SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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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 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 ____33-96292______
Fremont Fund, Limited Partnership
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(Exact Name of Registrant as Specified in Its Charter)
Indiana 35-1949364
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(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
5916 N. 300 West, Fremont, IN 46737
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(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, Including Area Code (219) 833-1505
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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 second quarter
ended June 30, 2000 and year to date are attached hereto and made a part
hereof.
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
During the past quarter and in the future, Registrant, did and will, pursuant
to the terms of the Partnership Agreement, engage in the business of
speculative trading of commodity futures and options markets through the
services of its commodity trading advisor, Bell Fundamental Futures, LLC.
The Units are sold at the Net Asset Value per Unit as of the close of business
on the last day of the month in which subscriptions are received by the
General Partner. The Partnership continues to offer Units for sale to the
public.
To obtain a return of invested capital or appreciation, if any, purchasers of
Units must look solely to the redemption feature of the Partnership or to the
General Partner, in its sole judgment, to elect to make distributions. There
is no current market for the Units sold and none is expected to develop nor is
the General Partner expected to make distributions.
Part II - OTHER INFORMATION
Item 1. Legal Proceedings
None
Item 2. Changes in Securities
None
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
(a) None
(b) No reports on Form 8-K
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 June 30, 2000, to be signed on its behalf by the undersigned,
thereunto duly authorized.
Registrant: Fremont Fund, Limited Partnership
By Pacult Asset Management, Incorporated
Its General Partner
By: /s/ Shira Del Pacult
Ms. Shira Del Pacult
Sole Director, Sole Shareholder,
President and Treasurer
Date: August 14, 2000
FREMONT FUND, LIMITED PARTNERSHIP
(An Indiana Limited Partnership)
FOR THE THREE MONTHS AND SIX MONTHS
ENDED JUNE 30, 2000 (Unaudited)
AND THE YEAR ENDED DECEMBER 31, 1999
(With Auditor's Report Thereon)
GENERAL PARTNER:
Pacult Asset Management, Inc.
5916 N. 300 West
Fremont, Indiana 46737
To The Partners
Fremont Fund, Limited Partnership
Fremont, Indiana
Independent Auditors' Report
We have audited the accompanying balance sheet of FREMONT
FUND, LIMITED PARTNERSHIP as of December 31, 1999 and the related statements
of operations, partners' equity and cash flows for the period then ended.
These financial statements are the responsibility of the Partnership's
management. Our responsibility is to express an opinion on these financial
statements based on our audit.
We conducted our audit in accordance with generally
accepted auditing standards. Those standards require that we plan and perform
the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on
a test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used
and significant estimates made by management, as well as evaluating the
overall financial statement presentation. We believe that our audit provides
a reasonable basis for our opinion.
In our opinion, the financial statements referred to
above present fairly, in all material respects, the financial position of
FREMONT FUND, LIMITED PARTNERSHIP as of December 31, 1999, and the results of
its operations and its cash flows for the year then ended in conformity with
generally accepted accounting principles.
Accountants: Frank L. Sassetti & Co.
Certified Public Accountants
Date: March 21, 2000 By: /s/ Frank L. Sassetti & Co.
Frank L. Sassetti & Co.
Certified Public Accountants
FREMONT FUND, LIMITED PARTNERSHIP
(An Indiana Limited Partnership)
BALANCE SHEET
JUNE 30,2000 AND DECEMBER 31, 1999
ASSETS
2000 (Unaudited) 1999
Cash (Note 7) $156,731 $ 6,824
United States Treasury Obligations (Note 6) 276,036
Accrued interest receivable 642 2,479
Prepaid commissions 887
Equity in Commodity Futures Trading Accounts -
Cash (Note 6) 39,371 604,508
Net unrealized gain (loss) on open
commodity futures contracts (Note 8) 26,735 (4,125)
$500,402 $609,686
LIABILITIES AND PARTNERS' EQUITY
LIABILITIES
Accrued commissions payable $ $ 1,555
Accrued management fees payable 5,440 2,903
Accrued accounting fees payable 862 2,339
Accrued auditing fees payable 2,070 6,845
Partner redemptions payable 181,520 28,249
Total Liabilities 189,892 41,891
PARTNERS' CAPITAL
Limited partners (439.37 units and 851.57
units in 2000 and 1999, respectively) 290,714 548,391
General partner (30.13 units) 19,936 19,404
Total Partners' Capital 310,650 567,795
$500,542 $609,686
The accompanying notes are an integral part
of the financial statements.
