SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 (FEE REQUIRED) FOR THE FISCAL YEAR ENDED JUNE 30,
1999.
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 (NO FEE REQUIRED) FOR THE TRANSITION PERIOD FROM
_________ to _________
Commission file number 2-73692
THE BALANCED OPPORTUNITY FUND LIMITED PARTNERSHIP-
- -----------------------------------------------------------------------------
(Exact name of Registrant as specified in its charter)
Illinois 36-3655854
- - -------------------------------- ----------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
233 South Wacker Drive, Suite 4500, Chicago, Illinois 60606
- ----------------------------------------------------- --------
Address of principal executive offices Zip Code
Registrant's telephone number, (312) 526-2000
--------------------
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: 50,000 Units of
Limited Partnership Interest
Indicate by a 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 [ ]
Indicate by a check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be contained,
to the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [ ]
The registrant is a limited partnership and, accordingly, has no voting stock
held by non-affiliates or otherwise.
The prospectus included in the partnership's registration statement, Form S-18,
No. 2-73692 is incorporated by reference into Part IV of this Form 10-K.
Page 1 of 6 pages
An Index to Exhibits required by Item 14 is found at page 6
PART I
ITEM 1. BUSINESS
(a) General Development of Business
The Balanced Opportunity Fund, L.P. (the "Partnership") is a limited
partnership organized in July, 1989, pursuant to a Limited Partnership
Agreement and under the Uniform Limited Partnership Act of the State of
Illinois and funded through an offering of limited partnership units. The
Partnership commenced trading on March 23, 1990. The Partnership conducts
speculative trading of commodity interests.
Upon commencement of trading, approximately eighty percent of the
Partnership's assets was invested in zero coupon United States Government
Treasury securities ("notes") so as to yield (I) $1,000 per unit, plus (II) a
five percent compound annual yield approximately six and one-half years after
the commencement of trading (the "Guaranteed Yield Pool"). Persons who redeem
units prior to the approximate six and one-half year period have no such
assured return. The Guaranteed Yield Pool zero coupon note matured in February
1998 and in accordance with the Fund's limited partnership agreement a special
redemption at the Fund's net asset value was offered to investors on February
28, 1998. A new zero coupon was purchased after the special redemption offer
expired. As of June 30, 1999 and 1998, the maturity value of the notes
amounted to $2,400,000 and $3,350,000 respectively. The remainders of the
Partnership's assets were invested in speculative trading of commodity
interests.
The Balance Opportunity Fund Limited Partnership will terminate on
December 31, 2009.
Rosenthal Collins Futures Management, Inc., an Delaware corporation wholly
owned by Rosenthal Collins Group L.P., is the General Partner of the
Partnership. In May of 1998 Rosenthal Collins Group, an Illinois Limited
Partnership, ("the broker"), was enlisted to act as the commodity clearing firm
for the Partnership and it performs various administrative services for the
fund. Services performed for the Partnership by the commodity broker or the
General Partner under the terms of the Customer and the Limited Partnership
Agreements, include the following:
1. Executes all trades on behalf of the Partnership based on instructions
of the Partnership's Trading Manager.
2.Maintains the Partnership books and records, which limited partners or
their duly authorized representatives, may inspect during normal business hours
for any proper purpose upon reasonable written notice to the General
Partner.
3. Furnishes each limited partner with a monthly statement describing the
performance of the Partnership, which sets forth aggregate management fees,
incentive fees, brokerage commissions and other expenses incurred or
accrued by the Partnership during the month.
4. Forwards annual certified financial statements (including a balance
sheet and a statement of income and expenses) to each limited partner.
5. Provides to each limited partner tax information necessary for the
preparation of his annual federal income tax return and such other information
as the CFTC may by regulation require.
6. Performs secretarial and other clerical responsibilities and furnishes
office space, equipment and supplies as may be necessary for supervising the
affairs of the Partnership.
7. Administer the redemption of Units.
Under the terms of the Customer Agreement, the Partnership pays brokerage
commissions to the commodity broker of $50 per round turn per contract for
futures contracts.
The Partnership pays the General Partner, Rosenthal Collins Futures
Management, Inc., an annual brokerage fee equal to an annual rate of four
percent of the average month-end net assets as a whole, as defined, during the
year.
