CAMPBELL STRATEGIC ALLOCATION FUND LP
10-Q, 2000-08-10
REAL ESTATE INVESTMENT TRUSTS
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<PAGE>   1
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934

For the quarterly period ended      June 30, 2000
                               ------------------------------------------------

                                                                  or

[  ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934

For the transition period from ____________________to________________________

Commission File number:           0-22260
                          -----------------------------------------------------



                    CAMPBELL STRATEGIC ALLOCATION FUND, L.P.
 ------------------------------------------------------------------------------
               (Exact name of registrant as specified in charter)


           Delaware                                     52-1823554
-----------------------------              ------------------------------------
   (State of Organization)                 (IRS Employer Identification Number)

Court Towers Building
210 West Pennsylvania Avenue
Baltimore, Maryland                                        21204
----------------------------------------   ------------------------------------
(Address of principal executive offices)                   (Zip Code)

 (410) 296-3301
----------------------------------------------------
(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, and (2) has been subject to such filing requirements
for the past 90 days.

                             Yes [ X ]         No [   ]

                          Total number of Pages:  25
                                                -----


<PAGE>   2



                         PART I - FINANCIAL INFORMATION

Item 1.              Financial Statements

The following unaudited financial statements of Campbell Strategic Allocation
Fund, L.P. are included in Item 1:

           Statements of Financial Condition as of June 30, 2000 and
               December 31, 1999

           Statements of Operations for the Three Months and
               Six Months Ended June 30, 2000 and 1999

           Statements of Cash Flows for the Six Months Ended
               June 30, 2000 and 1999

           Statements of Changes in Partners' Capital for the Six Months Ended
               June 30, 2000 and 1999





<PAGE>   3




                    CAMPBELL STRATEGIC ALLOCATION FUND, L.P.
                        STATEMENTS OF FINANCIAL CONDITION
            June 30, 2000 (Unaudited) and December 31, 1999 (Audited)
                                  -----------



<TABLE>
<CAPTION>
                                                                                 June 30,              December 31,
                                                                                   2000                    1999
                                                                                   ----                    ----
<S>                                                                           <C>                      <C>
ASSETS
    Equity in broker trading accounts
        Cash                                                                   $ 44,300,144             $ 54,186,103
        United States government securities                                     288,916,174              256,915,665
        Unrealized gain on open futures contracts                                13,749,307               16,512,156
                                                                               ------------             ------------

                Deposits with broker                                            346,965,625              327,613,924

    Cash and cash equivalents                                                    46,951,709               33,978,199
    United States government securities                                         136,035,439              129,150,061
    Unrealized gain on open forward contracts                                     3,313,400                6,098,317
                                                                               ------------             ------------

                Total assets                                                   $533,266,173             $496,840,501
                                                                               ============             ============

LIABILITIES
    Accounts payable                                                           $    210,297             $    260,063
    Brokerage fee                                                                 3,331,463                3,118,646
    Offering costs payable                                                          279,294                  259,595
    Redemptions payable                                                           5,357,240                9,074,798
    Subscription deposits                                                            50,008                  107,295
                                                                               ------------             ------------

                Total liabilities                                                 9,228,302               12,820,397
                                                                               ------------             ------------

PARTNERS' CAPITAL (NET ASSET VALUE)
    General Partner - 3,201.572 and 2,904.862 units
        outstanding at June 30, 2000 and
        December 31, 1999                                                         5,686,056                5,040,488
    Limited Partners - 291,861.436 and 276,039.045
        units outstanding at June 30, 2000 and
        December 31, 1999                                                       518,351,815              478,979,616
                                                                               ------------             ------------

                Total partners' capital
                   (Net Asset Value)                                            524,037,871              484,020,104
                                                                               ------------             ------------

                                                                               $533,266,173             $496,840,501
                                                                               ============             ============
</TABLE>


                            See accompanying notes.



                                      -3-
<PAGE>   4

                   CAMPBELL STRATEGIC ALLOCATION FUND, L.P.
                           STATEMENTS OF OPERATIONS
             For the Three Months Ended June 30, 2000 and 1999 and
                For the Six Months Ended June 30, 2000 and 1999
                                  (Unaudited)

                                  -----------



<TABLE>
<CAPTION>
                                                                     Three Months                            Six Months
                                                                         Ended                                  Ended
                                                                       June 30,                               June 30,
                                                               2000                1999                2000               1999
                                                               ----                ----                ----               ----
<S>                                                       <C>                  <C>                 <C>                 <C>
INCOME
    Futures trading gains (losses)
        Realized                                           $ 1,624,718         $12,008,887         $14,159,540         $   394,982
        Change in unrealized                                 9,325,842          12,115,832          (2,762,849)         18,897,333
                                                           -----------         -----------         -----------         -----------

                Gain from futures trading                   10,950,560          24,124,719          11,396,691          19,292,315
                                                           -----------         -----------         -----------         -----------

    Forward trading gains (losses)
        Realized                                             1,211,951           9,139,049          11,016,924           4,283,050
        Change in unrealized                                 2,601,314          (3,757,172)         (2,784,917)           (305,396)
                                                           -----------         -----------         -----------         -----------

                Gain from forward trading                    3,813,265           5,381,877           8,232,007           3,977,654
                                                           -----------         -----------         -----------         -----------

    Interest income                                          7,165,839           4,240,493          13,655,611           8,007,742
                                                           -----------         -----------         -----------         -----------

                Total income                                21,929,664          33,747,089          33,284,309          31,277,711
                                                           -----------         -----------         -----------         -----------

EXPENSES
    Brokerage fee                                            9,733,055           7,700,321          19,374,534          14,366,452
    Performance fee                                                  0           1,024,532              27,869           1,024,532
    Operating expenses                                         288,134             147,484             523,520             321,580
                                                           -----------         -----------         -----------         -----------

                Total expenses                              10,021,189           8,872,337          19,925,923          15,712,564
                                                           -----------         -----------         -----------         -----------

                NET INCOME                                 $11,908,475         $24,874,752         $13,358,386         $15,565,147
                                                           ===========         ===========         ===========         ===========

NET INCOME PER GENERAL
AND LIMITED PARTNER UNIT
    (based on weighted average number of
    units outstanding during the period)                   $     41.30         $    105.44         $     46.98         $     69.00
                                                           ===========         ===========         ===========         ===========

INCREASE IN NET ASSET
    VALUE PER GENERAL
    AND LIMITED PARTNER UNIT                               $     37.98         $    101.99         $     40.83         $     52.33
                                                           ===========         ===========         ===========         ===========
</TABLE>


                             See accompanying notes.



