ATA RESEARCH PROFUTURES DIVERSIFIED FUND L P
10-Q, 1995-08-07
SECURITY & COMMODITY BROKERS, DEALERS, EXCHANGES & SERVICES
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                   SECURITIES AND EXCHANGE COMMISSION
                        Washington, D.C. 20549

                              FORM 10-Q

       X  Quarterly Report Under Section 13 or 15(d) of the
                 Securities Exchange Act of 1934

                For the Quarter Ended June 30, 1995
                           --------------

                  Commission File Number 33-13008
                              --------


           ATA RESEARCH/PROFUTURES DIVERSIFIED FUND, L.P.
           ----------------------------------------------
                   (Exact name of registrant)


       Delaware                             75-2197831
-----------------------        -----------------------------------
(State of Organization)        (I.R.S.Employer Identification No.)





ATA Research, Inc.                              ProFutures, Inc.
5910 N. Central Expressway                      1310 Highway 620
Suite 1520                                      Suite 200
Dallas, Texas  75206                            Austin, Texas  78734
--------------------------                      --------------------
             (Address of principal executive offices)

                   Registrant's telephone numbers
(214) 891-6200                                  (800) 348-3601
--------------                                  --------------

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 (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 I - FINANCIAL INFORMATION




Item 1.   Financial Statements.

          In the opinion of management, the financial statements below
          reflect all adjustments, which were of a normal and recurring
          nature, required for a fair presentation in accordance with
          generally accepted accounting principles.



                     STATEMENTS OF FINANCIAL CONDITION
         June 30, 1995 (Unaudited) and December 31, 1994 (Audited)

                                           1995             1994

ASSETS
  Cash and cash equivalents            $ 82,712,055     $ 68,520,482
  Net option premiums paid
    (received) - forward contracts       (3,324,385)       4,199,010
  Unrealized gain on open
    forward contracts                     3,324,382          248,843
                                       ------------     ------------
                                         82,712,052       72,968,335
                                       ------------     ------------
  Equity in broker trading accounts
    Cash                                 20,799,844       19,705,053
    Net option premiums paid                255,854          662,279
    Unrealized gain on open contracts       886,774        4,317,622
                                       ------------     ------------
          Deposits with brokers          21,942,472       24,684,954
                                       ------------     ------------
          Total assets                 $104,654,524     $ 97,653,289
                                       ============     ============

LIABILITIES
  Accounts payable                     $     24,353     $     26,602
  Administrative charge payable               3,271                0
  Commissions and other trading fees
    on open contracts                       109,984          164,705
  Incentive fees payable                    716,688        1,024,388
  Management fees payable                   766,206          501,723
  Redemptions payable                       947,705          774,341
                                       ------------     ------------
          Total liabilities               2,568,207        2,491,759
                                       ------------     ------------
PARTNERS' CAPITAL (Net Asset Value)
  General Partners - 574.1020 units
    outstanding at June 30, 1995
    and December 31, 1994                 1,075,919        1,079,392
  Limited Partners - 53,898.3690 and
    50,039.9594 units outstanding
    at June 30, 1995 and
    December 31, 1994                   101,010,398       94,082,138
                                       ------------     ------------
          Total partners' capital
            (Net Asset Value)           102,086,317       95,161,530
                                       ------------     ------------
                                       $104,654,524     $ 97,653,289
                                       ============     ============

                         See accompanying notes.


                         STATEMENTS OF OPERATIONS
             For the Six Months Ended June 30, 1995 and 1994
                                (Unaudited)

                                              Six Months Ended
                                                   June 30,
                                            1995              1994
INCOME
  Trading gains (losses)
    Realized                            $ 3,657,967      $(1,587,670)
    Change in unrealized                   (355,309)       2,870,661
                                        -----------      -----------
          Gain from trading               3,302,658        1,282,991

  Interest income                         2,699,230        1,680,142
                                        -----------      -----------
          Total income                    6,001,888        2,963,133
                                        -----------      -----------
EXPENSES
  Brokerage commissions                   1,233,191        1,199,514
  Other trading fees                          7,937           13,418
  Management fees                         2,762,462        2,399,420
  Incentive fees                          2,061,435        2,428,207
  Operating expenses                        263,741          271,845
                                        -----------      -----------
         Total expenses                   6,328,766        6,312,404
                                        -----------      -----------
         NET (LOSS)                     $  (326,878)     $(3,349,271)
                                        ===========      ===========

NET (LOSS) PER UNIT
  (based on weighted average number of
  units outstanding during the period)  $     (6.24)     $    (62.99)
                                        ===========      ===========

(DECREASE) IN NET ASSET
  VALUE PER UNIT                        $     (6.05)     $    (63.10)
                                        ===========      ===========

                        See accompanying notes.