RXR serves as the Trading Manager and is responsible for selecting all
commodity transactions. RXR is not affiliated with Rosenthal Collins Futures
Management or with Rosenthal Collins Group. For their services, RXR receives a
consulting fee equal to an annual one percent of the month end net assets,
before commissions and charges, of the Fund as a whole. The Fund pays a
quarterly incentive fee based on new appreciation on Partnership assets
attributable to the Trading Manager, which includes the Partnership's interest
income. Such quarterly incentive fee will equal 15% of trading profits. If
the fund should incur net losses subsequent to any such payment to the Trading
Manager, the Trading Manager shall be entitled to retain amounts previously
paid by the Fund; however, no subsequent fee will be paid until the Trading
Manager's allocation of equity has experienced new appreciation.
Regulation
Under the Commodity Exchange Act, as amended (the "Act"), commodity
exchanges and futures and options trading are subject to regulation by the
Commodity Futures Trading Commission (the "CFTC"). The Act requires "Commodity
Pool Operators," such as the General Partner and "Commodity Trading Advisors,"
such as the Trading Manager, to be registered and to comply with various
reporting and record keeping requirements. The CFTC may suspend a Commodity
Pool Operator's or Trading Advisor's registration if it finds that its trading
practices tend to disrupt orderly market conditions or in certain other
situations.
In the event that the registration of the General Partner as a Commodity
Pool Operator or any Trading Manager's registration as a Commodity Trading
Advisor were terminated or suspended, the General Partner and the Trading
Manager, respectively, would be unable to continue to manage the business of
the Partnership. Should the General Partners' registration be suspended,
termination of the Partnership might result. The Act also requires the
commodity Broker to be registered as a "Futures Commission Merchant."
In addition to such registration requirements, the CFTC and certain
commodity exchanges have established limits on the maximum net long or net
short position which any person may hold or control in particular commodities.
The CFTC has adopted a rule requiring all domestic commodity exchanges to
submit for approval speculative position limits for all futures contracts
traded on such exchanges. Most exchanges also limit the changes in commodity
futures contract prices that may occur during a single trading day.
The partnership may trade on foreign commodity exchanges, which are not
subject to regulation by any United States government agency.
(b) Financial Information about Industry Segments
The Partnership operates in one business segment, speculative trading of
commodity futures contracts. The Partnership does not engage in sales of goods
or services.
(c) Narrative Description of Business
See Items 1 (a) and (b) above.
(i) through (xii) - not applicable
(xiii) - the Partnership has no employees
(d) Financial information about foreign and domestic operations and export
sales
The Partnership does not engage in sales of goods or services. See
"Paragraph 1(b) Financial information about industry segments.
PART II
Item 2. Properties
The Partnership does not own any properties.
Item 3. Legal Proceedings
The General Partner is not aware of any pending legal proceedings to which
the Partnership or the General Partner is a party.
Item 4. Submission of Matters to a Vote of Security Holders.
None.
Item 5. Market for Registrant's Common Equity and Related Stockholders Matters
(a) Market Information
There is no trading market for the Units, and none is likely to develop.
Units are transferable only after written notice has been given to the General
Partner.
Units may be redeemed upon fifteen days notice at their Net Asset Value
(as defined in the Limited Partnership Agreement) as of the end of any calendar
quarter, less any early redemption penalty as provided in the Limited
Partnership Agreement.
(b) Holders
As of June 30, 1999, there were 124 holders of the Limited Partner Units.
1,143.1141 units were outstanding on this date, including 111.1143 units of
General Partnership interest.
(c) Dividends
There were no dividends or distributions made in respect of the Units and
any future distributions will only be made at the discretion of the General
Partner.
Item 6. Selected Financial Data
The following page contains a summary of selected consolidated financial
data for the Partnership for the fiscal years ended June 30, 1999, 1998, 1997,
1996 and 1995.