FREMONT FUND, LIMITED PARTNERSHIP
(An Indiana Limited Partnership)
STATEMENT OF OPERATIONS
FOR THE THREE MONTHS AND SIX MONTHS ENDED JUNE 30, 2000
AND THE YEAR ENDED DECEMBER 31, 1999
Three Months Six Months
Ended Ended
June 30, 2000 June 30, 2000
(Unaudited) (Unaudited) 1999
REVENUES
Realized gain from trading
in futures $20,000 $3,726 $89,220
Realized gain from trading options 2,390
Realized gain on exchange rate
fluctuation 31
Changes in unrealized gains (loss) on
open commodity futures contracts 26,875 31,000 (4,125)
Interest Income 6,958 14,049 23,546
Redemption penalty income 1,712 1,712
55,545 50,487 111,062
EXPENSES
Commissions 13,010 28,391 60,669
Management fees 6,814 14,740 26,645
Incentive fees 6,748
Professional accounting and legal fees 7,335 15,597 32,292
Other operation and administrative
expenses 255 347 1,644
Total Expenses 27,414 59,075 127,998
NET INCOME (LOSS) $28,131 $(8,588) $(16,936)
NET INCOME (LOSS) -
Limited partnership unit $35.93 $(11.57) $(20.03)
General partnership unit $59.87 $(17.66) $(40.13)
The accompanying notes are an integral part
of the financial statements.
FREMONT FUND, LIMITED PARTNERSHIP
(An Indiana Limited Partnership)
STATEMENT OF CASH FLOWS
FOR THE THREE MONTHS AND SIX MONTHS ENDED JUNE 30, 2000
AND THE YEAR ENDED DECEMBER 31, 1999
Three Months Six Months
Ended Ended
June 30, 2000 June 30, 2000
(Unaudited) (Unaudited) 1999
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss) $ 28,131 $ (8,588) $ (16,936)
Adjustments to reconcile net income
to net cash provided by operating
activities -
Changes in operating assets and
liabilities -
Equity in Commodity Futures
Trading Accounts 58,236 534,137 (525,940)
Accrued interest receivable 1,712 1,837 (418)
U.S. Treasury Obligations 118,565 (276,036) 553,832
Prepaid commissions 363 (887) 1,658
Accrued commissions payable (1,555) 1,555
Management and incentive fees payable 2,896 2,537 (3,411)
Accounting fees payable (338) (1,477) 1,033
Auditing fees payable (2,850) (4,775) 5,350
Due to partners 181,520 153,271 17,987
Net Cash Provided by
Operating Activities 388,235 398,464 34,710
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from sale of units, net
of sales commissions 9,183 9,183 218,746
Syndication and registration costs (19,425)
Partner redemptions (247,775) (257,740) (237,098)
Net Cash (Used in)
Financing Activities (238,592) (248,557) (37,777)
NET INCREASE (DECREASE) IN CASH 149,643 149,907 (3,067)
CASH
Beginning of period 7,088 6,824 9,891
End of period $156,731 $156,731 $6,824
The accompanying notes are an integral part
of the financial statements.
FREMONT FUND, LIMITED PARTNERSHIP
(An Indiana Limited Partnership)
STATEMENT OF PARTNERS' EQUITY
FOR THE THREE MONTHS ENDED JUNE 30, 2000
(Unaudited)
LIMITED PARTNERS GENERAL PARTNERS TOTAL PARTNERS'
EQUITY
Amount Units Amount Units Amount Units
Balance April 1, 2000 $502,979 836 $ 18,132 30 $521,111 866
Addition of 15 units 9,183 15 9,183 15
Withdrawal of 31 units (247,775) (412) (247,775) (412)
Net income 26,327 1,804 28,131
Balance - June 30, 2000 $290,714 439 $19,936 30 $310,650 469
Value per unit $661.66
Total partnership units 469.50
The accompanying notes are an integral part
of the financial statements.
