0.30) ========== ===== ========== ===== Unrealized Currency Loss Total Net Unrealized Gain per Statement of Financial Condition
NET UNREALIZED FUTURES AND FORWARD CONTRACTS: GAIN/(LOSS) - ------------------------------ ----------- 2005 PARTNERSHIP NET ASSETS: $723,416,093 $ Commodity 32,293,380 Equity (1,753,796) Foreign currency (7,033,349) Interest rate 4,076,222 ---------- Grand Total: 27,582,457 Unrealized Currency Loss (5,518,321) ---------- Total Net Unrealized Gain per Statement of Financial Condition 22,064,136 ========== 2004 PARTNERSHIP NET ASSETS: $778,723,887 Commodity 6,757,972 Equity 7,040,448 Foreign currency 10,821,703 Interest rate 3,447,637 ---------- Grand Total: 28,067,760 Unrealized Currency Loss (726,010) ---------- Total Net Unrealized Gain per Statement of Financial Condition 27,341,750 ==========
The accompanying notes are an integral part of these financial statements. MORGAN STANLEY SPECTRUM SERIES NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES ORGANIZATION. Morgan Stanley Spectrum Currency L.P. ("Spectrum Currency"), Morgan Stanley Spectrum Global Balanced L.P. ("Spectrum Global Balanced"), Morgan Stanley Spectrum Select L.P. ("Spectrum Select"), Morgan Stanley Spectrum Strategic L.P. ("Spectrum Strategic"), and Morgan Stanley Spectrum Technical L.P. ("Spectrum Technical") (individually, a "Partnership", or collectively, the "Partnerships"), are limited partnerships organized to engage in the speculative trading of futures contracts, options on futures and forward contracts, and forward contracts on physical commodities and other commodity interests, including, but not limited to, foreign currencies, financial instruments, metals, energy, and agricultural products (collectively, "Futures Interests"). The general partner for each Partnership is Demeter Management Corporation ("Demeter"). The non-clearing commodity broker is Morgan Stanley DW Inc. ("Morgan Stanley DW"). The clearing commodity brokers for Spectrum Global Balanced, Spectrum Select, Spectrum Strategic, and Spectrum Technical are Morgan Stanley & Co. Incorporated ("MS&Co.") and Morgan Stanley & Co. International Limited ("MSIL"). Spectrum Currency's clearing commodity broker is MS&Co. For Spectrum Strategic, Morgan Stanley Capital Group Inc. ("MSCG") acts as the counterparty on all of the options on foreign currency forward contracts. Effective January 2006, for Spectrum Technical, MSCG acts as the counterparty on all the options on foreign currency forward contracts. Demeter, Morgan Stanley DW, MS&Co., MSIL, and MSCG are wholly-owned subsidiaries of Morgan Stanley. Demeter is required to maintain a 1% minimum interest in the equity of each Partnership and income (losses) are shared by Demeter and the limited partners based upon their proportional ownership interests. USE OF ESTIMATES. The financial statements are prepared in accordance with accounting principles generally accepted in the United States of America, which require management to make estimates and assumptions that affect the reported amounts in the financial statements and related disclosures. Management believes that the estimates utilized in the preparation of the financial statements are prudent and reasonable. Actual results could differ from those estimates. MORGAN STANLEY SPECTRUM SERIES NOTES TO FINANCIAL STATEMENTS (continued) REVENUE RECOGNITION. Futures Interests are open commitments until settlement date, at which time they are realized. They are valued at market on a daily basis and the resulting net change in unrealized gains and losses is reflected in the change in unrealized trading profit (loss) on open contracts from one period to the next on the Statements of Operations. Monthly, Morgan Stanley DW pays each Partnership interest income equal to 80% of the month's average daily "Net Assets" (as defined in the Limited Partnership Agreements) in the case of Spectrum Currency, Spectrum Select, Spectrum Strategic, and Spectrum Technical, and on 100% in the case of Spectrum Global Balanced. The interest rate is equal to a prevailing rate on U.S. Treasury bills. For purposes of such interest payments, Net Assets do not include monies owed to the Partnerships on Futures