                                      -4-
<PAGE>   5



                   CAMPBELL STRATEGIC ALLOCATION FUND, L.P.
                           STATEMENTS OF CASH FLOWS
                For the Six Months Ended June 30, 2000 and 1999
                                  (Unaudited)
                                  -----------



<TABLE>
<CAPTION>
                                                                                             Six Months
                                                                                               Ended
                                                                                              June 30,
                                                                                   2000                     1999
                                                                                   ----                     ----
<S>                                                                            <C>                     <C>
CASH FLOWS FROM (FOR) OPERATING ACTIVITIES
    Net income                                                                 $ 13,358,386            $  15,565,147
    Adjustments to reconcile net income to net cash (for)
    operating activities
        Net change in unrealized                                                  5,547,766              (18,591,937)
        Increase (decrease) in accounts payable and accrued expenses                163,051                 (535,031)
        Net (purchases) of investments in United States
            government securities                                               (38,885,887)            (146,090,868)
                                                                               ------------            -------------

                Net cash (for) operating activities                             (19,816,684)            (149,652,689)
                                                                               ------------            -------------

CASH FLOWS FROM (FOR) FINANCING ACTIVITIES
    Addition of units                                                            65,645,865               79,843,496
    Increase (decrease) in subscription deposits                                    (57,287)                 158,913
    Redemption of units                                                         (37,331,105)             (13,916,758)
    Increase (decrease) in redemptions payable                                   (3,717,558)               1,085,123
    Offering costs charged                                                       (1,655,379)              (1,335,036)
    Increase in offering costs payable                                               19,699                   51,962
                                                                               ------------            -------------

                Net cash from financing activities                               22,904,235               65,887,700
                                                                                -----------            -------------

Net increase (decrease) in cash and cash equivalents                              3,087,551              (83,764,989)

CASH AND CASH EQUIVALENTS
    Beginning of period                                                          88,164,302              133,709,716
                                                                                -----------             ------------

    End of period                                                              $ 91,251,853            $  49,944,727
                                                                                ===========             ============

End of period cash and cash equivalents consists of:
    Cash in broker trading accounts                                            $ 44,300,144            $  16,166,563
    Cash and cash equivalents                                                    46,951,709               33,778,164
                                                                               ------------            -------------

        Total end of period cash and cash equivalents                          $ 91,251,853            $  49,944,727
                                                                               ============            =============
</TABLE>


                             See accompanying notes.



                                      -5-
<PAGE>   6



                    CAMPBELL STRATEGIC ALLOCATION FUND, L.P.
          STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (NET ASSET VALUE)
                 For the Six Months Ended June 30, 2000 and 1999

                                   (Unaudited)
                                   -----------

<TABLE>
<CAPTION>
                                                                          Partners' Capital
                                       --------------------------------------------------------------------------------
                                              General                   Limited                        Total
                                       ---------------------    ------------------------      -------------------------
                                        Units      Amount        Units         Amount          Units          Amount
                                        -----      ------        -----         ------          -----          ------
<S>                                   <C>        <C>          <C>           <C>             <C>            <C>
SIX MONTHS ENDED JUNE 30, 2000

Balances at
    December 31, 1999                 2,904.862  $5,040,488   276,039.045   $478,979,616    278,943.907    $484,020,104

Net income for the six months
    ended June 30, 2000                             133,646                   13,224,740                     13,358,386

Additions                               296.710     530,000    37,032.442     65,115,865     37,329.152      65,645,865

Redemptions                               0.000           0   (21,210.051)   (37,331,105)   (21,210.051)    (37,331,105)

Offering costs                                      (18,078)                  (1,637,301)                    (1,655,379)
                                      ---------  ----------   -----------   ------------    -----------    ------------

Balances at
    June 30, 2000                     3,201.572  $5,686,056   291,861.436   $518,351,815    295,063.008    $524,037,871
                                      =========  ==========   ===========   ============    ===========    ============

SIX MONTHS ENDED JUNE 30, 1999

Balances at
    December 31, 1998                 2,096.643  $3,483,174   204,942.359   $340,473,474    207,039.002    $343,956,648

Net income for the six months
    ended June 30, 1999                             156,241                   15,408,906                     15,565,147

Additions                               445.294     730,000    48,430.419     79,113,496     48,875.713      79,843,496

Redemptions                               0.000           0    (8,422.078)   (13,916,758)    (8,422.078)    (13,916,758)

Offering costs                                      (13,450)                  (1,321,586)                    (1,335,036)
                                      ---------  ----------   -----------   ------------    -----------    ------------

Balances at
    June 30, 1999                     2,541.937  $4,355,965   244,950.700   $419,757,532    247,492.637    $424,113,497
                                      =========  ==========   ===========   ============    ===========    ============
</TABLE>

<TABLE>
<CAPTION>
                                                           Net Asset Value Per General and Limited Partner Unit
                                               ---------------------------------------------------------------------------
                                                June 30,          December 31,           June 30,           December 31,
                                                  2000                1999                 1999                 1998
                                                  ----                ----                 ----                 ----
<S>                                             <C>                <C>                  <C>                  <C>
                                                $1,776.02           $1,735.19            $1,713.64            $1,661.31
                                                =========           =========            =========            =========
</TABLE>

                            See accompanying notes.