                         STATEMENTS OF OPERATIONS
           For the Three Months Ended June 30, 1995 and 1994
                                (Unaudited)

                                              Three Months Ended
                                                    June 30,
                                            1995              1994
INCOME
  Trading gains (losses)
    Realized                            $ 3,007,992      $ 2,702,537
    Change in unrealized                 (1,734,366)       3,535,986
                                        -----------      -----------
          Gain from trading               1,273,626        6,238,523

  Interest income                         1,442,951          913,338
                                        -----------      -----------
          Total income                    2,716,577        7,151,861
                                        -----------      -----------
EXPENSES
  Brokerage commissions                     536,918          678,552
  Other trading fees                          3,294            6,820
  Management fees                         1,447,915        1,242,288
  Incentive fees                            716,687        2,190,995
  Operating expenses                        127,842          116,171
                                        -----------      -----------
         Total expenses                   2,832,656        4,234,826
                                        -----------      -----------
         NET INCOME (LOSS)              $  (116,079)     $ 2,917,035
                                        ===========      ===========

NET INCOME (LOSS) PER UNIT
  (based on weighted average number of
  units outstanding during the period)  $     (2.16)     $     54.88
                                        ===========      ===========

INCREASE (DECREASE) IN NET ASSET
  VALUE PER UNIT                        $     (1.30)     $     54.83
                                        ===========      ===========

                        See accompanying notes.


<TABLE>
              STATEMENTS OF CHANGES IN PARTNERS' CAPITAL
            For the Six Months Ended June 30, 1995 and 1994
                             (Unaudited)
<CAPTION>
                         General               Limited
                        Partners               Partners                  Total
                    -----------------    ---------------------    --------------------
                    Units  Amount        Units    Amount          Units   Amount
<S>                 <C>    <C>           <C>      <C>             <C>     <C>
Balances at 
 December 31, 1994   574   $1,079,392    50,040   $ 94,082,138    50,614  $ 95,161,530
Net (loss) for the
 six months ended 
 June 30, 1995                 (3,473)                (323,405)               (326,878)
Additions              0            0     7,549     14,222,901     7,549    14,222,901
Administrative charge               0                 (142,229)               (142,229)
Redemptions            0            0    (3,691)    (6,829,007)   (3,691)   (6,829,007)
                     ---   ----------    ------   ------------    ------   -----------
Balances at
 June 30, 1995       574   $1,075,919    53,898   $101,010,398    54,472  $102,086,317
                     ===   ==========    ======   ============    ======  ============

Balances at
 December 31, 1993   571   $1,078,359    52,573   $ 99,341,520    53,144  $100,419,879
Net (loss) for the
 six months ended
 June 30, 1994                (35,719)              (3,313,552)             (3,349,271)
Additions              3        6,000     3,588      6,368,615     3,591     6,374,615
Administrative charge             (60)                 (63,686)                (63,746)
Redemptions            0            0    (4,228)    (7,479,283)   (4,228)   (7,479,283)
                     ---   ----------    ------    -----------    ------  ------------
Balances at
 June 30, 1994       574   $1,048,580    51,933   $ 94,853,614    52,507  $ 95,902,194
                     ===   ==========    ======    ===========    ======  ============
</TABLE>


                               See accompanying notes.

                            NOTES TO FINANCIAL STATEMENTS




Note 1.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     A.   General Description of the Partnership

          ATA Research/ProFutures Diversified Fund, L.P. (the Partnership)
          is a Delaware limited partnership which operates as a
          commodity investment pool.