Interests. The Partnerships' functional currency is the U.S. dollar; however, they transact business in currencies other than the U.S. dollar. Assets and liabilities denominated in currencies other than the U.S. dollar are translated into U.S. dollars at the rates in effect at the date of the Statements of Financial Condition. Income and expense items denominated in currencies other than the U.S. dollar are translated into U.S. dollars at the rates in effect during the period. Gains and losses resulting from the translation to U.S. dollars are reported in income currently. NET INCOME (LOSS) PER UNIT. Net income (loss) per unit of limited partnership interest ("Unit(s)") is computed using the weighted average number of Units outstanding during the period. CONDENSED SCHEDULES OF INVESTMENTS. In December 2003, the American Institute of Certified Public Accountants' Accounting Standards Executive Committee issued Statement of Position 03-4 ("SOP 03-4") "Reporting Financial Highlights and Schedule of Investments by Nonregistered Investment Partnerships: An Amendment to the Audit and Accounting Guide Audits Of Investment Companies and AICPA Statement of Position 95-2, Financial Reporting By Nonpublic Investment Partnerships". SOP 03-4 requires commodity pools to disclose the number of contracts, the contracts' expiration dates, and the MORGAN STANLEY SPECTRUM SERIES NOTES TO FINANCIAL STATEMENTS (continued) cumulative unrealized gains/(losses) on open futures contracts, when the cumulative unrealized gains/(losses) on an open futures contract exceeds 5% of Net Assets, taking long and short positions into account separately. SOP 03-4 also requires ratios for net investment income/(losses), expenses before and after incentive fees, and net income/(losses) based on average net assets, and ratios for total return before and after incentive fees based on average units outstanding to be disclosed in Financial Highlights. SOP 03-4 was effective for fiscal years ending after December 15, 2003. EQUITY IN FUTURES INTERESTS TRADING ACCOUNTS. The Partnerships' asset "Equity in futures interests trading accounts," reflected on the Statements of Financial Condition, consists of (A) cash on deposit with Morgan Stanley DW, MS&Co, and MSIL for Spectrum Global Balanced, Spectrum Select, Spectrum Strategic, and Spectrum Technical, and Morgan Stanley DW and MS&Co. for Spectrum Currency, to be used as margin for trading; (B) net unrealized gains or losses on open contracts, which are valued at market and calculated as the difference between original contract value and market value; and (C) net option premiums, which represent the net of all monies paid and/or received for such option premiums. The Partnerships, in their normal course of business, enter into various contracts with MS&Co. and MSIL acting as their commodity brokers. Pursuant to brokerage agreements with MS&Co. and MSIL to the extent that such trading results in unrealized gains or losses, these amounts are offset and reported on a net basis on the Partnerships' Statements of Financial Condition. The Partnerships have offset the fair value amounts recognized for forward and options on forward contracts executed with the same counterparty as allowable under the terms of their master netting agreements with MS&Co., the sole counterparty on such contracts. The Partnerships have consistently applied their right to offset. BROKERAGE AND RELATED TRANSACTION FEES AND COSTS. The brokerage fees for Spectrum Currency and Spectrum Global Balanced are accrued at a flat monthly rate of 1/12 of 4.6% (a 4.6% annual rate) of Net Assets as of the first day of each month. MORGAN STANLEY SPECTRUM SERIES NOTES TO FINANCIAL STATEMENTS (continued) Brokerage fees for Spectrum Select, Spectrum Strategic, and Spectrum Technical are currently accrued at a flat monthly rate of 1/12 of 6.00% (a 6.00% annual rate) of Net Assets as of the first day of each month. Effective July 1, 2005, brokerage fees for Spectrum Select, Spectrum Strategic, and Spectrum Technical were reduced from 1/12 of 7.25% (a 7.25% annual rate) to 1/12 of 6.00% (a 6.00% annual rate) of Net Assets as of the first day of each month. Such brokerage fees currently cover all