                                      -6-
<PAGE>   7

                   CAMPBELL STRATEGIC ALLOCATION FUND, L.P.
                         NOTES TO FINANCIAL STATEMENTS
                                  (Unaudited)

                                  -----------




Note 1.      ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

             A.      General Description of the Fund

                     Campbell Strategic Allocation Fund, L.P. (the Fund) is a
                     Delaware limited partnership which operates as a commodity
                     investment pool.  The Fund engages in the speculative
                     trading of futures contracts and forward contracts.

             B.      Regulation

                     As a registrant with the Securities and Exchange
                     Commission, the Fund is subject to the regulatory
                     requirements under the Securities Acts of 1933 and 1934. As
                     a commodity investment pool, the Fund is subject to the
                     regulations of the Commodity Futures Trading Commission, an
                     agency of the United States (U.S.) government which
                     regulates most aspects of the commodity futures industry;
                     rules of the National Futures Association, an industry
                     self-regulatory organization; and the requirements of the
                     various commodity exchanges where the Fund executes
                     transactions. Additionally, the Fund is subject to the
                     requirements of futures commission merchants (brokers) and
                     interbank market makers through which the Fund trades.

             C.      Method of Reporting

                     The Fund's financial statements are presented in accordance
                     with generally accepted accounting principles, which
                     require the use of certain estimates made by the Fund's
                     management. Transactions are accounted for on the trade
                     date. Gains or losses are realized when contracts are
                     liquidated. Unrealized gains and losses on open contracts
                     (the difference between contract purchase price and market
                     price) are reported in the statement of financial condition
                     as a net gain or loss, as there exists a right of offset of
                     unrealized gains or losses in accordance with Financial
                     Accounting Standards Board Interpretation No. 39 -
                     "Offsetting of Amounts Related to Certain Contracts." Any
                     change in net unrealized gain or loss from the preceding
                     period is reported in the statement of operations. United
                     States government securities are stated at cost plus
                     accrued interest, which approximates market value.

                     For purposes of both financial reporting and calculation of
                     redemption value, Net Asset Value per unit is calculated by
                     dividing Net Asset Value by the number of outstanding
                     units.

             D.      Cash and Cash Equivalents

                     Cash and cash equivalents includes cash and short-term
                     time deposits held at financial institutions.


                                      -7-
<PAGE>   8

                    CAMPBELL STRATEGIC ALLOCATION FUND, L.P.
                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)
                                   (Unaudited)

                                   -----------

Note 1.      ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
             (CONTINUED)

             E.      Income Taxes

                     The Fund prepares calendar year U.S. and state information
                     tax returns and reports to the partners their allocable
                     shares of the Fund's income, expenses and trading gains or
                     losses.

             F.      Offering Costs

                     Campbell & Company, Inc. (Campbell & Company) has incurred
                     total costs in connection with the initial and continuous
                     offering of units of the Fund (offering costs) of
                     $13,393,707 through June 30, 2000, $8,402,729 of which has
                     already been reimbursed to Campbell & Company by the Fund.
                     At June 30, 2000, the Fund reflects a liability in the
                     statement of financial condition for offering costs payable
                     to Campbell & Company of $279,294. The Fund's liability for
                     offering costs is limited to the maximum of total offering
                     costs incurred by Campbell & Company or 2.5% of the
                     aggregate subscriptions accepted during the initial and
                     continuous offerings; this maximum is further limited by 30
                     month pay-out schedules. The Fund is only liable for
                     payment of offering costs on a monthly basis as calculated
                     based on the limitations stated above. If the Fund
                     terminates prior to completion of payment of the calculated
                     amounts to Campbell & Company, Campbell & Company will not
                     be entitled to any additional payments, and the Fund will
                     have no further obligation to Campbell & Company.

                     The amount of monthly reimbursement due to Campbell &
                     Company is charged directly to partners' capital.

             G.      Foreign Currency Transactions

                     The Fund's functional currency is the U.S. dollar; however,
                     it transacts business in currencies other than the U.S.
                     dollar. Assets and liabilities denominated in currencies
                     other than the U.S. dollar are translated into U.S. dollars
                     at the rates in effect at the date of the statement of
                     financial condition. Income and expense items denominated
                     in currencies other than the U.S. dollar are translated
                     into U.S. dollars at the rates in effect during the period.
                     Gains and losses resulting from the translation to U.S.
                     dollars are reported in income currently.


                                      -8-
<PAGE>   9



                    CAMPBELL STRATEGIC ALLOCATION FUND, L.P.
                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)
                                   (Unaudited)

                                   -----------



Note 2.      GENERAL PARTNER AND COMMODITY TRADING ADVISOR

             The general partner of the Fund is Campbell & Company, which
             conducts and manages the business of the Fund. Campbell & Company
             is also the commodity trading advisor of the Fund. The Amended
             Agreement of Limited Partnership provides that Campbell & Company
             may make withdrawals of its units, provided that such withdrawals
             do not reduce Campbell & Company's aggregate percentage interest in
             the Fund to less than 1% of the net aggregate contributions.

             Campbell & Company is required by the Amended Agreement of Limited
             Partnership to maintain a net worth equal to at least 5% of the
             capital contributed by all the limited partnerships for which it
             acts as general partner, including the Fund. The minimum net worth
             shall in no case be less than $50,000 nor shall net worth in excess
             of $1,000,000 be required.

