10-Q

FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

(X) QUARTERLY REPORT UNDER SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

OR ( ) TRANSITION REPORT UNDER SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For The Quarter Ended June 30, 2005

Commission File Number 000-25921

SMITH BARNEY AAA ENERGY FUND L.P.

(Exact name of registrant as specified in its charter)

New York				13-3986032
(State or other jurisdiction of				(I.R.S. Employer
incorporation or organization)				Identification No.)

c/o Citigroup Managed Futures LLC
399 Park Avenue. – 7th Fl.
New York, New York 10022

(Address and Zip Code of principal executive offices)

(212) 559-2011

(Registrant's telephone number, including area code)

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

Yes X     No     

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act).

Yes X     No     

SMITH BARNEY AAA ENERGY FUND L.P.

FORM 10-Q

INDEX

								Page Number
PART I - Financial Information:
Item 1.				Financial Statements:
				Statements of Financial Condition at June 30, 2005 and December 31, 2004 (unaudited)					3
				Statements of Income and Expenses and Partners' Capital for the three and six months ended June 30, 2005 and 2004 (unaudited)					4
				Statements of Cash Flows for the three and six months ended June 30, 2005 and 2004 (unaudited)					5
				Notes to Financial Statements, including the Financial Statements of SB AAA Master Fund LLC (unaudited)					6 – 15
Item 2.				Management's Discussion and Analysis of Financial Condition and Results of Operations					16 – 18
Item 3.				Quantitative and Qualitative Disclosures about Market Risk					19
Item 4.				Controls and Procedures					20
PART II - Other Information									21

2

PART I

Item 1. Financial Statements

Smith Barney AAA Energy Fund L.P.
Statements of Financial Condition
(Unaudited)

				June 30, 2005				December 31, 2004
Assets:
Investment in Master, at fair value				$	247,767,517			$	157,088,428
Cash					26,532				48,657
				$	247,794,049			$	157,137,085
Liabilities and Partners' Capital:
Liabilities:
Accrued expenses:
Management fees				$	407,275			$	266,056
Other					35,228				77,778
Due to Special Limited Partner					18,576,146				—
Redemptions payable					618,331				1,173,700
					19,636,980				1,517,534
Partners' capital:
General Partner, 913.9790 Unit equivalents outstanding in 2005 and 2004					3,814,190				2,552,533
Special Limited Partner, 835.5874 Redeemable Units of Limited Partnership Interest outstanding in 2005 and 2004					3,487,048				2,333,604
Limited Partners, 52,922.8000 and 53,972.7219 Redeemable Units of Limited Partnership Interest outstanding in 2005 and 2004, respectively					220,855,831				150,733,414
					228,157,069				155,619,551
				$	247,794,049			$	157,137,085

See Accompanying Notes to Financial Statements.

3

Smith Barney AAA Energy Fund L.P.
Statements of Income and Expenses and Partners' Capital
(Unaudited)

				Three Months Ended June 30,								Six Months Ended June 30,
				2005				2004				2005				2004
Income:
Realized gains on closed positions allocated from Master				$	25,711,094			$	1,919,464			$	39,043,886			$	13,649,843
Change in unrealized gains on open positions allocated from Master					19,701,782				3,768,368				58,613,811				3,294,010
Income allocated from Master					1,142,722				234,602				1,967,727				446,776
Expenses allocated from Master					(1,359,613	)			(1,052,021	)			(2,667,271	)			(2,171,739	)
					45,195,985				4,870,413				96,958,153				15,218,890
Expenses:
Management fee					1,138,618				623,793				2,058,096				1,225,014
Other expenses					25,800				14,400				51,601				29,403
					1,164,418				638,193				2,109,697				1,254,417
Net income before allocation to Special Limited Partner					44,031,567				4,232,220				94,848,456				13,964,473
Allocation to Special Limited Partner					(8,577,769	)			—				(18,576,146	)			—
Net income after allocation to Special Limited Partner					35,453,798				4,232,220				76,272,310				13,964,473
Redemptions — Limited Partners					(1,532,191	)			(4,849,153	)			(3,734,792	)			(10,386,658	)
Net increase (decrease) in Partners' capital					33,921,607				(616,933	)			72,537,518				3,577,815
Partners' capital, beginning of period					194,235,462				123,717,210				155,619,551				119,522,462
Partners' capital, end of period				$	228,157,069			$	123,100,277			$	228,157,069			$	123,100,277
Net asset value per Redeemable Unit (54,672.3664 and 57,505.9993 Redeemable Units outstanding at June 30, 2005 and 2004, respectively)				$	4,173.17			$	2,140.65			$	4,173.17			$	2,140.65
Net income per Redeemable Unit of Limited Partnership Interest and General Partner Unit equivalent				$	645.82			$	71.26			$	1,380.40			$	232.97

See Accompanying Notes to Financial Statements.

4

Smith Barney AAA Energy Fund L.P.
Statements of Cash Flows
(Unaudited)

				Three Months Ended June 30,								Six Months Ended June 30,
				2005				2004				2005				2004
Cash flows from operating activities:
Net income				$	35,453,798			$	4,232,220			$	76,272,310			$	13,964,473
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Changes in operating assets and liabilities:
(Increase) decrease in investment in Master, at fair value					(41,668,001	)			(735,356	)			(90,679,089	)			(4,145,620	)
Accrued expenses:
Increase (decrease) in management fees					57,203				(5,611	)			141,219				(377	)
Increase (decrease) in other					(68,350	)			4,016				(42,550	)			14,719
Increase (decrease) in due to Special Limited Partner					8,577,769				—				18,576,146				—
Net cash provided by operating activities					2,352,419				3,495,269				4,268,036				9,833,195
Cash flows from financing activities:
Payments for redemptions—Limited Partners					(2,420,768	)			(3,491,231	)			(4,290,161	)			(9,806,328	)
Net change in cash					(68,349	)			4,038				(22,125	)			26,867
Cash, at beginning of period					94,881				41,532				48,657				18,703
Cash, at end of period				$	26,532			$	45,570			$	26,532			$	45,570

See Accompanying Notes to Financial Statements.