brokerage fees, transaction fees and costs, and ordinary administrative and continuing offering expenses. OPERATING EXPENSES. The Partnerships incur monthly management fees and may incur incentive fees. All common administrative and continuing offering expenses including legal, auditing, accounting, filing fees, and other related expenses are borne by Morgan Stanley DW through the brokerage fees paid by the Partnerships. CONTINUING OFFERING. Units of each Partnership are offered at a price equal to 100% of the Net Asset Value per Unit as of the close of business on the last day of each month. No selling commissions or charges related to the continuing offering of Units are paid by the limited partners or the Partnerships. Morgan Stanley DW pays all such costs. REDEMPTIONS. Limited partners may redeem some or all of their Units at 100% of the Net Asset Value per Unit as of the end of the last day of any month that is at least six months after the closing at which a person first becomes a limited partner. The Request for Redemption must be delivered to a limited partner's local Morgan Stanley Branch Office in time for it to be forwarded and received by Demeter no later than 3:00 p.m., New York City time, on the last day of the month in which the redemption is to be effective. Redemptions must be made in whole Units, in a minimum amount of 50 Units required for each redemption, unless a limited partner is redeeming his entire interest in a Partnership. MORGAN STANLEY SPECTRUM SERIES NOTES TO FINANCIAL STATEMENTS (continued) Units redeemed on or prior to the last day of the twelfth month from the date of purchase will be subject to a redemption charge equal to 2% of the Net Asset Value of a Unit on the Redemption Date. Units redeemed after the last day of the twelfth month and on or prior to the last day of the twenty-fourth month from the date of purchase will be subject to a redemption charge equal to 1% of the Net Asset Value of a Unit on Redemption Date. Units redeemed after the last day of the twenty-fourth month from the date of purchase will not be subject to a redemption charge. The foregoing redemption charges are paid to Morgan Stanley DW. EXCHANGES. On the last day of the first month which occurs more than six months after a person first becomes a limited partner in any of the Partnerships, and at the end of each month thereafter, limited partners may exchange their investment among the Partnerships (subject to certain restrictions outlined in the Limited Partnership Agreements) without paying additional charges. DISTRIBUTIONS. Distributions, other than redemptions of Units, are made on a pro-rata basis at the sole discretion of Demeter. No distributions have been made to date. Demeter does not intend to make any distributions of the Partnerships' profits. INCOME TAXES. No provision for income taxes has been made in the accompanying financial statements, as partners are individually responsible for reporting income or loss based upon their respective share of each Partnership's revenues and expenses for income tax purposes. DISSOLUTION OF THE PARTNERSHIPS. Spectrum Currency, Spectrum Global Balanced, Spectrum Strategic, and Spectrum Technical will terminate on December 31, 2035 and Spectrum Select will terminate on December 31, 2025, regardless of financial condition at such time, or at an earlier date if certain conditions occur as defined in each Partnership's Limited Partnership Agreement. MORGAN STANLEY SPECTRUM SERIES NOTES TO FINANCIAL STATEMENTS (continued) LITIGATION SETTLEMENT. On February 27, 2002, Spectrum Global Balanced, Spectrum Select, Spectrum Strategic, and Spectrum Technical received notification of a preliminary entitlement to payment from the Sumitomo Copper Litigation Settlement Administrator, and the Partnerships received settlement award payments in the amounts of $233,074, $4,636,156, $17,556, and $306,400, respectively, during August 2002, $0, $45,665, $173, and 3,018, respectively, during July 2004 and $2,230, $85,000, $454, and $4,209, respectively, during November 2005. Spectrum Global Balanced received a settlement award payment in the amount of $2,296 during October 2004. Any amounts received are accounted