June 22, 1999 John W. Henry & Company, Inc. One Glendinning Place Westport, Ct. 06880 Attn: Ms. Beth Kenton Re: Management Agreement Renewal Smith Barney Mid- West Futures Fund L.P. II Dear Ms. Kenton: We are writing with respect to your management...

June 22, 1999



▇▇▇▇ ▇. ▇▇▇▇▇ & Company, Inc.
▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇
▇▇▇▇▇▇▇▇, ▇▇. ▇▇▇▇▇
Attn: ▇▇. ▇▇▇▇ ▇▇▇▇▇▇


         Re:      Management Agreement ▇▇▇▇▇▇▇
                  ▇▇▇▇▇ ▇▇▇▇▇▇ Mid-West Futures Fund ▇.▇. ▇▇

Dear ▇▇. ▇▇▇▇▇▇:

We are  writing  with  respect  to  your  management  agreement  concerning  the
commodity pool to which reference is made above (the "Management Agreement"). We
are extending the term of the Management Agreement through June 30, 2000 and all
other provisions of the Management Agreement will remain unchanged.

Please  acknowledge  receipt of this  modification  by signing  one copy of this
letter and returning it to the  attention of ▇▇. ▇▇▇▇▇▇  ▇▇▇▇▇▇▇▇ at the address
above or fax to  ▇▇▇-▇▇▇-▇▇▇▇.  If you have any  questions  I can be  reached at
▇▇▇-▇▇▇-▇▇▇▇.

Very truly yours,

▇▇▇▇▇ ▇▇▇▇▇▇ FUTURES MANAGEMENT INC.



By:
         ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
         Chief Financial Officer,
         Director & Treasurer

RECEIVED

▇▇▇▇ ▇. ▇▇▇▇▇ & COMPANY, INC.


By:

Print Name:

DAD/sr