5

Smith Barney AAA Energy Fund L.P.
Notes to Financial Statements
June 30, 2005
(Unaudited)

1.    General:

Smith Barney AAA Energy Fund L.P. (the "Partnership") is a limited partnership organized on January 5, 1998 under the partnership laws of the State of New York to engage, directly or indirectly, in the speculative trading of a diversified portfolio of commodity options and commodity futures contracts on United States exchanges and certain foreign exchanges. The Partnership may trade commodity futures and options contracts of any kind, but trades solely energy and energy-related products. In addition, the Partnership may enter into swap contracts on energy-related products. The commodity interests that are traded by the Partnership are volatile and involve a high degree of market risk. During the initial offering period (February 12, 1998 through March 15, 1998), the Partnership sold 49,538 redeemable units ("Redeemable Units"). The Partnership commenced trading on March 16, 1998. From March 16, 1998 to August 31, 2001, the Partnership engaged directly in the speculative trading of a diversified portfolio of commodity interests.

Citigroup Managed Futures LLC acts as the General Partner (the "General Partner") of the Partnership and the managing member of the Master, as defined below. The Partnership's/Master's commodity broker is Citigroup Global Markets Inc. ("CGM"). CGM is an affiliate of the General Partner. The General Partner is wholly owned by Citigroup Global Markets Holdings Inc. ("CGMHI"), which is the sole owner of CGM. CGMHI is a wholly owned subsidiary of Citigroup Inc. ("Citigroup").

Effective September 1, 2001, the Partnership allocated substantially all of its capital to the SB AAA Master Fund LLC, a New York limited liability company (the "Master"). With this cash, the Partnership purchased 128,539.1485 Units of the Master with a fair value of $128,539,149 (including unrealized depreciation of $7,323,329). The Master was formed in order to permit accounts managed by AAA Capital Management, Inc. (the "Advisor") using the Energy with Swaps Program, the Advisor's proprietary trading program, to invest together in one trading vehicle. The General Partner and the Advisor believe that trading through this master/feeder structure promotes efficiency and economy in the trading process. Expenses to investors as a result of the investment in the Master are approximately the same and redemption rights are not affected.

As of June 30, 2005, the Partnership owned approximately 43.0% of the Master. It is the Partnership's intention to continue to invest substantially all of its assets in the Master. The performance of the Partnership is directly affected by the performance of the Master. The Master's Statements of Financial Condition, Statements of Income and Expenses and Members' Capital, Condensed Schedules of Investments and Statements of Cash Flows are included herein.

The accompanying financial statements are unaudited but, in the opinion of management, include all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the Partnership's financial condition at June 30, 2005 and December 31, 2004 and the results of its operations and cash flows for the three and six months ended June 30, 2005 and 2004. These financial statements present the results of interim periods and do not include all disclosures normally provided in annual financial statements. You should read these financial statements together with the financial statements and notes included in the Partnership's Annual Report on Form 10-K filed with the Securities and Exchange Commission for the year ended December 31, 2004.

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

The Master's Statements of Financial Condition and Condensed Schedules of Investments as of June 30, 2005 and December 31, 2004 and Statements of Income and Expenses and Members' Capital and Statements of Cash Flows for the three and six months ended June 30, 2005 and 2004 are presented below:

6

Smith Barney AAA Energy Fund L.P.
Notes to Financial Statements
June 30, 2005
(Unaudited)

SB AAA Master Fund LLC
Statements of Financial Condition
(Unaudited)

				June 30, 2005				December 31, 2004
Assets:
Equity in commodity futures trading account:
Cash (restricted $4,846,704 and $29,327,275, respectively)				$	392,802,010			$	302,866,457
Net unrealized appreciation on open futures positions					116,789,122				33,027,068
Unrealized appreciation on open swaps positions					203,478,964				93,606,729
Commodity options owned, at fair value (cost $88,869,306 and $39,565,244, respectively)					115,904,017				51,017,766
					828,974,113				480,518,020
Due from brokers					10,054,265				2,425,135
Interest receivable					920,148				459,835
				$	839,948,526			$	483,402,990
Liabilities and Members' Capital:
Liabilities:
Unrealized depreciation on open swap positions				$	183,958,350			$	89,659,294
Commodity options written, at market value (premium received $92,027,929 and $54,943,984, respectively)					68,801,302				52,353,395
Accrued expenses:
Commissions					2,586,372				1,662,591
Professional fees					8,254				2,000
Due to brokers					7,675,292				2,753,610
Due to CGM					—				22,978
Distribution payable					911,756				453,587
					263,941,326				146,907,455
Members' Capital:
Members' Capital, 196,355.4097 and 185,364.2361 Units outstanding in 2005 and 2004, respectively					576,007,200				336,495,535
				$	839,948,526			$	483,402,990

7

Smith Barney AAA Energy Fund L.P.
Notes to Financial Statements
June 30, 2005
(Unaudited)