for in the period received, for the benefit of the limited partners at the date of receipt. RECLASSIFICATIONS. Certain prior year amounts relating to cash balances were reclassified on the Statements of Financial Condition and the related Statements of Cash Flows to conform to 2005 presentation. Such reclassifications have no impact to the Partnerships' reported net income (loss). - -------------------------------------------------------------------------------- 2. RELATED PARTY TRANSACTIONS The Partnerships pay brokerage fees to Morgan Stanley DW as described in Note 1. Spectrum Global Balanced, Spectrum Select, Spectrum Strategic, and Spectrum Technical's cash is on deposit with Morgan Stanley DW, MS&Co., and MSIL, and Spectrum Currency's cash is on deposit with Morgan Stanley DW and MS&Co., in futures interests trading accounts to meet margin requirements as needed. Morgan Stanley DW pays interest on these funds as described in Note 1. - -------------------------------------------------------------------------------- 3. TRADING ADVISORS Demeter, on behalf of each Partnership, retains certain commodity trading advisors to make all trading decisions for the Partnerships. The trading advisors for each Partnership at December 31, 2005 were as follows: Morgan Stanley Spectrum Currency L.P. John W. Henry & Company, Inc. Sunrise Capital Partners, LLC Morgan Stanley Spectrum Global Balanced L.P. SSARIS Advisors, LLC MORGAN STANLEY SPECTRUM SERIES NOTES TO FINANCIAL STATEMENTS (continued) Morgan Stanley Spectrum Select L.P. EMC Capital Management, Inc. ("EMC") Northfield Trading L.P. ("Northfield") Rabar Market Research, Inc. ("Rabar") Sunrise Capital Management, Inc. ("Sunrise") Graham Capital Management, L.P. ("Graham"), effective January 1, 2004 Morgan Stanley Spectrum Strategic L.P. Blenheim Capital Management, L.L.C. ("Blenheim") Eclipse Capital Management, Inc. ("Eclipse") FX Concepts (Trading Advisor), Inc. ("FX Concepts"), effective November 1, 2004 Effective April 30, 2004, Allied Irish Capital Management Ltd. was terminated as a trading advisor for Spectrum Strategic. Morgan Stanley Spectrum Technical L.P. Campbell & Company, Inc. ("Campbell") Chesapeake Capital Corporation ("Chesapeake") John W. Henry & Company, Inc. ("JWH") Winton Capital Management Limited ("Winton"), effective January 1, 2004 Compensation to the trading advisors by the Partnerships consists of a management fee and an incentive fee as follows: MANAGEMENT FEE. The management fee for Spectrum Currency is accrued at a rate of 1/12 of 2% per month of Net Assets allocated to each trading advisor on the first day of each month (a 2% annual rate). The management fee for Spectrum Global Balanced is accrued at a rate of 5/48 of 1% per month of Net Assets allocated to its sole trading advisor on the first day of each month (a 1.25% annual rate). The management fee for Spectrum Select is accrued at a rate of 1/4 of 1% per month of Net Assets allocated to EMC, Northfield, Rabar, and Sunrise on the first day of each month (a 3% annual rate) and 1/12 of 2% per month of Net Assets allocated to Graham on the first day of each month (a 2% annual rate). The management fee for Spectrum Strategic is accrued at a rate of 1/12 of 3% per month of Net Assets allocated to Blenheim and Eclipse on the first day of each month (a 3% annual rate) and 1/12 of 2% per month of Net Assets allocated to FX Concepts on the first day of each month (a 2% annual rate). MORGAN STANLEY SPECTRUM SERIES NOTES TO FINANCIAL STATEMENTS (continued) The management fee for Spectrum Technical is accrued at the rate of 1/12 of 2% per month of Net Assets allocated to JWH and Winton on the first day of each month (a 2% annual rate) and 1/12 of 3% per month of Net Assets allocated to Campbell and Chesapeake on the first day of each month (a 3% annual rate). INCENTIVE FEE. Spectrum Currency pays a monthly incentive fee equal to 20% of the trading profits experienced with respect to each trading advisor's allocated Net Assets as of the end of each calendar month. Spectrum Global Balanced pays a monthly incentive fee equal to 15% of the trading profits experienced with respect to the sole trading advisor's allocated Net Assets