SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
--------------
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1997
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 33-96292
Fremont Fund, Limited Partnership
---------------------------------
(Exact Name of Registrant as Specified in Its Charter)
Indiana 35-1949364
- ------- ----------
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
2990 W. 120, Fremont, IN 46737
- ---------------------------------------- -----
(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, Including Area Code (219) 833-1505
- ------------------------------------------------------------------------
Former Name, Address and Fiscal Year, if Changed, Since Last Report
No such changes occurred
Indicate by check [X] 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 (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. Yes [X] No [ ]
Part 1 - FINANCIAL INFORMATION
Item 1. Financial Statements.
The unaudited financial statements for the Registrant for the three months
ended March 31, 1997, are attached hereto and made a part hereof.
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
Registrant continues to sell Units of Limited Partnership interests. As of
March 31, 1997, Registrant had sold 906.47 Units for a total face value of
$1,042,907. As provided in the Form S-1 filing at Securities and Exchange
Commission registration no. 33-96292, Registrant currently intends to sell at
total face value of $5,000,000 in Units. There is no current market for the
Units and none is expected to develop.
Registrant, during the quarter and expects to continue, pursuant to the terms
of the Partnership Agreement, to trade the commodity markets through the
services of the sole commodity trading advisor, Mr. Michael Frischmeyer.
Part II - OTHER INFORMATION
Item 1. Legal Proceedings - None
Item 2. Changes in Securities
Registrant issued Units and Redeemed Units, as those terms are defined in the
Partnership Agreement, during the quarter. As of March 31, 1997, the total
number outstanding of General Partnership Units was 30.13 and of Limited
Partnership Units was 876.34.
Item 3. Defaults Upon Senior Securities - None
Item 4. Submission of Matters to a Vote of Security Holders
None
Item 5. Other Information - None
Item 6. Exhibits and Reports on Form 8-K - none
SIGNATURES
Pursuant to the requirements of Section 13 or 15 (d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this Form 10-Q for the
period ended March 31, 1997, to be signed on its behalf by the undersigned,
thereunto duly authorized.
Registrant: Fremont Fund, Limited Partnership
By Pacult Asset Management, Inc.
Its General Partner
Date: May 9, 1997 By: s/ Ms. Shira Del Pacult
Ms. Shira Del Pacult
Sole Director, Sole Shareholder,
President and Treasurer
<F1>**************************************************************************
FREMONT FUND, LIMITED PARTNERSHIP
(An Indiana Limited Partnership)
Unaudited Financial Statements
For the Quarter Ended March 31, 1997
GENERAL PARTNER:
Pacult Asset Management, Inc.
2990 West 120
Fremont, Indiana 46737
<PAGE>
FREMONT FUND, LIMITED PARTNERSHIP
(An Indiana Limited Partnership)
<TABLE>
BALANCE SHEET
AS OF MARCH 31, 1997
ASSETS
<S> <C>
3/31/97
Cash (Note 7) $ 91,328.76
United States Treasury Obligations (Note 6) 520,631.81
Accrued interest receivable 6,520.63
Equity in Commodity Futures Trading Accounts -
Cash (Note 6) 464,119.30
Net unrealized gain on open commodity
futures contracts (Note 8) (471.80)
Organization costs, net of amortization (Note 1) 1,839.78
-------------
$1,083,968.48
=============
LIABILITIES AND PARTNERS' EQUITY
LIABILITIES
Accrued commissions payable $ 14,684.06
Accrued management and incentifve fees payable 8,302.79
Accrued accounting fees payable 3,952.43
Due to general partner 14,121.79
------------
Total Liabilities 41,061.07
------------
PARTNERS' CAPITAL
Limited partners - (876.34 Units) $1,017,005.39
General partner - (30.13 Units) 25,902.02
------------
Total Partners' Capital 1,042,907.41
------------
Total Liabilities And Partners' Capital $1,083,968.48
=============
</TABLE>
The accompanying notes are an integral part
of the financial statements
F-1
<PAGE>
FREMONT FUND, LIMITED PARTNERSHIP
(An Indiana Limited Partnership)
<TABLE>
STATEMENT OF OPERATIONS
FOR THE QUARTER ENDED MARCH 31, 1997
<S> <C>
REVENUES
Realized loss from trading on futures $ 16,966.88
Realized gain on exchange rate fluctuation 20.98
Changes in value of open commodity
futures positions (20,116.70)
Interest income 27,204.79
-----------
Total Revenues 24,075.95
-----------
EXPENSES
Commissions 22,187.44
Management and incentive fees 11,794.14
Professional accounting and legal fees 7,181.51
Amortization of organization costs 294.78
-----------
Total Expenses 41,457.87
-----------
NET LOSS $ (17,381.92)
============
NET INCOME -
Limited partnership unit $ (14.32)
============
General partnership unit $ (14.32)
============
</TABLE>
The accompanying notes are an integral part
of the financial statements
F-2
<PAGE>
FREMONT FUND, LIMITED PARTNERSHIP
(An Indiana Limited Partnership)
<TABLE>
STATEMENT OF PARTNERS' EQUITY
FOR THE QUARTER ENDED MARCH 31, 1997
<CAPTION>
Limited General Total
Partners Partners Partners' Equity
Amount Units Amount Units Amount Units
<S> <C> <C> <C> <C> <C> <C>
Balance -
December 31, 1996 $ 768,498.00 876.34 $ 25,154.00 25.00 $ 793,652.00 901.34
Addition of
311.83 Units 263,514.76 306.70 3,122.57 5.13 266,637.33 311.83