SB AAA Master Fund LLC
Condensed Schedule of Investments
June 30, 2005
(Unaudited)

Sector				Number of Contracts				Contract				Fair Value
Energy
								Futures contracts purchased 29.20%
					6,920			NYMEX Henry Hub Gas Swap Oct. 05 - Dec. 09 5.34%				$	30,755,128
					4,875			NYMEX Natural Gas Dec. 05 - Dec. 09 12.82%					73,838,702
								Other 11.04%					63,609,101
													168,202,931
								Futures contracts sold (8.93)%					(51,413,809	)
								Total futures contracts 20.27%					116,789,122
								Options owned 20.12%
					5,476			NYMEX Crude Aug. 05 - Dec. 07 9.66%					55,651,440
								Other 10.46%					60,252,577
													115,904,017
								Options written (11.94)%					(68,801,302	)
								Total options 8.18%					47,102,715
								Unrealized appreciation on Swaps contracts 35.33%
					2,625			Gulf Coast Unleaded Gas Calendar 2005 - 2006 12.83%					73,905,361
					2,005			NYMEX Heating Oil Calendar 2005 - 2006 9.44%					54,371,458
								Other 13.06%					75,202,145
													203,478,964
								Unrealized depreciation on Swaps contracts (31.94)%
					2,450			Gulf Coast Unleaded Gas Calendar 2005 - 2006 (12.24)%					(70,472,066	)
					1,050			NYMEX Heating Oil Calendar 2005 - 2006 (5.97)%					(34,392,305	)
								Other (13.73)%					(79,093,979	)
													(183,958,350	)
				Total Energy Fair Value 31.84%								$	183,412,451

Country Composition				Investments at Fair Value				% of Investments at Fair Value
United Kingdom				$	10,798,457				5.89	%
United States					172,613,994				94.11
				$	183,412,451				100.00	%

Percentages are based on Members' Capital unless otherwise indicated.

8

Smith Barney AAA Energy Fund L.P.
Notes to Financial Statements
June 30, 2005
(Unaudited)

SB AAA Master Fund LLC
Condensed Schedule of Investments
December 31, 2004

Sector				Number of Contracts				Contract				Fair Value
Energy
								Futures contracts purchased 0.37%				$	1,240,430
								Futures contracts sold 9.45%
					2,626			NYMEX Natural Gas Feb. 05 – May 09 6.77%					22,776,795
								Other 2.68%					9,009,843
													31,786,638
								Total futures contracts 9.82%					33,027,068
								Options owned 15.16%					51,017,766
								Options written (15.56)%
					6,992			NYMEX Natural Gas Feb. 05 – Jan 06 (7.67)%					(25,794,540	)
								Other (7.89)%					(26,558,855	)
													(52,353,395	)
								Unrealized appreciation on Swaps contracts 27.82%
					1,450			Gulf Coast Unleaded Gas Calendar 2006 6.50%					21,867,545
					1,080			NYMEX Unleaded Gas Calendar 2005 6.98%					23,491,972
								Other 14.34%					48,247,212
													93,606,729
								Unrealized depreciation on Swaps contracts (26.65)%
					1,450			Gulf Coast Unleaded Gas Calendar 2006 (5.60)%					(18,846,201	)
					820			NYMEX Unleaded Gas Calendar 2005 (6.29)%					(21,159,503	)
								Other (14.76)%					(49,653,590	)
													(89,659,294	)
Total Energy Fair Value 10.59%												$	35,638,874

Country Composition				Investments at Fair Value				% of Investments at Fair Value
United Kingdom				$	1,752,837				4.92	%
United States					33,886,037				95.08
				$	35,638,874				100.00	%

Percentages are based on Members' Capital unless otherwise indicated.

9

Smith Barney AAA Energy Fund L.P.
Notes to Financial Statements
June 30, 2005

(Unaudited)

SB AAA Master Fund LLC
Statements of Income and Expenses and Members' Capital
(Unaudited)

				Three Months Ended June 30,								Six Months Ended June 30,
				2005				2004				2005				2004
Income:
Net gains (losses) on trading of commodity interests:
Realized gains on closed positions				$	59,813,219			$	3,978,261			$	89,629,447			$	28,569,544
Change in unrealized gains (losses) on open positions					45,857,753				7,896,158				135,553,460				6,856,964
					105,670,972				11,874,419				225,182,907				35,426,508
Interest income					2,724,168				506,446				4,664,278				965,959
					108,395,140				12,380,865				229,847,185				36,392,467
Expenses:
Brokerage commissions including clearing fees of $410,082, $321,424, $727,286 and $591,163, respectively					3,098,850				2,183,710				6,040,508				4,511,007
Professional fees					67,862				15,689				122,386				27,429
					3,166,712				2,199,399				6,162,894				4,538,436
Net income					105,228,428				10,181,466				223,684,291				31,854,031
Additions					32,264,517				4,371,518				75,289,996				5,911,026
Redemptions					(36,649,976	)			(13,073,006	)			(54,873,321	)			(30,355,980	)
Distribution of interest to feeder funds					(2,692,662	)			(498,827	)			(4,589,301	)			(948,785	)
Net increase in Members' capital					98,150,307				981,151				239,511,665				6,460,292
Members' capital, beginning of period					477,856,893				260,536,778				336,495,535				255,057,637
Members' capital, end of period				$	576,007,200			$	261,517,929			$	576,007,200			$	261,517,929
Net asset value per Unit (196,355.4097 and 191,545.8749 Units outstanding at June 30, 2005 and 2004, respectively)				$	2,933.49			$	1,365.30			$	2,933.49			$	1,365.30
Net income per Unit of Member Interest				$	535.54			$	52.27			$	1,141.57			$	161.43