as of the end of each calendar month. Spectrum Select pays a monthly incentive fee equal to 15% of the trading profits experienced with respect to the Net Assets allocated to each of EMC, Northfield, Rabar, and Sunrise as of the end of each calendar month and 20% of the trading profits experienced with respect to the Net Assets allocated to Graham as of the end of each calendar month. Spectrum Strategic pays a monthly incentive fee equal to 15% of the trading profits experienced with respect to the Net Assets allocated to each of Blenheim and Eclipse as of the end of each calendar month and 20% of the trading profits experienced with respect to the Net Assets allocated to FX Concepts as of the end of each calendar month. Spectrum Technical pays a monthly incentive fee equal to 20% of the trading profits experienced with respect to the Net Assets allocated to each of Campbell, JWH, and Winton as of the end of each calendar month and 19% of the trading profits experienced with respect to the Net Assets allocated to Chesapeake as of the end of each calendar month. Trading profits represent the amount by which profits from futures, forwards, and options trading exceed losses after brokerage and management fees are deducted. For all Partnerships with trading losses, no incentive fee is paid in subsequent months until all such losses are recovered. Cumulative trading losses are adjusted on a pro-rata basis for the net amount of each month's subscriptions and redemptions. MORGAN STANLEY SPECTRUM SERIES NOTES TO FINANCIAL STATEMENTS (continued) - -------------------------------------------------------------------------------- 4. FINANCIAL INSTRUMENTS The Partnerships trade Future Interests. Futures and forwards represent contracts for delayed delivery of an instrument at a specified date and price. Risk arises from changes in the value of these contracts and the potential inability of counterparties to perform under the terms of the contracts. There are numerous factors which may significantly influence the market value of these contracts, including interest rate volatility. The market value of exchange-traded contracts is based on the settlement price quoted by the exchange on the day with respect to which market value is being determined. If an exchange-traded contract could not have been liquidated on such day due to the operation of daily limits or other rules of the exchange, the settlement price shall be the settlement price on the first subsequent day on which the contract could be liquidated. The market value of off-exchange-traded contracts is based on the fair market value quoted by the counterparty. The Partnerships' contracts are accounted for on a trade-date basis and marked to market on a daily basis. The Partnerships account for their derivative investments in accordance with the provisions of Statement of Financial Accounting Standards No. 133, "Accounting for Derivative Instruments and Hedging Activities" ("SFAS No. 133"). SFAS No. 133 defines a derivative as a financial instrument or other contract that has all three of the following characteristics: (1) One or more underlying notional amounts or payment provisions; (2) Requires no initial net investment or a smaller initial net investment than would be required relative to changes in market factors; (3) Terms require or permit net settlement. Generally, derivatives include futures, forward, swaps or options contracts, and other financial instruments with similar characteristics such as caps, floors, and collars. MORGAN STANLEY SPECTRUM SERIES NOTES TO FINANCIAL STATEMENTS (continued) The net unrealized gains (losses) on open contracts at December 31, reported as a component of "Equity in futures interests trading accounts" on the Statements of Financial Condition, and their longest contract maturities were as follows: SPECTRUM CURRENCY
NET UNREALIZED GAINS ON OPEN CONTRACTS LONGEST MATURITIES ------------------------------- ------------------- OFF- OFF- EXCHANGE- EXCHANGE- EXCHANGE- EXCHANGE- YEAR TRADED TRADED TOTAL TRADED TRADED ---- --------- ---------- ---------- --------- --------- $ $ $ 2005 -- 6,202,194 6,202,194 -- Mar. 2006 2004 -- 16,647,953 16,647,953 -- Mar. 2005