             The Fund pays a monthly brokerage fee equal to 1/12 of 7.7% (7.7%
             annualized) of month-end net assets. Campbell & Company receives 7%
             of this 7.7% fee, a portion (4%) of which is used to compensate
             selling agents for ongoing services rendered and a portion (3%) of
             which is retained by Campbell & Company for trading and management
             services rendered. The remainder of the brokerage fee (0.7%) is
             paid directly to the broker. During the six months ended June 30,
             2000 and 1999, the amounts paid directly to the broker amounted to
             $1,761,321 and $1,306,041, respectively. During the three months
             ended June 30, 2000 and 1999, the amounts paid directly to the
             broker amounted to $884,823 and $700,029, respectively.

             Campbell & Company is also paid a quarterly performance fee of 20%
             of the Fund's aggregate cumulative appreciation in the Net Asset
             Value per unit, exclusive of appreciation attributable to interest
             income.

Note 3.      DEPOSITS WITH BROKER

             The Fund deposits funds with a broker subject to Commodity Futures
             Trading Commission regulations and various exchange and broker
             requirements. Margin requirements are satisfied by the deposit of
             U.S. Treasury bills and cash with such broker. The Fund earns
             interest income on its assets deposited with the broker.

Note 4.      OPERATING EXPENSES

             Operating expenses of the Fund are limited by the Amended Agreement
             of Limited Partnership to 0.5% per year of the average month-end
             Net Asset Value of the Fund. Actual operating expenses were less
             than 0.5% (annualized) of average month-end Net Asset Value for the
             three months and six months ended June 30, 2000 and 1999.


                                      -9-
<PAGE>   10

                    CAMPBELL STRATEGIC ALLOCATION FUND, L.P.
                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)

                                   (Unaudited)
                                   -----------


Note 5.      SUBSCRIPTIONS, DISTRIBUTIONS AND REDEMPTIONS

             Investments in the Fund are made by subscription agreement, subject
             to acceptance by Campbell & Company. As of June 30, 2000 and
             December 31, 1999, amounts received by the Fund from prospective
             limited partners who have not yet been admitted to the Fund by
             Campbell & Company total $50,008 and $107,295, respectively.

             The Fund is not required to make distributions, but may do so at
             the sole discretion of Campbell & Company. A limited partner may
             request and receive redemption of units owned, subject to
             restrictions in the Amended Agreement of Limited Partnership.
             Redemption fees apply through the first twelve month-ends following
             purchase as follows: 4% of Net Asset Value per unit redeemed
             through the third month-end, 3% of Net Asset Value per unit
             redeemed through the sixth month-end, 2% of Net Asset Value per
             unit redeemed through the ninth month-end and 1% of Net Asset Value
             per unit redeemed through the twelfth month-end. After the twelfth
             month-end following purchase of a unit, no redemption fees apply.

Note 6.      TRADING ACTIVITIES AND RELATED RISKS

             The Fund engages in the speculative trading of U.S. and foreign
             futures contracts and forward contracts (collectively,
             "derivatives"). These derivatives include both financial and
             non-financial contracts held as part of a diversified trading
             program. The Fund is exposed to both market risk, the risk arising
             from changes in the market value of the contracts, and credit risk,
             the risk of failure by another party to perform according to the
             terms of a contract.

             Purchase and sale of futures contracts requires margin deposits
             with the broker. Additional deposits may be necessary for any loss
             on contract value. The Commodity Exchange Act requires a broker to
             segregate all customer transactions and assets from such broker's
             proprietary activities. A customer's cash and other property (for
             example, U.S. Treasury bills) deposited with a broker are
             considered commingled with all other customer funds subject to the
             broker's segregation requirements. In the event of a broker's
             insolvency, recovery may be limited to a pro rata share of
             segregated funds available. It is possible that the recovered
             amount could be less than total cash and other property deposited.

             The amount of required margin and good faith deposits with the
             broker and interbank market makers usually range from 10% to 30% of
             Net Asset Value. The market value of securities held to satisfy
             such requirements at June 30, 2000 and December 31, 1999 was
             $424,951,613 and $386,065,726, respectively, which equals 81% and
             80% of Net Asset Value, respectively.


                                      -10-
<PAGE>   11

                    CAMPBELL STRATEGIC ALLOCATION FUND, L.P.
                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)
                                   (Unaudited)

                                   -----------



Note 6.      TRADING ACTIVITIES AND RELATED RISKS (CONTINUED)

             The Fund trades forward contracts in unregulated markets between
             principals and assumes the risk of loss from counterparty
             nonperformance. Accordingly, the risks associated with forward
             contracts are generally greater than those associated with exchange
             traded contracts because of the greater risk of counterparty
             default. Additionally, the trading of forward contracts typically
             involves delayed cash settlement.

             The Fund has a substantial portion of its assets on deposit with
             financial institutions. In the event of a financial institution's
             insolvency, recovery of Fund assets on deposit may be limited to
             account insurance or other protection afforded such deposits.

             For derivatives, risks arise from changes in the market value of
             the contracts. Theoretically, the Fund is exposed to a market risk
             equal to the value of futures and forward contracts purchased and
             unlimited liability on such contracts sold short.

             The unrealized gain (loss) on open futures and forward contracts is
             comprised of the following:

<TABLE>
<CAPTION>
                                                  Futures Contracts                           Forward Contracts
                                                  (exchange traded)                         (non-exchange traded)
                                           June 30, 2000     December 31, 1999       June 30, 2000        December 31, 1999
                                           -------------     -----------------       -------------        -----------------
<S>                                        <C>               <C>                     <C>                  <C>
      Gross unrealized gains                $21,765,208           $16,698,403         $  13,643,053          $  7,528,691
      Gross unrealized (losses)              (8,015,901)             (186,247)          (10,329,653)           (1,430,374)
                                            ------------       --------------         --------------         ------------

      Net unrealized gain                   $13,749,307           $16,512,156         $   3,313,400          $  6,098,317
                                            ============       ==============         ==============         ============
</TABLE>


                                      -11-
<PAGE>   12



                    CAMPBELL STRATEGIC ALLOCATION FUND, L.P.
                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)
                                   (Unaudited)

                                   -----------


Note 6.      TRADING ACTIVITIES AND RELATED RISKS (CONTINUED)

             Open contracts generally mature within three months; as of June 30,
             2000, the latest maturity date for open futures contracts is March
             2001, and the latest maturity date for open forward contracts is
             September 2000. However, the Fund intends to close all contracts
             prior to maturity.