     B.   Regulation

          As a registrant with the Securities and Exchange Commission,
          the Partnership is subject to the regulatory requirements
          under the Securities Acts of 1933 and 1934.  As a commodity
          investment pool, the Partnership is subject to the
          regulations of the Commodity Futures Trading Commission, an
          agency of the United States 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 commodity exchanges and
          Futures Commission Merchants (brokers) through which the
          Partnership trades.

     C.   Method of Reporting

          The Partnership's financial statements are presented in
          accordance with generally accepted accounting principles.
          Gains or losses are realized when contracts are liquidated.
          Unrealized gains or losses on open contracts (the difference
          between contract purchase price and market price) at the date
          of the statement of financial condition are included in
          equity in broker trading accounts.  Any change in net
          unrealized gain or loss from the preceding period is reported
          in the statement of operations.

     D.   Brokerage Commissions

          Brokerage commissions and other trading fees are charged to
          expense when contracts are opened.

     E.   Income Taxes

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

     F.   Cash and Cash Equivalents

          Cash and cash equivalents includes cash and short-term
          investments in fixed income securities.

     G.   Syndication Costs

          The Partnership, the General Partners and/or the brokers
          advance syndication costs for the purpose of funding the
          offering of Units.  In order to reimburse the Partnership,
          the General Partners and/or the brokers for such syndication
          costs, each investor in the Partnership pays an
          administrative charge of 1% of their investment upon entering
          the Partnership.

     H.   Foreign Currency Transactions

          The Partnership's functional currency is the United States
          (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.


Note 2.   DEPOSITS WITH BROKERS

     The Partnership deposits funds with brokers subject to Commodity
     Futures Trading Commission and various exchange regulations on
     minimum deposits.  Margin requirements are satisfied by the
     deposit of cash with such brokers.  The Partnership earns interest
     income on its assets deposited with the brokers.

     The Commodity Exchange Act requires a broker to segregate all
     customer's regulated futures transactions from such broker's
     proprietary funds.  A customer's cash and other property deposited
     with a broker (for example, U.S. Treasury bills) are considered
     co-mingled with all other 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.


Note 3.   GENERAL PARTNERS

     The General Partners of the Partnership are ATA Research, Inc. and
     ProFutures, Inc., which conduct and manage the business of the
     Partnership.  The Agreement of Limited Partnership requires the
     General Partners to contribute to the Partnership an amount in the
     aggregate equal to the greater of $100,000 or 1% of the aggregate
     initial capitalization of the Partnership.  As of June 30, 1995,
     the General Partners and their principals have contributed
     $926,500 to the Partnership.

     The Agreement of Limited Partnership also requires that the
     General Partners maintain in the aggregate a net worth not less
     than the sum of (i) the lesser of $250,000 or 15% of the aggregate
     capital contributions of any limited partnerships for which they
     act as a General Partner if such contributions are equal to or
     less than $2,500,000 and (ii) 10% of the aggregate capital
     contributions of any limited partnerships for which they shall act
     as a general partner if such contributions exceed $2,500,000.
     ProFutures, Inc. has callable subscription agreements with
     Internationale Nederlanden (U.S.) Derivatives Clearing, Inc.
     (ING), formerly Quantum Financial Services, Inc., the
     Partnership's primary broker, whereby ING agrees to purchase or
     subscribe, up to $19,000,090, for the number of shares of common
     stock of ProFutures, Inc. necessary to maintain the general
     partner net worth requirements.

     A monthly management fee is paid by the Partnership to each
     General Partner.  ATA Research, Inc. receives 1/12 of 1% of month-
     end Net Asset Value (approximately 1% annually) and ProFutures,
     Inc. receives 1/4 of 1% of month-end Net Asset Value (approximately
     3% annually).  For the six months ended June 30, 1995 and 1994, ATA
     Research, Inc. earned a management fee amounting to $489,583 and
     $471,837, respectively, and ProFutures, Inc. earned a management fee
     amounting to $1,474,645 and $1,421,195, respectively.