SPECTRUM GLOBAL BALANCED
NET UNREALIZED GAINS ON OPEN CONTRACTS LONGEST MATURITIES --------------------------- ------------------- OFF- OFF- EXCHANGE- EXCHANGE- EXCHANGE- EXCHANGE- YEAR TRADED TRADED TOTAL TRADED TRADED ---- --------- --------- ------- --------- --------- $ $ $ 2005 581,983 20,655 602,638 Mar. 2006 Mar. 2006 2004 746,251 71,072 817,323 Mar. 2005 Mar. 2005
SPECTRUM SELECT
NET UNREALIZED GAINS ON OPEN CONTRACTS LONGEST MATURITIES ------------------------------- ------------------- OFF- OFF- EXCHANGE- EXCHANGE- EXCHANGE- EXCHANGE- YEAR TRADED TRADED TOTAL TRADED TRADED ---- ---------- --------- ---------- --------- --------- $ $ $ 2005 16,351,481 1,834,323 18,185,804 Jun. 2007 Mar. 2006 2004 13,504,844 1,621,779 15,126,623 Jun. 2006 Mar. 2005
SPECTRUM STRATEGIC
NET UNREALIZED GAINS/(LOSSES) ON OPEN CONTRACTS LONGEST MATURITIES --------------------------------- ------------------- OFF- OFF- EXCHANGE- EXCHANGE- EXCHANGE- EXCHANGE- YEAR TRADED TRADED TOTAL TRADED TRADED ---- ---------- ---------- ---------- --------- --------- $ $ $ 2005 16,488,302 (3,002,519) 13,485,783 Jun. 2010 Jul. 2006 2004 3,084,000 (424,631) 2,659,369 Mar. 2006 Mar. 2005
SPECTRUM TECHNICAL
NET UNREALIZED GAINS/(LOSSES) ON OPEN CONTRACTS LONGEST MATURITIES --------------------------------- ------------------- OFF- OFF- EXCHANGE- EXCHANGE- EXCHANGE- EXCHANGE- YEAR TRADED TRADED TOTAL TRADED TRADED ---- ---------- ---------- ---------- --------- --------- $ $ $ 2005 26,727,989 (4,663,853) 22,064,136 Jun. 2007 Mar. 2006 2004 15,108,739 12,233,011 27,341,750 Jun. 2006 Mar. 2005
MORGAN STANLEY SPECTRUM SERIES NOTES TO FINANCIAL STATEMENTS (continued) The Partnerships have credit risk associated with counterparty nonperformance. As of the date of the financial statements, the credit risk associated with the instruments in which the Partnerships trade is limited to the amounts reflected in the Partnerships' Statements of Financial Condition. The Partnerships also have credit risk because Morgan Stanley DW, MS&Co., MSIL, and/or MSCG act as the futures commission merchants or the counterparties, with respect to most of the Partnerships' assets. Exchange-traded futures, forward, options on forward, and futures-styled options contracts are marked to market on a daily basis, with variations in value settled on a daily basis. Morgan Stanley DW, MS&Co., and MSIL, each as a futures commission merchant for each Partnership's exchange-traded futures, forward, options on forward, and futures-styled options contracts, are required, pursuant to regulations of the Commodity Futures Trading Commission, to segregate from their own assets, and for the sole benefit of their commodity customers, all funds held by them with respect to exchange-traded futures, forward, options on forward, and futures-styled options contracts, including an amount equal to the net unrealized gains (losses) on all open futures, forward, options on forward, and futures-styled options contracts, which funds, in the aggregate, totaled at December 31, 2005 and 2004 respectively, $44,956,486 and $49,638,767 for Spectrum Global Balanced, $542,760,780 and $577,340,091 for Spectrum Select, $178,269,302 and $181,484,461 for Spectrum Strategic, and $746,142,887 and $761,083,643 for Spectrum Technical. With respect to each Partnership's off-exchange-traded forward currency contracts, there are no daily exchange-required settlements of variation in value, nor is there any requirement that an amount equal to the net unrealized gains (losses) on open forward contracts be segregated. However, each Partnership is required to meet margin requirements equal to the net unrealized loss on open contracts in the Partnership accounts with the counterparty, which is accomplished by daily maintenance of the cash balance in a custody account held at Morgan Stanley DW for the benefit of MS&Co. With respect to those off-exchange-traded forward currency contracts, the Partnerships are at risk to the ability of MS&Co., the sole counterparty on all such contracts, to perform. Each Partnership has a netting agreement with MS&Co. These agreements, which seek to reduce both the Partnerships' and MS&Co.'s exposure on off-exchange-traded forward currency