SMITH BARNEY WESTPORT FUTURES FUND LP
497, 1998-02-02
COMMODITY CONTRACTS BROKERS & DEALERS
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                      Smith Barney Futures Management Inc.
                              390 Greenwich Street
                               New York, NY 10013

By EDGAR

Securities and Exchange Commission
450 Fifth Street N.W.
Washington, D.C. 20549

RE:  Smith Barney Westport Futures Fund L.P
     Supplement to Registration Statement on Form S-1
     File No. 333-24923

Ladies and Gentlemen:

     On Behalf of Smith Barney Westport Futures Fund L.P. (the  "Partnership") I
am  transmitting  herewith  for  filing,  pursuant  to  Rule  424 (b) (3) of the
Securities  Act of 1933, as amended,  a Supplement  dated August 31, 1997 to the
Partnership's final prospectus dated May 30, 1997.

Should you have any questions, please telephone me at 723-5424.

Very truly yours,

/s/ Daniel A. Dantuono
    Daniel A. Dantuono
    Chief Financial Officer and
    Director

Enclosures
                                       1
<PAGE>



                                  Smith Barney
                           Westport Futures Fund L.P.
                                   August 1997

Smith Barney Westport Futures Fund L.P. closed its first month of
trading down 3.4% for a month-end Net Asset Value per unit of $965.68.

Each month,  you will  receive from us this  statement  of the Fund's  financial
results and commentary  from the advisor on trading  activities and results.  We
hope to keep you informed  about the progress in your  investment and to provide
you with  information  about the wide  variety of global  commodity  and futures
markets in which the Fund  participates.  We again thank you for your investment
in Smith Barney Westport  Futures Fund and look forward with you to a successful
investment experience.

The following comments pertain to the trading activities of the Fund's
advisor, John W. Henry & Company, Inc.

John W. Henry & Company, Inc. investment programs, with large interest rate
and European currency components, experienced losses in August as fresh worries
about inflation and higher interest rates hit investors on both sides of the
Atlantic.  The month began with sharp sell-offs in U.S. and German bond
markets.  The U.S. 30-year Treasury bond tumbled on August 1 in the biggest
single one-day loss in over a year.

The currency market's two recent high fliers, the U.S. dollar and British pound,
tumbled in world markets.  The dollar plummeted more than two German pfennigs at
mid-month  after trading at eight-year  highs against the German mark. The pound
fell to its  lowest  level in 10 months  against  the dollar and lost 8 pfennigs
against the mark on the news.

Reverberations  were felt in global equity markets. In the U.S., the Dow set new
records for intraday  volatility -- frequently in the last 45 minutes of trading
- -- at one point  gyrating 150 points in less than 15 minutes.  European  bourses
echoed the churning U.S. market.  Stock market volatility and fears of inflation
also  renewed  investor  interest in gold,  resulting  in higher  prices for the
precious metal.

In the commodity markets, small gains in cotton failed to offset losses in other
agricultural markets. Positions in crude oil also resulted in losses.




Smith Barney Futures Management Inc.

<PAGE>
                                  Smith Barney
                           Westport Futures Fund L.P.
                                Account Statement
                            For the Period August 1,
                             Through August 31, 1997


                                                                      Percent
                                                                     of Average
                                                                     Net Assets
                                                                     ----------

Realized losses from trading                            (764,607)        (1.96)
Change in unrealized gains/losses
from trading                                            (260,987)        (0.67)

                                                    ------------        -------

                                                      (1,025,594)        (2.62)
Add, Brokerage commissions
and clearing fees ($2,279)                               222,599          0.57

                                                    ------------        -------
Net realized and unrealized
losses                                                (1,248,193)        (3.19)

Interest Income                                          133,021          0.34

                                                    ------------        -------
                                                      (1,115,172)        (2.85)

                                                    ------------        -------
Less, Expenses:
Management fees                                          130,613          0.33
Other expenses                                             9,320          0.02

                                                    ------------        -------
                                                         139,933          0.36

                                                    ------------        -------
Net Loss                                              (1,255,105)        (3.21)
                                                                        =======


Net assets, August 1, 1997 (Note 1)                 $ 39,731,000
                                                    ------------

Net assets, August 31, 1997                         $ 38,475,895
                                                    ============

Net asset value per unit                            $     951.41
                                                    ============
($38,475,895/40,441 units)

Redemption value per unit (Note 2)                  $     965.68
                                                    ============

Note 1: Net Assets at August 1,1997, 
the date the Fund commenced trading 
operations, consisted of:
Limited Partners' Contributions                     $ 40,036,000
General Partner Contribution                             405,000
Offering and Organization Expenses                      (710,000)
                                                   -------------
                                                    $ 39,731,000
                                                   =============

Note 2: For the purpose of a redemption, any accrued liability for reimburse-
ment of offering and organization expenses will not reduce net asset value per
unit. As a result, the reported redemption value per unit is $965.68.
The net asset value per unit of $951.41 is reflective of charging offering and
organization expenses against the initial capital of the fund and is reported 
for financial reporting purposes only.



To the best of the  knowledge  and belief of the  undersigned,  the  information
contained herein is accurate and complete.

By: /s/ Daniel A. Dantuono
        Daniel A. Dantuono
        Chief Financial Officer

Smith Barney
Futures Management Inc.
General Partner, Smith Barney
Westport Futures Fund L.P.

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