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): October 27, 2006

                     SMITH BARNEY WESTPORT FUTURES FUND L.P.
                     ---------------------------------------
             (Exact name of registrant as specified in its charter)


   New York                           0-24111               13-3939393
   --------                           -------               ----------
(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 5.02   Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

     The Registrant does not have a board of directors. The Registrant's general
partner, Citigroup Managed Futures LLC (the "General Partner"), is managed by a
board of directors.

     As of October 27, 2006, the following changes in the principals of the
General Partner became effective:

     Ms. Maureen O'Toole resigned as a director.

     Mr. Daniel R. McAuliffe, Jr. resigned as chief financial officer.

     Ms. Jennifer Magro was appointed chief financial officer. Ms. Magro has
been a director and vice president of the General Partner (since May 2005 and
August 2001, respectively).

     Mr. Steven Ciampi was appointed a director. Mr. Ciampi, age 51, is the Head
of Product Development and Strategic Initiatives for the Hedge Fund and Managed
Futures business for Citigroup Alternative Investments in Europe. Mr. Ciampi
joined Citigroup in 1993 as part of the Institutional Futures division in its
Chicago office. He relocated to London and was responsible for Citigroup's
futures business in Europe and Australia from 1997 until 2001. From 2001 to
2005, he was the European Head of Equity Finance and Prime Brokerage. Mr. Ciampi
began his career with Drexel Burnham Lambert. He was previously a Vice Chairman
of the UK Futures Industry Association, an Executive Committee member of the
Futures and Options Association, and a member of the Chicago Board of Trade.





                                   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.



                                        SMITH BARNEY WESTPORT FUTURES
                                        FUND L.P.

                                        By: Citigroup Managed Futures LLC,
                                        General Partner



                                        By /s/ David J. Vogel
                                           -------------------------------------
                                           David J. Vogel
                                           President and Director


                                        By /s/ Jennifer Magro
                                           -------------------------------------
                                           Jennifer Magro
                                           Chief Financial Officer and Director


Date: October 31, 2006