contracts, should materially decrease the Partnerships' credit risk in the event of MS&Co.'s bankruptcy or insolvency. MORGAN STANLEY SPECTRUM SERIES NOTES TO FINANCIAL STATEMENTS (continued) - -------------------------------------------------------------------------------- 5. FINANCIAL HIGHLIGHTS SPECTRUM CURRENCY PER UNIT OPERATING PERFORMANCE: NET ASSET VALUE, JANUARY 1, 2005: $ 14.41 -------- NET OPERATING RESULTS: Interest Income 0.28 Expenses (0.82) Realized Loss (1.54) Unrealized Loss (0.55) -------- Net Loss (2.63) -------- NET ASSET VALUE, DECEMBER 31, 2005: $ 11.78 ======== FOR THE 2005 CALENDAR YEAR: RATIOS TO AVERAGE NET ASSETS: Net Investment Loss (4.4)% Expenses before Incentive Fees 6.8 % Expenses after Incentive Fees 6.8 % Net Loss (21.4)% TOTAL RETURN BEFORE INCENTIVE FEES (18.3)% TOTAL RETURN AFTER INCENTIVE FEES (18.3)% INCEPTION-TO-DATE RETURN 17.8 % COMPOUND ANNUALIZED RETURN 3.0 %
SPECTRUM GLOBAL BALANCED PER UNIT OPERATING PERFORMANCE: NET ASSET VALUE, JANUARY 1, 2005: $ 14.61 ------- NET OPERATING RESULTS: Interest Income 0.43 Expenses (0.85) Realized Profit 1.11 Unrealized Loss (0.07) Proceeds from Litigation Settlement 0.00 ------- Net Income 0.62 ------- NET ASSET VALUE, DECEMBER 31, 2005: $ 15.23 ======= FOR THE 2005 CALENDAR YEAR: RATIOS TO AVERAGE NET ASSETS: Net Investment Loss (2.9)% Expenses before Incentive Fees 5.9 % Expenses after Incentive Fees 5.9 % Net Income 3.9 % TOTAL RETURN BEFORE INCENTIVE FEES 4.2 % TOTAL RETURN AFTER INCENTIVE FEES 4.2 % INCEPTION-TO-DATE RETURN 52.3 % COMPOUND ANNUALIZED RETURN 3.8 %
MORGAN STANLEY SPECTRUM SERIES NOTES TO FINANCIAL STATEMENTS (continued) SPECTRUM SELECT PER UNIT OPERATING PERFORMANCE: NET ASSET VALUE, JANUARY 1, 2005: $ 28.88 -------- NET OPERATING RESULTS: Interest Income 0.63 Expenses (2.54) Realized Profit 0.33 Unrealized Profit 0.15 Proceeds from Litigation Settlement 0.00 -------- Net Loss (1.43) -------- NET ASSET VALUE, DECEMBER 31, 2005: $ 27.45 ======== FOR THE 2005 CALENDAR YEAR: RATIOS TO AVERAGE NET ASSETS: Net Investment Loss (7.2)% Expenses before Incentive Fees 9.5 % Expenses after Incentive Fees 9.5 % Net Loss (5.3)% TOTAL RETURN BEFORE INCENTIVE FEES (5.0)% TOTAL RETURN AFTER INCENTIVE FEES (5.0)% INCEPTION-TO-DATE RETURN 174.5 % COMPOUND ANNUALIZED RETURN 7.3 %
SPECTRUM STRATEGIC PER UNIT OPERATING PERFORMANCE: NET ASSET VALUE, JANUARY 1, 2005: $ 14.56 ------- NET OPERATING RESULTS: Interest Income 0.31 Expenses (1.44) Realized Loss (0.10) Unrealized Profit 0.85 Proceeds from Litigation Settlement 0.00 ------- Net Loss (0.38) ------- NET ASSET VALUE, DECEMBER 31, 2005: $ 14.18 ======= FOR THE 2005 CALENDAR YEAR: RATIOS TO AVERAGE NET ASSETS: Net Investment Loss (8.4)% Expenses before Incentive Fees 9.4 % Expenses after Incentive Fees 10.8 % Net Loss (3.3)% TOTAL RETURN BEFORE INCENTIVE FEES (1.4)% TOTAL RETURN AFTER INCENTIVE FEES (2.6)% INCEPTION-TO-DATE RETURN 41.8 % COMPOUND ANNUALIZED RETURN 3.2 %
MORGAN STANLEY SPECTRUM SERIES NOTES TO FINANCIAL STATEMENTS (concluded) SPECTRUM TECHNICAL PER UNIT OPERATING PERFORMANCE: NET ASSET VALUE, JANUARY 1, 2005: $ 23.63 -------- NET OPERATING RESULTS: Interest Income 0.51 Expenses (2.10) Realized Profit 0.48 Unrealized Loss (0.16) Proceeds from Litigation Settlement 0.00 -------- Net Loss (1.27) -------- NET ASSET VALUE, DECEMBER 31, 2005: $ 22.36 ======== FOR THE 2005 CALENDAR YEAR: RATIOS TO AVERAGE NET ASSETS: Net Investment Loss (7.3)% Expenses before Incentive Fees 9.3 % Expenses after Incentive Fees 9.6 % Net Loss (5.4)% TOTAL RETURN BEFORE INCENTIVE FEES (5.0)% TOTAL RETURN AFTER INCENTIVE FEES (5.4)% INCEPTION-TO-DATE RETURN 123.6 % COMPOUND ANNUALIZED RETURN 7.5 %