<TABLE> <CAPTION>
THE BALANCED OPPORTUNITY FUND LIMITED PARTNERSHIP
SELECTED FINANCIAL DATA
June 30 June 30 June 30 Jun
1999 1998 1997 199
<S> <C> <C> <C>
REVENUES:
Trading profit (loss)
Realized $ 118,000 $ 440,000 $ 335,000 $ (42,0
Unrealized 8,000 (103,000) 100,000 (84,0
Foreign currency gain (loss) 1,000 (3,000) (15,0
---------- ---------- ---------- --------
Total trading profit and
foreign currency gain 127,000 334,000 435,000 (141,0
---------- ---------- ---------- --------
Guaranteed Yield Pool:
Interest income 73,000 166,000 534,000 568,0
Unrealized market value
gain (loss) (3,000) 139,000 54,000 (168,0
Realized gain (loss) 54,000 19,000 (322,000)
Total guaranteed yield ---------- ---------- ---------- --------
pool revenue 124,000 324,000 266,000 400,0
---------- ---------- ---------- --------
Interest income 23,000 34,000 45,000 35,0
Illinois replace tax refund
---------- ---------- ---------- --------
Total revenues 274,000 692,000 746,000 294,0
EXPENSES:
Brokerage commissions and fees 115,000 135,000 205,000 261,0
Consulting fees 28,000 30,000 49,000 61,0
Administrative expenses 78,000 96,000 54,000 64,0
---------- ---------- ---------- --------
Total expenses 221,000 261,000 308,000 386,0
---------- ---------- ---------- --------
NET INCOME (LOSS) $ 52,000 $ 431,000 $ 438,000 $ (92,0
========== ========== ========== ========
TOTAL ASSETS $2,572,000 $2,934,000 $3,605,000 $5,557,0
---------- ========== ========== ========
TOTAL LIABILITIES $ 310,000 $ 140,000 $ 44,000 $ 78,0
---------- ---------- ---------- --------
PARTNERS' CAPITAL:
Limited partners
Units 1,143.1141 1,432.9963 1,967.4502 3,392.45
Value $2,042,000 $2,578,000 $3,371,000 $5,305,0
General partner
(111.1143 units) 220,000 216,000 190,000 174,0
---------- ---------- ---------- --------
TOTAL PARTNERS' CAPITAL $2,262,000 $2,794,000 $3,561,000 $5,479,0
---------- ---------- ---------- --------
TOTAL LIABILITIES AND
PARTNERS' CAPITAL $2,572,000 $2,934,000 $3,605,000 $5,557,0
---------- ========== ========== ========
NET ASSET VALUE PER UNIT
Limited Partners $ 1,978.49 $ 1,950.29 $1,712,76 $1,563.7
General Partners 1,978.49 1,943.94 1,709.95 1,565.9
</TABLE>
See notes to consolidated financial statements.
Item 7. Management's Discussion and Analysis of Financial Condition and
Results of Operation
Liquidity
Reference is made to "Item 6. Selected Financial Data" and "Item 8.
Financial Statements and Supplementary Data." The information contained
therein is essential to, and should be read in conjunction with the following
analysis.
Most United States commodity exchanges limit fluctuations in commodity
futures and options contract 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 and options prices have occasionally moved the daily
limit for several consecutive days with little or no trading. Similar
occurrences could prevent the Partnership from promptly liquidating unfavorable
positions and subject the Partnership to substantial losses which could exceed
the margin initially committed to such trades. In addition, even if commodity
futures and option prices have not moved the daily limit, the Partnership 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 Partnership's commodity futures and options trading
operations, the Partnership's assets are highly liquid and are expected to
remain so.
Capital Resources
The Partnership does not intend to raise any additional capital through
borrowing. Due to the nature of the Partnership's business, it will make no
significant capital expenditures, and substantially all its assets are and will
be represented by cash, deposits with futures commission merchants and
commodity futures investments. Inflation is not a direct factor in the
Partnership's profitability although it can influence the attitudes of current
investors or potential investors.
Results of Operations
Trading operations posted a gain of $127,000 for the year ended June 30,
1999 as compared to a net gain of $334,000 in 1998 and a net gain of $435,000
in 1997. The majority of profits were made in long positions in stock market
indexes as well as long-term bond instrument, both foreign and domestic.
The guaranteed yield pool experienced an unrealized loss of $3,000 in
fiscal 1999, compared to a $139,000 unrealized gain in 1998 and a gain of
$54,000 in 1997. Notes were sold in October, 1998 and April, 1999 resulting in
a realized gain of $54,000 for fiscal year 1999.
