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 November 30, 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.
                                  November 1997

The redemption value of the Smith Barney Westport Futures Fund L.P. was $968.87
per unit at the end of November, was essentially unchanged from the close of
October.

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

In  November  the price of gold fell  below  $300 an ounce for the first time in
over 12 years on reports that the planned European Central Bank is not likely to
hold  substantial  gold  reserves.  Considered  for centuries as a safe haven in
times of inflation,  gold today is valued more for its uses as a commodity  than
for its role as an alternative  monetary  asset.  As a result,  positions in all
metals traded produced gains.

In Asia,  the Nikkei was  whipsawed on a daily basis by rumors of more  failures
and by the government's  confusing message as to whether or not it would support
the use of public funds for a bailout. As a result,  profitable positions in the
yen and  additional  gains in the British pound offset losses in the German mark
and Swiss franc.

Positions in crude oil resulted in losses as prices declined on reduced tensions
in the Middle East and the prospect for increased  production  quotas from OPEC.
In the grains  and  oilseeds  markets,  positions  in soybean  meal and bean oil
produced modest gains as prices rose on strong demand from buyers overseas.

Important Note From the General Partner

Smith  Barney  Holdings  Inc.,  the  parent  company  of  Smith  Barney  Futures
Management  Inc.  ("SBFMI")  has merged with Salomon  Brothers  Holding Inc. The
parent company of SBFMI is now called Salomon Smith Barney Holdings Inc.






Smith Barney Futures Management Inc.

<PAGE>
                                  Smith Barney
                           Westport Futures Fund L.P.
                                Account Statement
                           For the Period November 1,
                            Through November 30, 1997


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

Realized gains from trading                      $1,726,291               1.95%
Change in unrealized gains/losses
   from trading                                  (1,093,286)             (1.23)
                                             ---------------        -----------

                                                    633,005               0.71

Less, Brokerage commissions
   and clearing fees ($7,819)                       503,705               0.57
                                             ---------------        -----------

Net realized and unrealized gains                   129,300               0.16

Interest Income                                     162,633               0.18
                                             ---------------        -----------

                                                    291,933               0.33
                                             ---------------        -----------

Less, Expenses:
   Management fees                                  296,299               0.33
   Incentive fees                                    36,549               0.04
   Other expenses                                     9,016               0.01
                                             ---------------        -----------

                                                    341,864               0.39
                                             ---------------        -----------

Net Loss                                            (49,931)             (0.06)%
                                                                    ===========

Additions (12,403.2126 L.P. units at
October 31, 1997 redemption value
per unit of $971.20)                             12,046,000

Additions (124.5881 G.P. units at
October 31, 1997 redemption value
per unit of $971.20)                                121,000

Redemption (10 L.P. units at
November 30,1997 redemption value
per unit of $968.87)                                 (9,689)
                                             ---------------

Increase in net assets                           12,107,380


Net assets, October 31, 1997                     76,396,842
                                             ---------------

Net assets, November 30, 1997                   $88,504,222
                                             ===============

Net asset value per unit                            $968.87
                                             ===============
  ($88,607,324 / 91,347.9027 units)




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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