10

Smith Barney AAA Energy Fund L.P.
Notes to Financial Statements
June 30, 2005

(Unaudited)

SB AAA Master Fund LLC
Statements of Cash Flows
(Unaudited)

				Three Months Ended June 30,								Six Months Ended June 30,
				2005				2004				2005				2004
Cash flows from operating activities:
Net income				$	105,228,428			$	10,181,466			$	223,684,291			$	31,854,031
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Changes in operating assets and liabilities:
(Increase) decrease in restricted cash					(1,546,704	)			(1,125,055	)			24,480,571				15,923,186
(Increase) decrease in net unrealized appreciation/depreciation on open futures positions					(39,138,657	)			(7,201,122	)			(83,762,054	)			(6,465,052	)
(Increase) decrease in unrealized appreciation on open swaps contracts					15,515,826				(16,763,737	)			(109,872,235	)			(6,832,480	)
(Increase) decrease in commodity options owned, at fair value					(9,150,792	)			2,576,851				(64,886,251	)			9,089,088
(Increase) decrease in due from brokers					(2,746,802	)			(3,830,615	)			(7,629,130	)			(2,693,224	)
(Increase) decrease in interest receivable					(84,412	)			(13,763	)			(460,313	)			(25,061	)
Increase (decrease) in unrealized depreciation on open swaps contracts					(14,851,315	)			25,262,360				94,299,056				34,600,832
Increase (decrease) in commodity options written, at fair value					9,148,623				(7,144,971	)			16,447,907				(19,623,957	)
Accrued expenses:
Increase (decrease) in commissions					(52,074	)			(58,429	)			923,781				4,394
Increase (decrease) in professional fees					(48,270	)			(8,525	)			6,254				(17,085	)
Increase (decrease) in due to brokers					688,143				2,034,138				4,921,682				555,998
Increase (decrease) in due to CGM					—				—				(22,978	)			—
Net cash provided by (used in) operating activities					62,961,994				3,908,598				98,130,581				56,370,670
Cash flows from financing activities:
Proceeds from additions					32,264,517				4,371,518				75,289,996				5,911,026
Payments for redemptions					(36,649,976	)			(13,073,006	)			(54,873,321	)			(30,355,980	)
Distribution of interest to feeder funds					(2,609,144	)			(483,946	)			(4,131,132	)			(919,883	)
Net cash provided by (used in) financing activities					(6,994,603	)			(9,185,434	)			16,285,543				(25,364,837	)
Net change in cash					55,967,391				(5,276,836	)			114,416,124				31,005,833
Unrestricted cash, at beginning of period					331,987,915				219,171,775				273,539,182				182,889,106
Unrestricted cash, at end of period				$	387,955,306			$	213,894,939			$	387,955,306			$	213,894,939

11

Smith Barney AAA Energy Fund L.P.
Notes to Financial Statements
June 30, 2005

(Unaudited)

2.    Financial Highlights:

Changes in Net Asset Value per Redeemable Unit for the three and six months ended June 30, 2005 and 2004 were as follows:

				Three Months Ended June 30,								Six Months Ended June 30,
				2005				2004				2005				2004
Net realized and unrealized gains *				$	803.00			$	78.20			$	1,720.11			$	246.60
Interest income					20.81				3.95				35.66				7.42
Expenses and allocation to Special Limited Partner**					(177.99	)			(10.89	)			(375.37	)			(21.05	)
Increase for the period					645.82				71.26				1,380.40				232.97
Net Asset Value per Redeemable Unit, beginning of period					3,527.35				2,069.39				2,792.77				1,907.68
Net Asset Value per Redeemable Unit, end of period				$	4,173.17			$	2,140.65			$	4,173.17			$	2,140.65
*Includes commissions allocated from the Master.
**Excludes commissions allocated from the Master.

Ratios to average net assets:***
Net investment loss before incentive fee allocation****					(2.7	)%			(4.7	)%			(3.0	)%			(4.9	)%
Operating expense					4.9	%			5.5	%			5.1	%			5.7	%
Incentive fee allocation					4.1	%			—	%			9.8	%			—	%
Total expenses					9.0	%			5.5	%			14.9	%			5.7	%
Total return:
Total return before incentive fee allocation					22.8	%			3.4	%			61.6	%			12.2	%
Incentive fee allocation					(4.5	)%			—	%			(12.2	)%			—	%
Total return after incentive fee allocation					18.3	%			3.4	%			49.4	%			12.2	%

***	Annualized (except for incentive fee allocation)

****	Interest income less total expenses (exclusive of incentive fee allocation)

	The above ratios may vary for individual investors based on the timing of capital transactions during the year. Additionally, these ratios are calculated for the Limited Partner class using the Limited Partners' share of income, expenses and average net assets.