Fund units are redeemed on a quarterly basis. During the fiscal year
ending June 30, 1999, 290 units with a total value of $585,000 were redeemed.
During fiscal year 1998 redeemed units equaled 646 with a value of $1,198,000.
There were 1,425 units redeemed in 1997 for a total of $2,356,000.
Item 8. Financial Statements and Supplementary Data
Financial statements meeting the requirements of Regulation S-X are listed
on page F-1 of this report.
The supplementary financial information, specified by Item 302 of
Regulation S-K, is not applicable.
Item 9. Disagreements on Accounting and Financial Disclosure
None.
PART III
Item 10. Directors and Executive Officers of the Registrant
The Partnership has no directors or executive officers. The Partnership
is managed by its General Partner. The Trading Manager makes trading decisions
for the Partnership. The General Partner is Rosenthal Collins Futures
Management, Inc., which is owned by Rosenthal Collins Group, L.P. The address
of the General Partner is 216 W. Jackson Blvd. Suite 300, Chicago, Illinois
60606.
Item 11. Executive Compensation
The Partnership has no directors or officers. The Fund is managed by the
General Partner as described in "Item 1. Business" herein.
During the past year, RXR acted as the Partnership's sole Trading Manager,
pursuant to the Management Contracts described in "Item 1. Business." For the
year ended June 30, 1999. RXR was paid $28,000 in consulting fees. For the
year ended June 30, 1999 Rosenthal Collins Futures Management, Inc. has been
paid $70,000 in brokerage fees, and Rosenthal Collins Group has been paid
$45,000 in brokerage clearing commission.
Item 12. Security Ownership of Certain Beneficial Owners and Management
(a) Security Ownership of Certain Beneficial Owners
The Trading Manager, RXR, owns no units in the Partnership. On June 30,
1999 Rosenthal Collins Futures Management, Inc., the General Partner, owned
8.7% of the Fund while Bass Oil Co. Inc. Profit Sharing Plan, a Limited Partner
owned 7.0% and James B. Debusk IRA, a Limited Partner, owned 5.5%.
(b) Security Ownership of Management
Under the terms of the Limited Partnership agreement, the Partnership's
affairs are managed by the General Partner and the Trading Manager has
discretionary authority over the Partnership's commodity investments. As of
June 30, 1999 the General Partner's interest in the Partnership was worth
$219,839.
(c) Changes in Control
The Fund's General Partner is Rosenthal Collins Futures Management, Inc.,
a Delaware corporation. The General Partner was a wholly-owned subsidiary of
Rodman & Renshaw Capital Group, Inc. until April 24, 1998 when it was sold to
Rosenthal Collins Group, L.P., an Illinois Limited Partnership. Rosenthal
Collins Group, L.P. is a registered Futures Commission Merchant and has served
as the clearing broker for The Balanced Opportunity Fund, L.P. since April 24,
1998. Prior to that date, Rand Financial Services was the clearing broker for
the Fund. In March of 1999, Rodman & Renshaw Futures Management Inc. changed
its business name to Rosenthal Collins Futures Management, Inc..
J. Robert Collins is a General Partner of Rosenthal Collins Group and is
the President of Rosenthal Collins Futures Management, Inc., the General
Partner of the Balanced Opportunity Fund, L.P.
Item 13. Certain Relationships and Related Transactions
Refer to Item 12, section (c)
The General Partner, Rosenthal Collins Futures Management, Inc., is a
Corporation wholly owned by Rosenthal Collins Group.
All charges are described in Item 1. Business, and amounts paid are
described in Item 11. Executive Compensation.
PART IV
Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K
(a) (1) Financial Statements
See Index to Financial Statements on page F-1.
(a) (2) Financial Statements Schedules
Schedules are omitted for the reason that they are not required or are
not applicable or that equivalent information has been included in the
financial statements or the notes thereto.