Note 4.   COMMODITY TRADING ADVISORS

     The Partnership has trading management contracts with several
     commodity trading advisors,  pursuant to which the Partnership
     pays selected advisors a quarterly incentive fee ranging from
     17.5% to 29% of excess cumulative Trading Profits (as defined in
     the Prospectus) and a management fee ranging from 0% to 2.8%
     (annually) of Allocated Net Asset Value (as defined in the
     Prospectus).


Note 5.   OPERATING EXPENSES

     All operating expenses of the Partnership are paid by the
     Partnership.  The General Partners are not reimbursed for indirect
     expenses incurred in performing services for the Partnership and
     other items generally falling within the category of overhead.
     The General Partners may be reimbursed for the actual costs of
     legal, accounting and auditing services used for or by the
     Partnership, as well as printing and filing fees and extraordinary
     expenses incurred for or by the Partnership.


Note 6.   SUBSCRIPTIONS, DISTRIBUTIONS AND REDEMPTIONS

     Investments in the Partnership are made by subscription agreement,
     subject to acceptance by the General Partners.

     The Partnership is not required to make distributions, but may do
     so at the sole discretion of the General Partners.  A Limited
     Partner may request and receive redemption of units owned, subject
     to restrictions in the Agreement of Limited Partnership.


Note 7.   MARKET AND CREDIT RISK

     The Partnership engages in the speculative trading of futures and
     option contracts.  Purchase and sale of such contracts requires a
     deposit of money (margin) in a segregated account at the broker.
     Additional deposits may be necessary for any loss on contract
     value.  The Partnership is able to acquire (or sell) contracts by
     depositing only a small portion of the total contract value.  The
     ability to control large dollar amounts of contracts with a
     comparatively small amount of capital (leverage) results in a
     minor price change causing a major gain or loss on contract value.
     Theoretically, the Partnership is exposed to a market risk (loss)
     equal to the value of contracts purchased and unlimited liability
     on contracts sold short.  However, the Partnership intends to
     close all contracts prior to maturity and not receive or pay the
     contract value.  Open contracts at June 30, 1995 and December 31,
     1994 are marked-to-market and included in the statement of
     financial condition and the change in value from the preceding
     period is reported in the statement of operations.

     As a writer of options, the Partnership received a premium at the
     outset and then bears the risk of unfavorable changes in the price
     of the contract underlying the option.

     As of June 30, 1995 and December 31, 1994, the notional amount of
     contracts to purchase totalled approximately $757,121,000 and
     $684,000,000, respectively, and the notional amount of contracts
     to sell totalled approximately $1,097,722,000 and $833,000,000,
     respectively.  These amounts include both financial and non-
     financial contracts held as part of a diversified trading
     strategy.

     As a buyer of options, the Partnership paid a premium at the
     outset and then bears the risk of unfavorable changes in the price
     of the contract underlying the option.  The Partnership's risk of
     loss is limited to the premiums paid which amounted to
     approximately $31,519,600 at June 30, 1995.  At June 30, 1995,
     the notional amount of contracts underlying the options to
     purchase totalled approximately $755,162,000 and the
     notional amount of contracts underlying the options to sell
     totalled approximately $338,466,000.

     A portion of the Partnership's assets are on deposit with a broker
     and dealer in securities.  In the event of a broker and dealer's
     insolvency, recovery of Partnership assets on deposit may be
     limited to account insurance or other protection afforded such
     deposits.  In the normal course of business, the Partnership does
     not require collateral from the broker and dealer.

     The Partnership trades forward contracts in unregulated markets
     between principals and assumes the risk of loss from counterparty
     non-performance.

     The General Partners have established procedures to actively
     monitor and minimize market and credit risk.  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 8.   DERIVATIVE FINANCIAL INSTRUMENTS

     The futures, options and forward contracts traded by the
     Partnership constitute derivative financial instruments, that is,
     their value is derived from the underlying commodity, financial
     instrument or other indicator.  The average fair value of
     derivative financial instruments during the six months ended
     June 30, 1995 and the fair value as of June 30, 1995 are as
     follows:

                                                Assets      Liabilities
     Average during the six months ended
       June 30, 1995                         $19,099,000   $(13,341,000)

     Fair value as of June 30, 1995          $14,864,000   $(13,721,000)

     Net trading income (loss) from derivative financial instruments is
     reported on the statement of operations as gain (loss) from
     trading.  Such gain (loss) from trading reflects the net gain
     (loss) arising from the Partnership's speculative trading of
     futures and forward contracts and options thereon.