             Campbell & Company has established procedures to actively monitor
             market risk and minimize credit risk, although there can be no
             assurance that they will, in fact, succeed in doing so. Campbell &
             Company's basic market risk control procedures consist of
             continuously monitoring open positions, diversification of the
             portfolio and maintenance of a margin-to-equity ratio that rarely
             exceeds 30%. Campbell & Company seeks to minimize credit risk
             primarily by depositing and maintaining the Fund's assets at
             financial institutions and brokers which Campbell & Company
             believes to be creditworthy. The limited partners bear the risk of
             loss only to the extent of the market value of their respective
             investments and, in certain specific circumstances, distributions
             and redemptions received.

Note 7.      INTERIM FINANCIAL STATEMENTS

             The statement of financial condition as of June 30, 2000, the
             statements of operations for the three months and six months ended
             June 30, 2000 and 1999, and the statements of cash flows and
             changes in partners capital (Net Asset Value) for the six months
             ended June 30, 2000 and 1999 are unaudited. In the opinion of
             management, such financial statements reflect all adjustments,
             which were of a normal and recurring nature, necessary for a fair
             presentation of financial position as of June 30, 2000, the results
             of operations for the three months and six months ended June 30,
             2000 and 1999, and cash flows for the six months ended June 30,
             2000 and 1999.


                                      -12-
<PAGE>   13


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

Introduction

The offering of Campbell Strategic Allocation Fund's (the "Fund") Units of
Limited Partnership Interest commenced on January 12, 1994, and the initial
offering terminated on April 15, 1994 with proceeds of $9,692,439. The
continuing offering period commenced immediately after the termination of the
initial offering period; additional subscriptions totaling $532,845,427 have
been accepted during the continuing offering period as of July 1, 2000.
Redemptions over the same time period total $131,519,933. The Fund commenced
operations on April 18, 1994.

Capital Resources

The Fund will raise additional capital only through the sale of Units offered
pursuant to the continuing offering, and does not intend to raise any capital
through borrowing. Due to the nature of the Fund's business, it will make no
capital expenditures and will have no capital assets which are not operating
capital or assets.

Liquidity

Most United States commodity exchanges limit fluctuations in commodity futures
contracts prices during a single day by regulations referred to as "daily price
fluctuation limits" or "daily limits." During a single trading day, no trades
may be executed at prices beyond the daily limit. Once the price of a futures
contract has reached the daily limit for that day, positions in that contract
can neither be taken nor liquidated. Commodity futures prices have occasionally
moved to the daily limit for several consecutive days with little or no trading.
Similar occurrences could prevent the Fund from promptly liquidating unfavorable
positions and subject the Fund to substantial losses which could exceed the
margin initially committed to such trades. In addition, even if commodity
futures prices have not moved the daily limit, the Fund may not be able to
execute futures trades at favorable prices, if little trading in such contracts
is taking place. Other than these limitations on liquidity, which are inherent
in the Fund's commodity futures trading operations, the Fund's assets are
expected to be highly liquid.



                                      -13-
<PAGE>   14

Results of Operations

The returns for the six months ending June 30, 2000 and 1999 were 2.35% and
3.15%, respectively. Of the 2.35% increase, approximately 3.95% was due to
trading gains (before commissions) and approximately 2.74% was due to interest
income, offset by approximately 4.34% in brokerage fees, performance fees,
operating costs and offering costs borne by the Fund. An analysis of the 3.95%
trading gains by sector is as follows:

<TABLE>
<CAPTION>
SECTOR                            % GAIN (LOSS)
------                            -------------
<S>                               <C>
Interest Rates                         (6.60)%

Stock Indices                           1.32

Currencies                              1.66

Metals                                 (1.40)

Agriculturals                           (.12)

Energy                                  9.09
                                        ----

                                        3.95%
                                        ====
</TABLE>

The first month of the New Year provided a highly volatile environment, which
extended the Fund the opportunity to perform well in most markets and to deliver
a good positive return to investors. Long bond positions held for security over
the Y2K year-end were sold off early in the month benefiting short positions.
Rising interest rates with still moderate inflation numbers helped push the
dollar higher against the Swiss franc, the Yen and the Euro, which benefited
currency positions. In February, the volatility seen in January continued,
providing profits in some markets, but eliminating January's gains in others.
Currencies and energy continued to be profitable, but these gains were more than
offset by losses in short positions in the long-term interest rate sector. March
was a difficult and unsatisfying month. Sharp reversals in the energy sector and
the Yen were the biggest factors in the loss for the month.

The dominant feature of April was the sell-off in the NASDAQ, which ended almost
as quickly as it began as investors used the sell-off as a buying opportunity.
Although the Fund managed gains in both the NASDAQ and S&P indices during the
month, the unprecedented volatility in global equity indices resulted in a small
loss in this sector overall. With respect to the energy sector, the crude market
rallied on news that OPEC would not drastically increase production. The Fund
suffered losses on our short crude positions which more than eliminated gains
made on the upward trend of natural gas. Losses in the interest rates sectors
provided the majority of the losses for the month as the Fund's long positions
quickly became unprofitable as stability returned to the equity markets.