(a) (3) Exhibits
(3) Articles of Incorporation and By-laws
a. Limited Partnership Agreement (attached to the Prospectus as
Exhibit B)
b. Subscription Requirements (attached to the Prospectus as Exhibit B)
c. Power of Attorney (attached to the Prospectus as Exhibit B)
d. Request for Redemption (attached to the Prospectus as Exhibit D)
(10) Material Contracts
a. Brokerage Agreement between the Partnership and Rosenthal Collins
Group, L.P.
b. Advisory contract between Registrant and RXR.
(b) Reports on Form 8-K
None.
INDEX OF EXHIBITS
(The following exhibits have been previously filed)
Exhibit Description
Number
3.1 Limited Partnership Agreement (attached to the Prospectus as Exhibit
A).
3.2 Subscription Requirements (attached to the Prospectus as Exhibit B).
3.3 Power of Attorney (attached to the Prospectus as Exhibit C).
3.4 Request for Redemption (attached to the Prospectus as Exhibit D).
10.01 Customer Agreement between Registrant and Rosenthal Collins Group
10.02 Advisory contract between Registrant and RXR
SIGNATURES
Pursuant to the requirements of Section 13 or 15 (d) 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, in the City of
Chicago and State of Illinois on the day of , 1999.
THE BALANCED OPPORTUNITY FUND, L.P.
STATE OF ILLINOIS
COUNTY OF COOK
By ROSENTHAL COLLINS FUTURES MANAGEMENT, INC. SUBSCRIBED and SWORN
to before me
this day of
1999
By J. Robert Collins
President
The Balanced Opportunity Fund, L.P.
(An Illinois Limited Partnership)
INDEX TO FINANCIAL STATEMENTS
Pages
Independent Auditor's Report F-2
Financial Statements:
Consolidated statements of financial condition, F-3
June 30, 1999 and 1998
Consolidated statements of income and expenses
for the fiscal years ended June 30, 1999,
1998, and 1997 F-4
Consolidated statements of changes in partners'
Capital for the years ended June 30, 1999,
1998, and 1997 F-5
Notes to consolidated financial statements F-6/F-10
Schedules are omitted because they are inapplicable or equivalent information
has been included elsewhere herein.
[LETTERHEAD OF McGLADREY & PULLEN, LLP]
INDEPENDENT AUDITOR'S REPORT
The Partners of The Balanced Opportunity
Fund Limited Partnership
We have audited the accompanying consolidated statements of financial condition
of The Balanced Opportunity Fund Limited Partnership as of June 30, 1999 and
1998, and the related consolidated statements of operations and changes in
partners' capital for the years then ended. These consolidated financial
statements are the responsibility of the Company's management. Our
responsibility is to express an opinion on these consolidated financial
statements based on our audit. The consolidated financial statements of The
Balanced Opportunity Fund Limited Partnership for the years ended June 30,
1997, were audited by other auditors, whose report, dated September 22, 1997,
expressed an unqualified opinion on those statements.
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 consolidated financial statements referred to above present
fairly, in all material respects, the consolidated financial position of The
Balanced Opportunity Fund Limited Partnership as of June 30, 1999 and 1998, and
the results of its operations and its cash flows for the years then ended in
conformity with generally accepted accounting principles.
/s/ McGLADREY & PULLEN, L.L.P.
Chicago, Illinois
August 27, 1999
THE BALANCED OPPORTUNITY FUND LIMITED PARTNERSHIP
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
June 30, 1999 and 1998
<TABLE>
<CAPTION>
ASSETS 1999 1998
<S> <C> <C>
Equity in commodity futures trading accounts:
Cash $ 573,000 $ 273,000
Net unrealized gain on open contracts 9,000 1,000
---------- ----------
Total equity in commodity futures trading accounts 582,000 274,000
Guaranteed yield pool - at market 1,198,000 2,657,000
Other receivables 2,000 3,000
---------- ----------
Total assets $2,572,000 $2,934,000
========== ==========
LIABILITIES AND PARTNERS' CAPITAL
Liabilities:
Accrued administrative expenses $ 34,000 $ 31,000
Accrued commissions and fees 7,000 6,000
Accrued management fees 2,000 5,000
Redemptions payable 267,000 98,000
---------- ----------
Total liabilities 310,000 140,000
---------- ---------
Partners' capital:
Limited partners (units outstanding:
1999 - 1,031.9998; 1998 - 1,321.8520) 2,042,000 2,578,000
General partner (units outstanding: 111.1143) 220,000 216,000
---------- ----------
Total partners' capital 2,262,000 2,794,000
---------- ----------
Total liabilities and partners' capital $2,572,000 $2,934,000
========== ==========
Net asset value per unit:
Limited Partners $1,978.4930 $1,950.288
General Partners 1,978.4892 $1,943.944
========== ==========
</TABLE>
The accompanying notes are an integral part of the consolidated financial
statements.