12

Smith Barney AAA Energy Fund L.P.
Notes to Financial Statements
June 30, 2005

(Unaudited)

Financial Highlights of the Master:

				Three Months Ended June 30,								Six Months Ended June 30,
				2005				2004				2005				2004
Net realized and unrealized gains *				$	522.04			$	49.73			$	1,118.42			$	156.69
Interest Income					13.85				2.61			$	23.78				4.89
Expenses **					(0.35	)			(0.07	)		$	(0.63	)			(0.15	)
Increase for the period					535.54				52.27			$	1,141.57				161.43
Distributions					(13.69	)			(2.58	)		$	(23.40	)			(4.80	)
Net Asset Value per Unit, beginning of period					2,411.64				1,315.61			$	1,815.32				1,208.67
Net Asset Value per Unit, end of period				$	2,933.49			$	1,365.30			$	2,933.49			$	1,365.30
*Includes brokerage commissions
**Excludes brokerage commissions

Ratios to average net assets:***
Net investment loss ****					(0.3	)%			(2.6	)%			(0.7	)%			(2.7	)%
Operating expense					2.5	%			3.4	%			2.7	%			3.6	%
Total return					22.2	%			4.0	%			62.9	%			13.4	%

***	Annualized

****	Interest income less total expenses

	The above ratios may vary for individual investors based on the timing of capital transactions during the year.

13

Smith Barney AAA Energy Fund L.P.
Notes to Financial Statements
June 30, 2005
(Unaudited)

3.    Trading Activities:

The Partnership was formed for the purpose of trading contracts in a variety of commodity interests, including derivative financial instruments and derivative commodity instruments. The Partnership invests the majority of its assets through a "master fund/feeder fund" structure. The results of the Partnership's investment in the Master are shown in the Statements of Income and Expenses and Partners' Capital and are discussed in Item 2., Management's Discussion and Analysis of Financial Condition and Results of Operations.

The Customer Agreements between the Partnership and CGM and the Master and CGM give the Partnership and the Master, respectively, the legal right to net unrealized gains and losses.

All of the commodity interests owned by the Master are held for trading purposes. The average fair values of these interests during the six and twelve months ended June 30, 2005 and December 31, 2004, based on a monthly calculation, were $108,011,613 and $37,750,006, respectively. The fair values of these commodity interests, including options and swaps thereon, if applicable, at June 30, 2005 and December 31, 2004 were $183,412,451 and $35,638,874, respectively. Fair values for exchange-traded commodity futures and options are based on quoted market prices for those futures and options. Fair values for all other financial instruments for which market quotations are not readily available are based on calculations approved by the General Partner.

4.    Financial Instrument Risks:

In the normal course of its business, the Partnership, through its investment in the Master, is party to financial instruments with off-balance sheet risk, including derivative financial instruments and derivative commodity instruments. These financial instruments may include forwards, futures, options and swaps, whose values are based upon an underlying asset, index, or reference rate, and generally represent future commitments to exchange currencies or cash flows, or to purchase or sell other financial instruments at specific terms at specified future dates, or, in the case of derivative commodity instruments, to have a reasonable possibility to be settled in cash through physical delivery or with another financial instrument. These instruments may be traded on an exchange or over-the-counter ("OTC"). Exchange-traded instruments are standardized and include futures and certain option contracts. OTC contracts are negotiated between contracting parties and include forwards and certain options. Each of these instruments is subject to various risks similar to those related to the underlying financial instruments including market and credit risk. In general, the risks associated with OTC contracts are greater than those associated with exchange-traded instruments because of the greater risk of default by the counterparty to an OTC contract. The Master's swap contracts are OTC contracts.

Market risk is the potential for changes in the value of the financial instruments traded by the Master due to market changes, including interest and foreign exchange rate movements and fluctuations in commodity or security prices. Market risk is directly impacted by the volatility and liquidity in the markets in which the related underlying assets are traded.

Credit risk is the possibility that a loss may occur due to the failure of a counterparty to perform according to the terms of a contract. Credit risk with respect to exchange-traded instruments is reduced to the extent that an exchange or clearing organization acts as a counterparty to the transactions. The Partnership's/Master's risk of loss in the event of counterparty default is typically limited to the amounts recognized in the statements of financial condition and not represented by the contract or notional amounts of the instruments. The Partnership, through its investment in the Master, has concentration risk because a significant counterparty or broker with respect to the Master's assets is CGM.

The General Partner monitors and controls the Partnership's/Master's risk exposure on a daily basis through financial, credit and risk management monitoring systems, and accordingly believes that it has

14

Smith Barney AAA Energy Fund L.P.
Notes to Financial Statements
June 30, 2005
(Unaudited)

effective procedures for evaluating and limiting the credit and market risks to which the Partnership/Master is subject. These monitoring systems allow the General Partner to statistically analyze actual trading results with risk adjusted performance indicators and correlation statistics. In addition, on-line monitoring systems provide account analysis of futures, forwards and options positions by sector, margin requirements, gain and loss transactions and collateral positions.

The majority of these instruments mature within one year of June 30, 2005. However, due to the nature of the Partnership's/Master's business, these instruments may not be held to maturity.

15

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

Liquidity and Capital Resources

The Partnership does not engage in the sale of goods or services. Its only assets are its investment in the Master and cash. The Master does not engage in the sale of goods or services. Because of the low margin deposits normally required in commodity futures trading, relatively small price movements may result in substantial losses to the Partnership. While substantial losses could lead to a decrease in liquidity, no such losses occurred during the second quarter of 2005.

The Partnership's capital consists of the capital contributions of the partners as increased or decreased by its investment in the Master, expenses, interest income and redemptions of Redeemable Units and distributions of profits, if any.

For the six months ended June 30, 2005, Partnership capital increased 46.6% from $155,619,551 to $228,157,069. This increase was attributable to net income from operations of $76,272,310, which was partially offset by the redemptions of 1,049.9219 Redeemable Units resulting in an outflow of $3,734,792. Future redemptions can impact the amount of funds available for investment in the Master in subsequent periods.