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

     A.   LIQUIDITY:  The Registrant is very liquid in that it holds
          its assets in cash or near cash investments.

     B.   CAPITAL RESOURCES:  The Registrant has filed several
          Registration Statements with the Securities and Exchange
          Commission for the sale of Units of Limited Partnership
          Interest.  The latest offering of $38,547,364 of Units
          expired on April 30, 1995.

          As of June 30, 1995, 54,472.4710 Units are outstanding,
          including 574.1020 General Partner Units, with an aggregate
          Net Asset Value of $102,086,317 ($1,874.09 per Unit).

     C.   RESULTS OF OPERATIONS:  The Registrant commenced commodity
          trading during August, 1987.  For the years ended December
          31, 1992, 1993 and 1994, the Registrant realized net income
          (loss) of $1,646,961, $2,169,428 and $(651,490), respectively.
          For the six months ended June 30, 1995 the Registrant had a
          net loss of $326,878 and a net loss of $116,079 for the three
          months ended June 30, 1995.  There are no unusual or infrequent
          events which materially affected the Registrant's operations.

          Due to the speculative nature of trading commodity interests,
          the Registrant's income or loss from operations may vary widely
          from period to period.

     D.   POSSIBLE CHANGES:  The General Partners reserve the right to
          terminate some and/or engage additional commodity trading
          advisors or change any of the Registrant's clearing arrangements.


PART II - OTHER INFORMATION


Item 1.   Legal Proceedings.

          None.

Item 2.   Changes in Securities.

          None.

Item 3.   Defaults Upon Senior Securities.

          Not Applicable.

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.

          Post-Effective Amendment No. 3 to Registration Statement
          No. 33-53324 filed to deregister $20,721,920 of Units of
          Limited Partnership Interest which remained unsold upon
          expiration of this offering is incorporated herein by
          reference.

          Exhibits filed herewith:

          None

          There were no reports filed on Form 8-K.



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.



                  ATA RESEARCH/PROFUTURES DIVERSIFIED FUND, L.P.
                  (Registrant)



Date: August 7, 1995     Aladin T. Abughazaleh, President
                         ATA Research Inc., General Partner
                         ATA Research/ProFutures Diversified Fund, L.P.



Date: August 7, 1995     Gary D. Halbert, President
                         ProFutures, Inc., General Partner
                         ATA Research/ProFutures Diversified Fund, L.P.




<TABLE> <S> <C>

<ARTICLE>               5
<MULTIPLIER>            1
       
<S>                                 <C>
<PERIOD-TYPE>                       6-MOS
<FISCAL-YEAR-END>                   DEC-31-1995
<PERIOD-END>                        JUN-30-1995
<CASH>                               82,712,055
<SECURITIES>                         82,712,052
<RECEIVABLES>                                 0
<ALLOWANCES>                                  0
<INVENTORY>                                   0
<CURRENT-ASSETS>                    104,654,524
<PP&E>                                        0
<DEPRECIATION>                                0
<TOTAL-ASSETS>                      104,654,524
<CURRENT-LIABILITIES>                 2,568,207
<BONDS>                                       0
<COMMON>                                      0
                         0
                                   0
<OTHER-SE>                                    0
<TOTAL-LIABILITY-AND-EQUITY>        104,654,524
<SALES>                                       0
<TOTAL-REVENUES>                      6,001,888
<CGS>                                         0
<TOTAL-COSTS>                                 0
<OTHER-EXPENSES>                      6,328,766
<LOSS-PROVISION>                              0
<INTEREST-EXPENSE>                            0
<INCOME-PRETAX>                        (326,878)
<INCOME-TAX>                                  0
<INCOME-CONTINUING>                    (326,878)
<DISCONTINUED>                                0
<EXTRAORDINARY>                               0
<CHANGES>                                     0
<NET-INCOME>                           (326,878)
<EPS-PRIMARY>                                (6.24)
<EPS-DILUTED>                                (6.24)
        

</TABLE>


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