The energy sector, specifically natural gas, provided the majority of the profit
for the month of May. Natural Gas prices moved sharply higher as summer
electricity demand increased. Crude


                                      -14-
<PAGE>   15

oil resumed its upward trend when the markets realized that OPEC production
increases were still not meeting demand. Continued economic strength caused the
Federal Reserve to increase short-term interest rates by 50 basis points
mid-month as anticipated. The Fund experienced a classic whipsaw as its interest
rate positions flipped from long to short, only to see the market rally hard
again as softer economic numbers triggered aggressive short covering. Higher
interest rates pushed the Fund's long U.S. Dollar positions up against the
British Pound, New Zealand Dollar and South African Rand.

During June, the energy sector continued to be the best performer. Although the
mid-month OPEC meeting increased the official supply of crude, most of the
increase was already being made available to the market through quota cheating.
Consequently, the OPEC decision only served to legitimize current production
levels, and this together with the apparent solidarity of OPEC, led to a strong
rally that was profitable for the Fund's long positions. Interest rates traded
sideways during the month causing small losses in many of the contracts traded
in this sector which offset some of the gain earned in energies. The rallies in
the S&P and NASDAQ indices at month-end contributed to a moderate gain in this
sector.

The Fund is unaware of any (i) anticipated known demands, commitments or capital
expenditures; (ii) material trends, favorable or unfavorable, in its capital
resources; or (iii) trends or uncertainties that will have a material effect on
operations. From time to time, certain regulatory agencies have proposed
increased margin requirements on commodity futures contracts. Because the Fund
generally uses a small percentage of assets for margin, the Fund does not
believe that any increase in margin requirements, if adopted as proposed, will
have a material effect on the Fund's operations. Management cannot predict
whether the Fund's Net Asset Value per Unit will increase or decrease. Inflation
is not a significant factor in the Fund's operations, except to the extent that
inflation may affect futures' prices.

Off-Balance Sheet Risk

The Fund trades in futures and forward contracts and is therefore a party to
financial instruments with elements of off-balance sheet market and credit risk.
In entering into these contracts there exists a risk to the Fund (market risk)
that such contracts may be significantly influenced by market conditions, such
as interest rate volatility, resulting in such contracts being less valuable. If
the markets should move against all of the futures interests positions of the
Fund at the same time, and if the Fund's trading advisor was unable to offset
futures interests positions of the Fund, the Fund could lose all of its assets
and the limited partners would realize a 100% loss. Campbell & Company, Inc.,
the general partner (who also acts as trading advisor), minimizes market risk
through real-time monitoring of open positions, diversification of the portfolio
and maintenance of a margin-to-equity ratio that rarely exceeds 30%.

In addition to market risk, in entering into futures and forward contracts there
is a risk to the Fund (credit risk) that a counterparty will not be able to meet
its obligations to the Fund. The counterparty of the Fund for futures contracts
traded in the United States and most foreign


                                      -15-
<PAGE>   16

exchanges on which the Fund trades is the clearinghouse associated with such
exchange. In general, clearinghouses are backed by the membership of the
exchange and will act in the event of non-performance by one of its members or
one of its members' customers, and as such, should significantly reduce this
credit risk. In cases where the Fund trades on exchanges where the clearinghouse
is not backed by the membership (i.e. some foreign exchanges) or when the Fund
enters into off-exchange contracts (i.e. forward contracts) with a counterparty,
the sole recourse of the Fund will be the clearinghouse or the counterparty as
the case may be. Campbell & Company, in its business as a commodity trading
advisor and through its many relationships with brokers, monitors the
creditworthiness of the exchanges and the clearing members of the foreign
exchanges with which it does business for the Fund and other clients. With
respect to forward contract trading, the Fund trades with only those
counterparties which Campbell & Company has determined to be creditworthy. All
positions of the Fund are valued each day on a mark-to-market basis. While
Campbell & Company monitors the creditworthiness and risks involved in dealing
on the various exchanges and with counterparties, there can be no assurance that
an exchange or counterparty will be able to meet its obligations to the Fund.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

INTRODUCTION

Past Results Not Necessarily Indicative of Future Performance

           The Fund 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 Fund'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 Fund's main line of business.

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

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

           Value at Risk is a measure of the maximum amount which the Fund could
reasonably be expected to lose in a given market sector. However, the inherent


                                      -16-
<PAGE>   17

uncertainty of the Fund's speculative trading and the recurrence in the markets
traded by the Fund of market movements far exceeding expectations could result
in actual trading or non-trading losses far beyond the indicated Value at Risk
or the Fund'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 included in this section should
not be considered to constitute any assurance or representation that the Fund's
losses in any market sector will be limited to Value at Risk or by the Fund's
attempts to manage its market risk.

Standard of Materiality

           Materiality as used in this section, "Qualitative and Quantitative
Disclosures About Market Risk," is based on an assessment of reasonably possible
market movements and the potential losses caused by such movements, taking into
account the leverage, and multiplier features of the Fund's market sensitive
instruments.

QUANTIFYING THE FUND'S TRADING VALUE AT RISK

Quantitative Forward-Looking Statements

           The following quantitative disclosures regarding the Fund's market
risk exposures contain "forward-looking statements" within the meaning of the
safe harbor from civil liability provided for such statements by the Private
Securities Litigation Reform Act of 1995 (set forth in Section 27A of the
Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934).
All quantitative disclosures in this section are deemed to be forward-looking
statements for purposes of the safe harbor, except for statements of historical
fact (such as the dollar amount of maintenance margin required for market risk
sensitive instruments held at the end of the reporting period).

           The Fund's risk exposure in the various market sectors traded by the
Advisor is quantified below in terms of Value at Risk. Due to the Fund's
mark-to-market accounting, any loss in the fair value of the Fund's open
positions is directly reflected in the Fund's earnings (realized or unrealized).

           Exchange maintenance margin requirements have been used by the Fund
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
intervals. The maintenance margin levels are established by dealers and
exchanges using historical price studies as well as an assessment of current
market volatility and economic fundamentals to provide a probabilistic estimate
of the

                                      -17-
<PAGE>   18

maximum expected near-term one-day price fluctuation. 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.