The Master's capital consists of the capital contributions of the members as increased or decreased by realized and/or unrealized gains or losses on commodity futures trading, expenses, interest income, redemptions of Units and distributions of profits, if any.

For the six months ended June 30, 2005, the Master's capital increased 71.2% from $336,495,535 to $576,007,200. This increase was attributable to net income from operations of $223,684,291, coupled with the addition of 35,296.0105 Units totaling $75,289,996 which was partially offset by the redemptions of 24,304.8373 Units totaling $54,873,321 and distributions of interest totaling $4,589,301 to the non-managing members of the Master. Future redemptions can impact the amount of funds available for investments in commodity contract positions in subsequent periods.

Critical Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates.

All commodity interests (including derivative financial instruments and derivative commodity instruments) are used for trading purposes. The commodity interests are recorded on trade date and open contracts are recorded in the statement of financial condition at fair value on the last business day of the period, which represents market value for those commodity interests for which market quotations are readily available or other measures of fair value deemed appropriate by management of the General Partner for those commodity interests and foreign currencies for which market quotations are not readily available, including dealer quotes for swaps and certain option contracts. Investments in commodity interests denominated in foreign currencies are translated into U.S. dollars at the exchange rates prevailing on the last business day of the period. Realized gains (losses) and changes in unrealized values on commodity interests and foreign currencies are recognized in the period in which the contract is closed or the changes occur and are included in net gains (losses) on trading of commodity interests.

The value of the Partnership's investment in the Master reflects the Partnership's proportional interest in the members' capital of the Master. All of the income and expenses and unrealized and realized gains and losses from the commodity transactions of the Master are allocated pro rata among the investors at the time of such determination.

Foreign currency contracts are those contracts where the Partnership agrees to receive or deliver a fixed quantity of foreign currency for an agreed-upon price on an agreed future date. Foreign currency contracts are valued daily, and the Partnership's net equity therein, representing unrealized gain or loss

16

on the contracts, as measured by the difference between the forward foreign exchange rates at the dates of entry into the contracts and the forward rates at the reporting dates, is included in the statements of financial condition. Realized gains (losses) and changes in unrealized values on foreign currency contracts are recognized in the period in which the contract is closed or the changes occur and are included in the statements of income and expenses and partners' capital.

Results of Operations

During the Partnership's second quarter of 2005, the Net Asset Value per Redeemable Unit increased 18.3% from $3,527.35 to $4,173.17 as compared to an increase of 3.4% in the second quarter of 2004. The Partnership experienced a net trading gain before brokerage commissions and related fees in the second quarter of 2005 of $45,412,876. Gains were primarily attributable to the Master's trading of commodity futures in NYMEX Crude Oil, NYMEX Gasoline, NYMEX Heating Oil, IPE Natural Gas, NYMEX Natural Gas, NYMEX Unleaded Gas and OTC Energy Swaps and were partially offset by losses in IPE Crude Oil, NYMEX Energy Swaps and IPE Gas Oil. The Partnership experienced a net trading gain before brokerage commissions and related fees in the second quarter of 2004 of $5,687,832. Gains were primarily attributable to the Master's trading of commodity futures in NYMEX Heating Oil and NYMEX Natural Gas and were partially offset by losses in energy swaps, IPE Gas Oil, NYMEX Unleaded Gas and NYMEX Crude Oil.

The second quarter of 2005 trading results reflected continued vitality in the global energy markets with positive performance each month. While the first quarter saw strong one direction moves in price across all sectors, the second quarter witnessed the development of a more two-sided market and the accentuation of price disequilibrium over the time horizon for forward contracts. The discretionary and non-directional trading style of the Partnership's Advisor generated an 18.3% return for the quarter.

Receiving the most public attention has been the high and now volatile price of crude oil. The near term contract experienced a $15.00 a barrel range in price during the quarter. But more relevantly to the Advisor's trading this occurred in several phases and more than once. In April, crude had a range of $8.00 a barrel, swung $12.00 from April's high to May's low of $46.20 a barrel and back to the low $60s in June. Options trading and spread positions were profitable during this period. Trading in heating oil and gasoline was also profitable as the market reflected seasonal usage speculation and led to volatile market conditions.

Trading in natural gas was also profitable with successful spread trading being short the near months while maintaining a bullish position on the long dated contracts. Natural gas started to reflect some of the dynamics of the deferred crude contracts showing over bought conditions on the near months not justified by long-term production and supply expectations.

During the six months ended June 30, 2005, the Net Asset Value per Redeemable Unit increased 49.4% from $2,792.77 to $4,173.17 as compared to an increase of 12.2% in the same period of 2004. The Partnership experienced a net trading gain before brokerage commissions and related fees in the six months ended June 30, 2005 of $97,657,697. Gains were primarily attributable to the Master's trading of commodity futures in NYMEX Crude Oil, NYMEX Gasoline, NYMEX Heating Oil, IPE Natural Gas, NYMEX Natural Gas, NYMEX Unleaded Gas, and OTC Energy Swaps and were partially offset by losses in IPE Crude Oil, NYMEX Energy Swaps and IPE Gas Oil. The Partnership experienced a net trading gain before brokerage commissions and related fees in the six months ended June 30, 2004 of $16,943,853. Gains were primarily attributable to the Master's trading of commodity futures in NYMEX Crude Oil, NYMEX Heating Oil, NYMEX Natural Gas and NYMEX Unleaded Gas and were partially offset by losses in IPE Brent Crude Oil.