F-3
THE BALANCED OPPORTUNITY FUND LIMITED PARTNERSHIP
CONSOLIDATED STATEMENTS OF OPERATIONS
for the years ended June 30, 1998, 1997 and 1996
<TABLE>
<CAPTION>
1998 1997 1996
<S> <C> <C> <C>
Revenues:
Trading profit (loss):
Realized $ 118,000 $ 440,000 $ 335,000
Unrealized 8,000 (102,000) 100,000
Foreign currency gain (loss) 1,000 (4,000) -
---------- ---------- ---------
Total trading profit and foreign
currency gain (loss) 127,000 334,000 435,000
---------- ---------- --------
Guaranteed yield pool:
Interest income 73,000 166,000 534,000
Unrealized market value gain (loss) (3,000) 139,000 54,000
Realized gain (loss) 54,000 19,000 (322,000)
---------- ---------- ---------
Total guaranteed yield pool revenue 124,000 324,000 266,000
---------- ---------- ---------
Interest income 23,000 34,000 45,000
---------- ---------- ---------
Total revenues 274,000 692,000 746,000
---------- ---------- ---------
Expenses:
Brokerage commissions and fees 115,000 135,000 205,000
Consulting fees 28,000 30,000 49,000
Administrative expenses 78,000 96,000 54,000
---------- ---------- ---------
Total expenses 221,000 261,000 308,000
---------- ---------- ---------
Net income (loss) $ 53,000 $ 431,000 $ 438,000
========== ========== =========
Net income (loss) allocated to:
General partner $ 4,000 $ 26,000 $ 16,000
========== ========== =========
Limited partners $ 49,000 $ 405,000 $ 422,000
========== ========== =========
Increase (decrease) in net asset value per Limited Partner
unit outstanding throughout each period $ 28.000 $ 237.253 $ 149.269
========== ========== =========
Increase (decrease) in net asset value per General Partner
unit outstanding throughout each period $ 35.000 $ 239.993 $ 143.996
========== ========== =========
</TABLE>
The accompanying notes are an integral part of the consolidated
financial statements.
F-4
THE BALANCED OPPORTUNITY FUND LIMITED PARTNERSHIP
CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS' CAPITAL
for the years ended June 30, 1998, 1997 and 1996
<TABLE>
<CAPTION>
TOTAL
UNITS OF
PARTNERSHIP LIMITED GENERAL
INTEREST PARTNERS PARTNER TOTAL
<S> <C> <C> <C> <C>
Partners' capital, June 30, 1996$3,503.5645 $5,305,000 $174,000 $5,479,000
Redemptions (1,424.5982) (2,356,000) - (2,356,000)
Net income - 422,000 16,000 438,000
----------- --------------------- ----------
Partners' capital, June 30, 1997 2,078.9663 $3,371,000 $190,000 $3,561,000
Redemptions (646.0000) (1,198,000) - (1,198,000)
Net income - 405,000 26,000 431,000
----------- --------------------- ----------
Partners' capital, June 30, 1998 1,432.9663 $2,578,000 $216,000 $2,794,000
Redemptions (289.8522) (585,000) - (585,000)
Net income - 49,000 4,000 53,000
----------- --------------------- ----------
Partners' capital, June 30, 1999 1,431.1141 $2,042,000 $220,000 $2,262,000
=========== ==================== ==========
</TABLE>
See Notes to Financial Statements.