           In the case of market sensitive instruments which are not
exchange-traded (exclusively currencies in the case of the Fund), the margin
requirements for the equivalent futures positions have been used as Value at
Risk. In those cases in which a futures-equivalent margin is not available,
dealers' margins have been used.

           In quantifying the Fund's Value at Risk, 100% positive correlation in
the different positions held in each market risk category has been assumed.
Consequently, the margin requirements applicable to the open contracts have
simply been aggregated to determine each trading category's aggregate Value at
Risk. The diversification effects resulting from the fact that the Fund's
positions are rarely, if ever, 100% positively correlated have not been
reflected.

THE FUND'S TRADING VALUE AT RISK IN DIFFERENT MARKET SECTORS

           The following tables indicate the trading Value at Risk associated
with the Fund's open positions by market category as of June 30, 2000, December
31, 1999 and December 31, 1998 and the trading gains/losses by market category
for the six months ended June 30, 2000 and the year ended December 31, 1999. All
open position trading risk exposures of the Fund have been included in
calculating the figures set forth below. As of June 30, 2000, December 31, 1999
and December 31, 1998, the Fund's total capitalization was approximately $524
million, $484 million and $344 million, respectively.

                                  JUNE 30, 2000

<TABLE>
<CAPTION>
                                          % OF TOTAL                TRADING
MARKET SECTOR     VALUE AT RISK           CAPITALIZATION         GAIN/(LOSS)*
-------------     -------------           --------------         ------------
<S>               <C>                    <C>                     <C>
Currencies        $11.11 million              2.12%                  1.66%
Interest Rates    $10.83 million              2.07%                 (6.60%)
Energy            $10.48 million              2.00%                  9.09%
Stock Indices     $ 6.53 million              1.25%                  1.32%
Metals            $ 1.92 million               .36%                 (1.40%)
Agriculturals     $  .50 million               .10%                  (.12%)
                  --------------              ------                 ------
   Total          $41.37 million              7.90%                  3.95%
                  ==============              =====                  =====
</TABLE>


                                      -18-
<PAGE>   19

* - Of the 2.35% return for the six months ended June 30, 2000, approximately
3.95% was due to trading gains (before commissions) and approximately 2.74% was
due to interest income, offset by approximately 4.34% in brokerage fees,
performance fees, operating costs and offering costs borne by the Fund.

                               DECEMBER 31, 1999

<TABLE>
<CAPTION>
                                             % OF TOTAL             TRADING
MARKET SECTOR     VALUE AT RISK           CAPITALIZATION          GAIN/(LOSS)*
-------------     -------------           --------------          ------------
<S>               <C>                     <C>                     <C>
Interest Rates    $ 12.32 million             2.55%                    .60%
Stock Indices     $  7.81 million             1.61%                  (3.06%)
Currencies        $  7.65 million             1.58%                   2.48%
Energy            $  4.80 million              .99%                   8.88%
Metals            $  2.27 million              .47%                    .51%
Agriculturals     $   .19 million              .04%                   (.22%)
                  ----------------            ------                  ------

   Total          $35.04 million              7.24%                   9.19%
                  ==============              =====                   =====
</TABLE>


* - Of the 4.45% return for the year ended December 31, 1999, approximately
9.19% was due to trading gains (before commissions) and approximately 4.68% was
due to interest income, offset by approximately 9.42% in brokerage fees,
performance fees and operating costs borne by the Fund.

MATERIAL LIMITATIONS ON VALUE AT RISK AS AN ASSESSMENT OF MARKET RISK

           The face value of the market sector instruments held by the Fund is
typically many times the applicable maintenance margin requirement (maintenance
margin requirements generally ranging between approximately 1% and 10% of
contract face value) as well as many times the capitalization of the Fund. The
magnitude of the Fund's open positions creates a "risk of ruin" not typically
found in most other investment vehicles. Because of the size of its positions,
certain market conditions -- unusual, but historically recurring from

                                      -19-
<PAGE>   20

time to time -- could cause the Fund to incur severe losses over a short period
of time. The foregoing Value at Risk table -- as well as the past performance of
the Fund -- give no indication of this "risk of ruin."

NON-TRADING RISK

           The Fund has non-trading market risk on its foreign cash balances not
needed for margin. However, these balances (as well as the market risk they
represent) are immaterial. The Fund also has non-trading market risk as a result
of investing a substantial portion of the its available assets in U.S. Treasury
Bills. The market risk represented by these investments is immaterial.

QUALITATIVE DISCLOSURES REGARDING PRIMARY TRADING RISK EXPOSURES

           The following qualitative disclosures regarding the Fund's market
risk exposures -- except for (i) those disclosures that are statements of
historical fact and (ii) the descriptions of how the Fund manages its primary
market risk exposures -- constitute forward-looking statements within the
meaning of Section 27A of the Securities Act and Section 21E of the Securities
Exchange Act. The Fund's primary market risk exposures as well as the strategies
used and to be used by the General Partner and the Advisor for managing such
exposures are subject to numerous uncertainties, contingencies and risks, any
one of which could cause the actual results of the Fund's risk controls to
differ materially from the objectives of such strategies. Government
interventions, defaults and expropriations, illiquid markets, the emergence of
dominant fundamental factors, political upheavals, changes in historical price
relationships, an influx of new market participants, increased regulation and
many other factors could result in material losses as well as in material
changes to the risk exposures and the risk management strategies of the Fund.
There can be no assurance that the Fund's current market exposure and/or risk
management strategies will not change materially or that any such strategies
will be effective in either the short- or long-term. Investors must be prepared
to lose all or substantially all of their investment in the Fund.