Commodity futures markets are highly volatile. The potential for broad and rapid price fluctuations increases the risks involved in commodity trading, but also increases the possibility of profit. The profitability of the Partnership (and the Master) depends on the Advisor's ability to forecast price changes in energy and energy-related commodities. Such price changes are influenced by, among other things, changing supply and demand relationships, weather, governmental, agricultural, commercial and trade programs and policies, national and international political and economic events and changes in interest rates. To the extent that the Advisor correctly makes such forecasts, the Partnership (and the Master) expects to increase capital through operations.

17

Interest income on 80% of the Partnership's average daily equity allocated to it by the Master was earned at a 30-day U.S. Treasury bill rate determined weekly by CGM based on the average non-competitive yield on 3-month U.S. Treasury bills maturing in 30 days. CGM may continue to maintain the Master's assets in cash and/or place all of the Master's assets in 90-day Treasury bills and pay the Partnership 80% of the interest earned on the Treasury bills purchased. CGM will retain 20% of any interest earned on Treasury bills purchased. Interest income allocated from the Master for the three and six months ended June 30, 2005 increased by $908,120 and $1,520,951, as compared to the corresponding periods in 2004. The increase in interest income is primarily due to higher assets and higher interest rates during the three and six months ended June 30, 2005 as compared to 2004.

Management fees are calculated as a percentage of the Partnership's net asset value as of the end of each month and are affected by trading performance and redemptions. Management fees for the three and six months ended June 30, 2005 increased by $514,825 and $833,082 as compared to the corresponding periods in 2004. The increase in management fees is due to higher net assets during the three and six months ended June 30, 2005 as compared to 2004.

Special limited partner profit share allocations (incentive fees) are based on the new trading profits generated by the Advisor at the end of the year, as defined in the advisory agreement between the Partnership, the General Partner and the Advisor. The profit share allocation accrued for the three and six months ended June 30, 2005 was $8,577,769 and $18,576,146. There was no profit share allocation accrued for the three and six months ended June 30, 2004.

18

Item 3.    Quantitative and Qualitative Disclosures about Market Risk

All of the Partnership's assets are subject to the risk of trading loss through its investment in the Master. The Master is a speculative commodity pool. The market sensitive instruments held by it are acquired for speculative trading purposes, and all or substantially all of the Master's assets are subject to the risk of trading loss. Unlike an operating company, the risk of market sensitive instruments is integral, not incidental, to the Master's main line of business.

Market movements result in frequent changes in the fair value of the Master's open positions and, consequently, in its earnings and cash flow. The Master's market risk is influenced by a wide variety of factors, including the level and volatility of interest rates, exchange rates, equity price levels, the value of financial instruments and contracts, the diversification effects of the Master's open positions and the liquidity of the markets in which it trades.

The Master rapidly acquires and liquidates both long and short positions in a range of different markets. Consequently, it is not possible to predict how a particular future market scenario will affect performance, and the Master's past performance is not necessarily indicative of its future results.

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

Exchange maintenance margin requirements have been used by the Master as the measure of its Value at Risk. Maintenance margin requirements are set by exchanges to equal or exceed the maximum losses reasonably expected to be incurred in the fair value of any given contract in 95%-99% of any one-day interval. Maintenance margin has been used rather than the more generally available initial margin, because initial margin includes a credit risk component, which is not relevant to Value at Risk.

The following table indicates the trading Value at Risk associated with the Master's open positions by market category as of June 30, 2005 and the highest, lowest and average value during the three months ended June 30, 2005. All open position trading risk exposures of the Master have been included in calculating the figures set forth below. As of June 30, 2005, the Master's total capitalization was $576,007,200. There has been no material change in the trading Value at Risk information previously disclosed in the Partnership's Annual Report on Form 10-K for the year ended December 31, 2004.

June 30, 2005

												Three Months Ended June 30, 2005
Market Sector				Value at Risk				% of Total Capitalization				High Value at Risk				Low Value at Risk				Average Value* at Risk
Energy				$	38,464,932				6.68	%		$	45,410,038			$	22,733,165			$	37,913,492
Energy Swaps					3,710,046				0.64	%		$	3,710,046			$	3,300,000			$	3,436,682
Total				$	42,174,978				7.32	%

	* Average monthly Values at Risk

19

Item 4.    Controls and Procedures

The General Partner of the Partnership, with the participation of the General Partner's Chief Executive Officer and the Chief Financial Officer, has evaluated the effectiveness of the design and operation of its disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act) with respect to the Partnership within 90 days of the filing date of this quarterly report, and, based on this evaluation, has concluded that these disclosure controls and procedures are effective. Additionally, there were no significant changes in the Partnership's internal controls or in other factors that could significantly affect these controls subsequent to the date of this evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

20

PART II. OTHER INFORMATION

Item 1.    Legal Proceedings

The following information supplements and amends our discussion set forth under Item, 3 "Legal Proceedings" in the Partnership's Annual Report on Form 10-K for the year ended December 31, 2004 and under Part II, Item 1, "Legal Proceedings" in the Partnership's Quarterly Report on Form 10-Q for the quarter ended March 31, 2005.