F-5
THE BALANCED OPPORTUNITY FUND LIMITED PARTNERSHIP
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES
General Description of the Partnership: The Balanced Opportunity Fund, Limited
Partnership (The Fund or the Partnership) was organized under the Illinois
Revised Uniform Limited Partnership Act in July 1989 to engage in the
speculative trading of commodity futures, forward contracts, and other
commodity interests. It is subject to the regulations of the Commodity Futures
Trading Commission (CFTC), an agency of the U.S. Government that regulates most
aspects of the commodity futures industry, the rules of the National Futures
Association (NFA), an industry self-regulatory organization, and the
requirements of commodity exchanges where the Partnership executes
transactions. Additionally, the Partnership is subject to the requirements of
futures commission merchants (FCMs) through which the Partnership trades.
50,000 units of Limited Partnership interest were available during the initial
offering period. The Partnership is closed and not presently selling
additional units.
The General Partner and each Limited Partner share in the profits and losses of
the partnership in proportion to their respective interest in the partnership.
A Limited Partner's loss is limited to the amount of his or her investment.
Approximately 80 percent of the Fund's assets at the commencement of trading
was invested in zero coupon United States Government Treasury Securities
(Stripped Notes) so as to yield (i) $1,000 per unit, plus (ii) a five percent
compound annual yield approximately six and one-half years after the
commencement of trading (the Guaranteed Yield Pool). Due to the interest rate
sensitivity of the market value of the Stripped Notes, persons who redeem prior
to the dissolution date have no such assured return. The Guaranteed Yield Pool
note matured in February 1997 and in accordance with the Fund's limited
partnership agreement, a special redemption at the Fund's net asset market
value was offered to investors on February 28, 1997. A new Stripped Note was
purchased after the special redemption offer expired. As of June 30, 1999,
1998 and 1997, the maturity value of the Stripped Notes amounted to $2,400,000,
$3,350,000 and $3,900,000, respectively. The remainder of the Fund's assets
was invested in the Trading Company, in which the Fund is the sole limited
partner and possessor of substantially all the beneficial interest.
The two-tier structure of the Fund and the Trading Company insulates the
Guaranteed Yield Pool against any liability for losses which might be incurred
by the Trading Company. Consequently, the Fund controls all of the substantive
activities of the Trading Company and, as such, has consolidated its results
for financial reporting purposes.
The Fund has elected not to provide statements of cash flows as permitted by
Statement of Financial Accounting Standards No. 102, Statements of Cash Flows -
Exemption of Certain Enterprises and Classification of Cash Flows from Certain
Securities Acquired for Resale.
F-6
THE BALANCED OPPORTUNITY FUND LIMITED PARTNERSHIP
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED
1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES, CONTINUED
Significant accounting policies are as follows:
Principles of consolidation: All material intercompany accounts and
transactions are eliminated in consolidation. The consolidated financial
statements include the Trading Company and the Guaranteed Yield Pool
(collectively, the Fund or the Partnership).
Accounting estimates: The preparation of financial statements in conformity
with generally accepted accounting principles requires management to make
estimates and assumptions in determining 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 those estimates.
Revenue recognition: Futures contracts are recorded on trade date and 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. Market
value of futures contracts is based upon exchange settlement prices.
Translation gains and losses: The Partnership trades in foreign denominated
contracts. The assets and liabilities related to these activities are
translated at the end-of-period exchange rates with the associated profits and
losses translated at monthly average exchange rates. The resulting translation
gains and losses are immaterial and are recorded in unrealized trading profit
(loss).
Transaction fees and costs: Transaction fees and costs are accrued at
approximately $50 per contract on a round-turn basis adjusted to equal 4
percent of the annual net assets of the Partnership.
Income taxes: No provision for federal income taxes has been made in these
financial statements as each partner is individually responsible for reporting
income or loss based on their respective share of the Partnership's income and
expenses as reported for income tax purposes. The Partnership is required to
pay an Illinois replacement tax of 1.5% of net income related to those limited
partners who are not otherwise subject to the tax.
Dissolution of Partnership: The Partnership will terminate on December 31,
2009.
Newly issued accounting standards: In June 1998, Statement of Financial
Accounting Standards No. 133, Accounting for Derivative Instruments and Hedging
Activities, (SFAS No. 133) was issued. The Company adopted SFAS 133 during
1998. The impact of adoption on the Company's financial position and results
of operations was not material.
