8-K 1 file1.htm FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 1, 2008 SALOMON SMITH BARNEY ORION FUTURES FUND L.P. (Exact name of registrant as specified in its charter) New York 0-50271 22-3644546 -------------- ------------------ ------------------ (State or other (Commission File (IRS Employer jurisdiction of Number) Identification No.) incorporation) c/o Citigroup Managed Futures LLC 731 Lexington Avenue - 25th Floor New York, NY 10022 (Address and Zip Code of principal executive offices) Registrant's telephone number, including area code: (212) 559-2011 -------------- Not Applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): [_] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [_] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [_] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [_] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 3.02 Unregistered Sales of Equity Securities On June 1, 2008, the Fund issued 6,467.2454 Units in exchange for $15,534,000 in a transaction that was not registered under the Act. The Units were issued in reliance upon applicable exemptions from registration under Section 4(2) of the Act and Section 506 of Regulation D promulgated thereunder.

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 hereunto duly authorized. SALOMON SMITH BARNEY ORION FUTURES FUND L.P. By: Citigroup Managed Futures LLC, General Partner By /s/ Jerry Pascucci ---------------------------------------------- Jerry Pascucci President and Director By /s/ Jennifer Magro ---------------------------------------------- Jennifer Magro Chief Financial Officer and Director Date: June 5, 2008

June 5, 2008 VIA EDGAR Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Salomon Smith Barney Orion Futures Fund L.P. Current Report on Form 8-K Ladies and Gentlemen: On behalf of Salomon Smith Barney Orion Futures Fund L.P. and pursuant to Rule 13a-11 promulgated by the Securities and Exchange Commission (the "Commission"), we transmit herewith for filing with the Commission via EDGAR a Current Report on Form 8-K pursuant to the Securities Exchange Act of 1934 and the rules and regulations thereunder. Should members of the Commission's staff have any questions or comments with respect to this filing, please contact the undersigned at (212) 559-5046. Very truly yours, /s/ Brian Centner ------------------------------------------------- Brian Centner