           The following were the primary trading risk exposures of the Fund as
of June 30, 2000, by market sector.

Currencies

           Exchange rate risk is the principal market exposure of the Fund. The
Fund's currency exposure is to exchange rate fluctuations, primarily
fluctuations


                                      -20-
<PAGE>   21

which disrupt the historical pricing relationships between different currencies
and currency pairs. These fluctuations are influenced by interest rate changes
as well as political and general economic conditions. The Fund trades in a large
number of currencies, including cross-rates -- i.e., positions between two
currencies other than the U.S. dollar. The General Partner does not anticipate
that the risk profile of the Fund's currency sector will change significantly in
the future. The currency trading Value at Risk figure includes foreign margin
amounts converted into U.S. dollars with an incremental adjustment to reflect
the exchange rate risk inherent to the dollar-based Fund in expressing Value at
Risk in a functional currency other than dollars.

Interest Rates

           Interest rate risk is a significant market exposure of the Fund.
Interest rate movements directly affect the price of the sovereign bond
positions held by the Fund and indirectly the value of its stock index and
currency positions. Interest rate movements in one country as well as relative
interest rate movements between countries materially impact the Fund's
profitability. The Fund's primary interest rate exposure is to interest rate
fluctuations in the United States and the other G-7 countries. However, the Fund
also takes positions in the government debt of Switzerland. The General Partner
anticipates that G-7 interest rates will remain the primary market exposure of
the Fund for the foreseeable future. The changes in interest rates which have
the most effect on the Fund are changes in long-term, as opposed to short-term
rates. Most of the speculative positions held by the Fund are in medium- to
long-term instruments. Consequently, even a material change in short-term rates
would have little effect on the Fund were the medium- to long-term rates to
remain steady.

Stock Indices

           The Fund's primary equity exposure is to equity price risk in the G-7
countries and several other countries (Hong Kong and Spain). The stock index
futures traded by the Fund are by law limited to futures on broadly based
indices. As of June 30, 2000, the Fund's primary exposures were in the Nikkei
(Japan), NASDAQ (USA), IBEX (Spain), S&P 500 (USA) and DAX (Germany) stock
indices. The Fund is primarily exposed to the risk of adverse price trends or
static markets in the major U.S., European and Japanese indices. (Static markets
would not cause major market changes but would make it difficult for the Fund to
avoid being "whipsawed" into numerous small losses.)


                                      -21-
<PAGE>   22

Energy

           The Fund's primary energy market exposure is to gas and oil price
movements, often resulting from political developments in the Middle East. As of
June 30, 2000, crude oil, unleaded gas and gas oil are the dominant energy
market exposures of the Fund. Gas and oil prices can be volatile and substantial
profits and losses have been and are expected to continue to be experienced in
this market.

Metals

           The Fund's metals market exposure is to fluctuations in the price of
aluminum, copper, gold, nickel and zinc. The Advisor's gold trading has been
increasingly limited due to the long-lasting and mainly non-volatile decline in
the price of gold over the last 10-15 years.

Agriculturals

           The Fund's primary agricultural exposure is to softs and grains price
movements, which are often directly affected by severe or unexpected weather
conditions. Coffee and corn accounted for the substantial bulk of the Fund's
agricultural exposure as of June 30, 2000.

QUALITATIVE DISCLOSURES REGARDING NON-TRADING RISK EXPOSURE

           The following were the only non-trading risk exposures of the Fund as
of June 30, 2000.

Foreign Currency Balances

           The Fund's primary foreign currency balances are in Japanese yen,
British pounds and Euros. The Fund controls the non-trading risk of these
balances by regularly converting these balances back into dollars (no less
frequently than twice a month, and more frequently if a particular foreign
currency balance becomes unusually high).

Treasury Bill Positions



                                      -22-
<PAGE>   23

           The Fund's only market exposure in instruments held other than for
trading is in its Treasury Bill portfolio. The Fund holds Treasury Bills
(interest bearing and credit risk-free) with durations no longer than six
months. Violent fluctuations in prevailing interest rates could cause immaterial
mark-to-market losses on the Fund's Treasury Bills, although substantially all
of these short-term investments are held to maturity.

QUALITATIVE DISCLOSURES REGARDING MEANS OF MANAGING RISK EXPOSURE

           The means by which the Fund and the Advisor, severally, attempt to
manage the risk of the Fund's open positions is essentially the same in all
market categories traded. The Advisor applies risk management policies to its
trading which generally limit the total exposure that may be taken per "risk
unit" of assets under management. In addition, the Advisor follows
diversification guidelines (often formulated in terms of the balanced volatility
between markets and correlated groups), as well as imposing "stop-loss" points
at which open positions must be closed out.

           The General Partner controls the risk of the Fund's non-trading
instruments (Treasury Bills held for cash management purposes) by limiting the
duration of such instruments to no more than six months.



                                      -23-
<PAGE>   24



                            PART II-OTHER INFORMATION
<TABLE>
<S>                  <C>
Item 1.              Legal Proceedings.

                     None

Item 2.              Changes in Securities

                     None

Item 3.              Defaults Upon Senior Securities

                     Not applicable.

Item 4.              Submissions of Matters to a vote of Security Holders.

                     None

Item 5.              Other Information

                     None

Item 6.              Exhibits and Reports on Form 8-K.

                     A.  Exhibits

                         27  Financial Data Schedule

                     B.  Reports on Form 8-K

                         None
</TABLE>


                                      -24-
<PAGE>   25

                                   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.

                    CAMPBELL STRATEGIC ALLOCATION FUND, L.P.
                     (Registrant)

                          By:        Campbell & Company, Inc.
                                     General Partner


Date: July 24, 2000       By:        /s/Theresa D. Becks
                                     ------------------------------------------
                                     Theresa D. Becks
                                     Chief Financial Officer/Treasurer/Director


                                      -25-



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