FREMONT FUND, LIMITED PARTNERSHIP
(An Indiana Limited Partnership)
STATEMENT OF PARTNERS' EQUITY
FOR THE SIX MONTHS ENDED JUNE 30, 2000 (Unaudited) AND THE
YEAR ENDED DECEMBER 31, 1999
LIMITED PARTNERS GENERAL PARTNERS TOTAL PARTNERS'
EQUITY
Amount Units Amount Units Amount Units
Balance -
December 31, 1998 $ 601,895 880 $ 20,613 30 $622,508 910
Addition of 331 units 199,321 331 199,321 331
Withdrawal of 359 units (237,098) (359) (237,098) (359)
Net loss (15,727) (1,209) (16,936)
Balance -
December 31, 1999 $ 548,391 852 $ 19,404 30 $567,795 882
Addition of 15 units 9,183 15 9,183 15
(Unaudited)
Withdrawal of 428 units (257,740) (428) (257,740) (428)
(Unaudited)
Net Income (loss)
(Unaudited) (9,120) 532 (8,588)
Balance -
June 30, 2000
(Unaudited) $ 290,714 439 $ 19,936 30 $310,650 469
June 30, 2000 December 31,
(Unaudited) 1999
Value per unit $661.66 $643.98
Total partnership units 469.50 891.70
The accompanying notes are an integral part
of the financial statements.
FREMONT FUND, LIMITED PARTNERSHIP
(An Indiana Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
June 30, 2000 (Unaudited) and December 31, 1999
1. NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES
Fremont Fund, Limited Partnership (the Fund) was
formed January 12, 1995. The Fund is engaged in the speculative trading of
futures contracts in commodities. Pacult Asset Management, Inc. is the
general partner and commodity pool operator of Fremont Fund, Limited
Partnership. The commodity trading advisor (CTA) is Bell Fundamental, who has
the authority to trade so much of the Fund's equity as is allocated to it by
the General Partner.
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.
Registration Costs - Costs incurred for the initial filings with
Securities and Exchange Commission, Commodity Futures Trading Commission,
National Association of Securities Dealers, Inc., National Futures Association
(the "NFA") and the states where the offering was made and secondary
registration costs were accumulated, deferred and charged against the gross
proceeds of offering at the respective closings. Recurring registration
costs, if any, will be charged to expense as incurred.
Revenue Recognition - Commodity futures contracts are recorded on the
trade date and will be reflected in the balance sheet at the difference
between the original contract amount and the market value on the last business
day of the reporting period.
Market value of commodity futures contracts is based
upon exchange or other applicable market best available closing quotations.
Use of Accounting Estimates - The preparation of financial statements in
conformity with generally accepted accounting principles requires management
to make estimates and assumptions that affect the reported amounts of assets
and liabilities and disclosure of contingent assets and liabilities at the
date of the financial statements and reported amounts of revenues and expenses
during the reporting period. Actual results could differ from these
estimates.
Statement of Cash Flows - Net cash provided by operating activities
includes no cash payments for interest or income taxes for the three and six
months ended June 30, 2000 or the year ended December 31, 1999, since the
Fund has no debt nor pays federal income taxes. For purposes of the Statement
of Cash Flows, the Fund will consider only money market funds to be cash
equivalents.
FREMONT FUND, LIMITED PARTNERSHIP
(An Indiana Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
June 30, 2000 (Unaudited) and December 31, 1999
2. GENERAL PARTNER DUTIES
The responsibilities of the General Partner, in
addition to directing the trading and investment activity of the Fund,
includes executing and filing all necessary legal documents, statements and
certificates of the Fund, retaining independent public accountants to audit
the Fund, employing attorneys to represent the Fund, reviewing the brokerage
commission rates to determine reasonableness, maintaining the tax status of
the Fund as a limited partnership, maintaining a current list of the names,
addresses and numbers of units owned by each Limited Partner and taking such
other actions as deemed necessary or desirable to manage the business of the
Partnership.