Enron-Related Civil Actions

On June 13, 2005, Citigroup announced a settlement of the Enron class action litigation (Newby, et al. v. Enron Corp., et al.) currently pending in the United States District Court for the Southern District of Texas, Houston Division. This settlement resolves all claims against Citigroup brought on behalf of the class of purchasers of publicly traded equity and debt securities issued by Enron and Enron-related entities between September 9, 1997 and December 2, 2001. The settlement, which involves a pre-tax payment of $2.0 billion to the settlement class, is fully covered by Citigroup's existing litigation reserves. It is subject to approval by the Board of Regents of the University of California (the lead plaintiff), the Citigroup Board and the District Court in Texas.

Mutual Funds

On May 31, 2005, Citigroup announced that Smith Barney Fund Management LLC and Citigroup Global Markets completed a settlement with the SEC resolving an investigation by the SEC into matters relating to arrangements between certain Smith Barney mutual funds, an affiliated transfer agent and an unaffiliated sub-transfer agent. Under the terms of the settlement, Citigroup agreed to pay fines totaling $208.1 million. The settlement, in which Citigroup neither admitted nor denied any wrongdoing or liability, includes allegations of willful misconduct by Smith Barney Fund Management LLC and Citigroup Global Markets in failing to disclose aspects of the transfer agent arrangements to certain mutual fund investors.

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

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

Period

(a) Total Number of Shares (or Units) Purchased*

(b) Average Price Paid per Share (or Unit)**

(c) Total Number of Shares (or Units) Purchased as Part of Publicly Announced Plans or Programs

(d) Maximum Number (or Approximate Dollar Value) of Shares (or Units) that May Yet Be Purchased Under the Plans or Programs

April 1, 2005 – April 30, 2005

133.3803

$3,655.42

N/A

N/A

May 1, 2005 – May 31, 2005

111.5682

$3,820.97

N/A

N/A

June 1, 2005 – June 30, 2005

148.1681

$4,173.17

N/A

N/A

Total

393.1166

$3,883.19

N/A

N/A

* Generally, Limited Partners are permitted to redeem their Redeemable Units as of the end of each month on 10 days' notice to the General Partner. Under certain circumstances, the General Partner may compel redemption but to date the General Partner has not exercised this right. Purchases of Redeemable Units by the Partnership reflected in the chart above were made in the ordinary course of the Partnership's business in connection with effecting redemptions for Limited Partners.

	** Redemptions of Redeemable Units are effected as of the last day of each month at the Net Asset Value per Redeemable Unit as of that day.

21

Item 3.    Defaults Upon Senior Securities – None

Item 4.    Submission of Matters to a Vote of Security Holders – None

Item 5.    Other Information – None

Item 6.    Exhibits

	The exhibits required to be filed by Item 601 of Regulation S-K are incorporated herein by reference to the exhibit index of the Partnership's Annual Report on Form 10-K for the period ended December 31, 2004.

Exhibit – 31.1 - Rule 13a-14(a)/15d-14(a) Certification
(Certification of President and Director)

Exhibit – 31.2 - Rule 13a-14(a)/15d-14(a) Certification
(Certification of Chief Financial Officer and Director)

Exhibit – 32.1 - Section 1350 Certification
(Certification of President and Director).

Exhibit – 32.2 - Section 1350 Certification
(Certification of Chief Financial Officer and Director).

22

SIGNATURES

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

Smith Barney AAA Energy Fund L.P.

By:				Citigroup Managed Futures LLC
				(General Partner)
By:				/s/ David J. Vogel
				David J. Vogel President and Director
Date:				August 9, 2005
By:				/s/ Daniel R. McAuliffe, Jr.
				Daniel R. McAuliffe, Jr. Chief Financial Officer and Director
Date:				August 9, 2005

23

EX-31.1

Exhibit 31.1

CERTIFICATIONS

I, David J. Vogel, certify that:

1.	I have reviewed this quarterly report on Form 10-Q of Smith Barney AAA Energy Fund L.P. (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 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 the registrant's board of directors (or persons performing the equivalent functions):

a)	all significant deficiencies and material weaknesses in the design or operation of internal control 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: August 9, 2005

				/s/ David J. Vogel
				David J. Vogel Citigroup Managed Futures LLC President and Director

EX-31.2

Exhibit 31.2

CERTIFICATIONS

I, Daniel R. McAuliffe, Jr., certify that:

1.	I have reviewed this quarterly report on Form 10-Q of Smith Barney AAA Energy Fund L.P. (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 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 the registrant's board of directors (or persons performing the equivalent functions):

a)	all significant deficiencies and material weaknesses in the design or operation of internal control 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: August 9, 2005

				/s/ Daniel R. McAuliffe, Jr.
				Daniel R. McAuliffe, Jr. Citigroup Managed Futures LLC Chief Financial Officer and Director

EX-32.1

Exhibit 32.1

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 Quarterly Report of Smith Barney AAA Energy Fund L.P. (the "Partnership") on Form 10-Q for the period ending June 30, 2005 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, David J. Vogel, President and Director of Citigroup Managed Futures LLC, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

(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.

/s/ David J. Vogel
David J. Vogel Citigroup Managed Futures LLC President and Director

August 9, 2005

EX-32.2

Exhibit 32.2

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 Quarterly Report of Smith Barney AAA Energy Fund L.P. (the "Partnership") on Form 10-Q for the period ending June 30, 2005 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Daniel R. McAuliffe, Jr., Chief Financial Officer and Director of Citigroup Managed Futures LLC, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

(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 operation of the Partnership.

/s/ Daniel R. McAuliffe, Jr.
Daniel R. McAuliffe, Jr. Citigroup Managed Futures LLC Chief Financial Officer and Director

August 9, 2005