Net Loss (15,007.37) (2,374.55) (17,381.92)
------------- -------- ------------- -------- ------------- --------
Balance -
March 31, 1997 $1,017,005.39 1,183.04 $ 25,902.02 30.13 $1,042,907.41 1,213.17
============= ======== ============= ======== ============= ========
Value per unit at March 31, 1997 $859.65
=======
Total partnership units at
March 31, 1997 1213.17
=======
</TABLE>
The accompanying notes are an integral part
of the financial statements
F-3
<PAGE>
FREMONT FUND, LIMITED PARTNERSHIP
(An Indiana Limited Partnership)
<TABLE>
STATEMENT OF CASH FLOWS
FOR THE QUARTER ENDED MARCH 31, 1997
<S> <C>
CASH FLOWS FROM OPERATING ACTIVITIES -
Net Loss $ (17,381.92)
Adjustments to reconcile net income to net cash
provided by operating activities -
Amortization of organization costs 294.78
Changes in operating assets and liabilities -
Increase in Equity in Commodity Future
Trading accounts (167,587.28)
Increase in accrued interest receivable (5,898.01)
Increase in U. S. Treasury Obligations (157,980.00)
Increase in accrued commissions payable 622.37
Increase in management and incentive fees
payable 3,667.33
Increase in accounting fees payable 218.64
Increase in due to general partner 14,121.79
------------
Net Cash Used in Operating Activities (326,922.30)
------------
CASH FLOWS FROM INVESTING ACTIVITIES
Increase in organization costs (9,774.49)
------------
CASH FLOWS FROM FINANCING ACTIVITIES
Gross proceeds from sale of units 301,963.14
Less Font End Load (35,325.76)
------------
Net Cash Provided by
Financing Activities 266,637.38
------------
NET DECREASE IN CASH (70,059.41)
CASH -
Beginning of period 161,388.17
------------
End of period $ 91,328.76
=============
</TABLE>
The accompanying notes are an integral part
of the financial statements
F-4
<PAGE>
FREMONT FUND, LIMITED PARTNERSHIP
(An Indiana Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 1997
1. NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES
Fremont Fund, Limited Partnership (the Fund) is a limited partnership engaged
in the development stage. The Partnership was formed January 12, 1995. The
Fund intends to raise a minimum of $600,000 and a maximum of $5,000,000 in
capital from limited partners. Upon the raising of the minimum, the Fund will
engage in speculative trading of futures and option contracts in commodities.
Pacult Asset Management, Inc. is the General Partner and the commodity pool
operator (CPO) of Fremont Fund, Limited Partnership. The commodity trading
advisor (CTA) is Michael J. Frischmeyer. He will have the authority to trade
so much of the Fund's equity as is allocated to him by the General Partner.
CPO and CTA are defined terms in the Commodity Exchange Act. Income taxes: In
accordance with the generally accepted method of presenting partnership
financial statements, the financial statements do not include assets and
liabilities of the partners, including their obligation for income taxes on
their distributive shares of the net income of the Fund or their rights to
refunds on its net loss. Organizational costs: Organizational costs will be
capitalized and amortized over twenty-four months on a straight line method
starting when operations begin, payable from profits or capital subject to a
2% annual capital limitation. All organizational costs paid to date have been
capitalized as of September 30, 1996 and December 31, 1995, respectively and
no amortization expense was charged for either period. Registration Costs:
Costs incurred for the initial registration with the Securities and Exchange
Commission, National Association of Securities Dealers, Inc., Commodity
Futures Trading Commission, National Futures Association (the "NFA") and the
states, where the offering will be made, will be accumulated, deferred, and
charged against the gross proceeds of the Offering at the Initial Closing.
Recurring registration costs, if any, will be charged to expense as incurred.
2. FEES The Fund will be charged the following fees on a monthly basis
beginning when trading commences.
- - A management fee of 4% (annual rate) of the Fund's net assets allocated to
the CTA to trade will be paid to the CTA and 2% of equity to the Fund's
General Partner.
- - An incentive fee of 15% of "new trading profits" will be paid to the General
Partner for payment to the CTA. "New trading profits" includes all income
earned by the CTA and expenses allocated to his activity. In the event that
trading produces a loss, no incentive fees will be paid and all losses will be
carried over to the following months until profits from trading exceed the
loss.
- - The Fund will pay fixed commissions of 12% (annual rate) of net assets
allocated to trading, payable monthly, to the Introducing Broker affiliated
with the General Partner. The Affiliated introducing Broker will pay the costs
to clear the trades to the futures commission merchant and all PIT Brokerage
costs which shall include the NFA and exchange fees.
F-6
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> MAR-31-1997
<CASH> 91,329
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 1,083,968
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 1,083,968
<CURRENT-LIABILITIES> 41,061
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 41,061
<SALES> 0
<TOTAL-REVENUES> 24,076
<CGS> 0
<TOTAL-COSTS> 17,382
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (17,382)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