Demeter Management Corporation 330 Madison Avenue, 8th Floor New York, NY 10017 [LOGO] Morgan Stanley ADDRESS SERVICE REQUESTED [LOGO] printed on recycled paper DWS 38221-09 PRESORTED STANDARD U.S. POSTAGE PAID PERMIT #374 LANCASTER, PA EX-1 2 dwsfex3101.txt EXHIBIT EXHIBIT 31.01 CERTIFICATIONS I, Jeffrey A. Rothman, President of Demeter Management Corporation (?Demeter?), the general partner of the registrant, Morgan Stanley Spectrum Select L.P., certify that: 1. I have reviewed this annual report on Form 10-K of the registrant; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, and cash flows of the registrant as of, and for, the periods presented in this report; 4. The registrant?s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d- 15 (e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; c) Evaluated the effectiveness of the registrant?s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and d) Disclosed in this report any change in the registrant?s internal control over financial reporting that occurred during the registrant?s most recent fiscal quarter (the registrant?s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant?s internal control over financial reporting; and 5. The registrant?s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant?s auditors and the audit committee of Demeter?s board of directors (or persons performing the equivalent functions): a) All significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting which are reasonably likely to adversely affect the registrant?s ability to record, process, summarize, and report financial information; and b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant?s internal control over financial reporting. Date: March 31, 2006 /s/ Jeffrey A. Rothman Jeffrey A. Rothman President, Demeter Management Corporation, general partner of the registrant EX-2 3 dwsfex3102.txt EXHIBIT EXHIBIT 31.02 CERTIFICATIONS I, Kevin Perry, Chief Financial Officer of Demeter Management Corporation (?Demeter?), the general partner of the registrant, Morgan Stanley Spectrum Select L.P., certify that: 1. I have reviewed this annual report on Form 10-K of the registrant; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, and cash flows of the registrant as of, and for, the periods presented in this report; 4. The registrant?s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d- 15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; c) Evaluated the effectiveness of the registrant?s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and d)Disclosed in this report any change in the registrant?s internal control over financial reporting that occurred during the registrant?s most recent fiscal quarter (the registrant?s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant?s internal control over financial reporting; and 5. The registrant?s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant?s auditors and the audit committee of Demeter?s board of directors (or persons performing the equivalent functions): a) All significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting which are reasonably likely to adversely affect the registrant?s ability to record, process, summarize, and report financial information; and b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant?s internal control over financial reporting. Date: March 31, 2006 /s/ Kevin Perry Kevin Perry Chief Financial Officer, Demeter Management Corporation, general partner of the registrant EX-3 4 dwsfex3201.txt EXHIBIT EXHIBIT 32.01 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Morgan Stanley Spectrum Select L.P. (the ?Partnership?) on Form 10-K for the period ended December 31, 2005 as filed with the Securities and Exchange Commission on the date hereof (the ?Report?), I, Jeffrey A. Rothman, President, Demeter Management Corporation, the general partner of the Partnership, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge: (1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Partnership. By: /s/ Jeffrey A. Rothman Name: Jeffrey A. Rothman Title: President Date: March 31, 2006 EX-4 5 dwsfex3202.txt EXHIBIT EXHIBIT 32.02 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of Morgan Stanley Spectrum Select L.P. (the ?Partnership?) on Form 10-K for the period ended December 31, 2005 as filed with the Securities and Exchange Commission on the date hereof (the ?Report?), I, Kevin Perry, Chief Financial Officer, Demeter Management Corporation, the general partner of the Partnership, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge: (1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Partnership. By: /s/ Kevin Perry Name: Kevin Perry Title: Chief Financial Officer Date: March 31, 2006 -----END PRIVACY-ENHANCED MESSAGE-----