3. THE LIMITED PARTNERSHIP AGREEMENT
The Limited Partnership Agreement provides, among
other things, that
Capital Account - A capital account shall be established for each partner.
The initial balance of each partner's capital account shall be the amount of
the initial contributions to the partnership.
Monthly Allocations - Any increase or decrease in the Partnership's net
asset value as of the end of a month shall be credited or charged to the
capital account of each Partner in the ratio that the balance of each account
bears to the total balance of all accounts.
Any distribution from profits or partners' capital
will be made solely at the discretion of the General Partner.
Allocation of Profit and Loss for Federal Income Tax Purposes - As of the
end of each fiscal year, the Partnership's realized capital gain or loss and
ordinary income or loss shall be allocated among the Partners, after having
given effect to the fees of the General Partner and the Commodity Trading
Advisors and each Partner's share of such items are includable in the
Partner's personal income tax return.
Redemption - No partner may redeem or liquidate any units until after the
lapse of six months from the date of the investment. Thereafter, a Limited
Partner may withdraw, subject to certain restrictions, any part or all of his
units from the partnership at the net asset value per unit on the last day of
any month on ten days prior written request to the General Partner. A
redemption fee payable to the partnership of a percentage of the value of the
redemption request is charged pursuant to the following schedule. This fee is
to be applied first to pay organization and initial registration costs of the
Partnership and, thereafter, to the benefit of the other Partners in
proportion to their capital accounts.
FREMONT FUND, LIMITED PARTNERSHIP
(An Indiana Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
June 30, 2000 (Unaudited) and December 31, 1999
3. THE LIMITED PARTNERSHIP AGREEMENT - CONTINUED
4% if such request is received prior to the end of the sixth month after
the commencement of trading.
3% if such request is received during the seventh to twelfth months.
2% if such request is received during the thirteenth to eighteenth months.
1% if such request is received during the nineteenth to twenty-forth
months.
0% thereafter.
4. FEES
The Fund is charged the following fees on a monthly
basis since the commencement of trading on November 14, 1996.
A management fee of 4% (annual rate) of the Fund's net assets allocated to
each CTA to trade will be paid to each CTA and 2% of the Fund's net assets
allocated to all CTA's will be paid to the Fund's Corporate General Partners.
An incentive fee of 15% of "new trading profits" will be paid to each CTA.
"New trading profits" includes all income earned by a CTA and expense
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. It is possible
for one CTA to be paid an incentive fee during a quarter or a year when the
Fund experienced a loss.
The Fund will pay fixed commissions of 12% (annual rate) of assets
assigned to be traded, payable monthly, to the introducing broker affiliated
with the General Partners. 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.
5. REALIZED GAIN ON EXCHANGE RATE FLUCTUATIONS
Certain trades executed by the Fund are denominated in
foreign currencies. Gains and losses on these transactions are recorded as
futures trading gains or losses at the U. S. dollar equivalent on the date the
trade is settled. Exchange rate fluctuation gain or loss is reflected when
residual amounts of foreign currencies are reconverted to U. S. dollars.
FREMONT FUND, LIMITED PARTNERSHIP
(An Indiana Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
June 30, 2000 (Unaudited) and December 31, 1999
6. PLEDGED ASSETS
The U. S. Treasury Obligations and cash in trading
accounts are pledged as collateral for commodities trading on margin.
7. CONCENTRATIONS OF CREDIT RISK
The Fund maintains its cash balances at a high credit
quality financial institution. The balances may, at times, exceed federally
insured credit limits.
8. OFF BALANCE SHEET RISK
As discussed in Note 1, the Fund is engaged in
speculative trading of futures contracts in commodities. The carrying amounts
of the Fund's financial instruments and commodity contracts generally
approximate their fair values at December 31. Open commodity contracts had a
gross contract value of $311,250 and $136,800 on short positions at June 30,
2000 and December 31, 1999, respectively.
Although the gross contract values of open commodity
contracts represent market risk, they do not represent exposure to credit
risk, which is limited to the current cost of replacing those contracts in a
gain position. The unrealized gain (loss) on open commodity future contracts
at June 30, 2000 and December 31, 1999 was $31,000 and $(4,125),
respectively.