F-7
THE BALANCED OPPORTUNITY FUND LIMITED PARTNERSHIP
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED
1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES, CONTINUED
Right of setoff of certain amounts: Pursuant to the Trading Company's
agreement with its futures clearing broker, all balances placed on deposit with
such broker, whether used for trading purposes or not, are available to be used
for margin purposes on any exchange and for any contract in which the Trading
Company trades. The Trading Company conducts all of its exchange-traded
activity through a single account with its futures clearing broker. The
Trading Company cleared all of its activity through an unrelated clearing
broker during fiscal 1996 and through April 1997. Effective during April 1997,
the Trading Company commenced clearing its activities through a different
unrelated clearing broker. In May 1998, the Trading Company commenced clearing
its activities through Rosenthal Collins. The Trading Company has similar
agreements with a financial institution for its over-the-counter contracts. As
a result, the consolidated financial statements only present the net asset or
liability relating to such trading activities.
2. GENERAL PARTNER
For the fiscal years ended June 30, 1996 and 1997, the General Partner has been
Rodman & Renshaw Futures Management, Inc. In April 1999, the General Partner
changed its name to Rosenthal Collins Futures Management, Inc. Effective April
1998, the General Partner became a wholly owned subsidiary of Rosenthal Collins
Group, L.P. (Rosenthal Collins). The General Partner conducts and manages the
business of the Partnership and was required by the Limited Partnership
Agreement to make an initial investment in the Partnership equal to the lesser
of $100,000 or 3% of the total contributions to the Partnership, but in no
event less than 1% of such contributions.
3. OPERATING EXPENSES
Brokerage commissions payable to the respective FCM or General Partner include
other trading fees and are charged based on a percentage of partnership net
assets. Also, the Partnership incurs ongoing legal, accounting and
administrative costs.
4. RELATED PARTY TRANSACTIONS
In fiscal years 1996 and 1997, Rodman & Renshaw, Inc., an affiliate of
Rosenthal Collins Futures Management, Inc., formerly Rodman & Renshaw Futures
Management, Inc., was the Partnership's FCM. Effective June 30, 1998,
Rosenthal Collins became the Partnership's FCM.
The Partnership pays the FCM (General Partner in 1998) 0.333 of 1% (a 4% annual
rate) of the Partnership's month-end assets for brokerage and other services.
Furthermore, the Partnership pays all "give-up" fees, as defined. For the
years ended June 30, 1999, 1998, and 1997, brokerage commission expenses
totaled $115,000, $135,000 and $205,000, respectively. As of June 30, 1999,
brokerage commissions payable to the General Partner were $7,000.
F-8
THE BALANCED OPPORTUNITY FUND LIMITED PARTNERSHIP
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED
5. TRADING MANAGER
RXR serves as the trading manager for the assets of the Trading Company.
Compensation to RXR for their services is as follows:
Consulting fee: The Trading Company pays a consulting fee at a one percent
annual rate based upon the average month-end net assets of the Partnership
before reduction for any brokerage commissions or other charges as of such
month-end.
Incentive fee: The Trading Company pays an incentive fee to RXR equal to 15
percent of any new trading profit (which includes interest income) achieved by
the Trading Company in each calendar quarter. Such incentive fee is accrued in
each month in which "New Appreciation" occurs. In those months in which New
Appreciation is negative, previous accruals, if any, during the incentive
period will be reduced. In those instances in which a limited partner redeems
an investment, the incentive fee is to be paid to RXR through the calendar year
quarter. No incentive fees have been paid during the three years ended June
30, 1999.
6. DISTRIBUTIONS AND REDEMPTIONS
A Limited Partner may request and receive redemption of units owned as of any
calendar quarter-end upon ten days' written notice to the General Partner.
The General Partner does not presently intend to make regular distributions of
either profits or capital to Limited Partners, although it may, if doing so,
would not reduce the Partnership's asset base to a level which would impair the
Partnership's objective. In the event that the Partnership recognizes
substantial profits, the General Partner may reconsider, but there can be no
assurance whatsoever that any distributions will be made. Accordingly, the
Limited Partners may incur current income tax liabilities in excess of any
distributions received by them from the Partnership.
7. DEPOSITS WITH BROKERS
The Partnership deposits cash and U.S. Government securities with FCMs subject
to CFTC regulations and various exchange and broker requirements. Margin
requirements are satisfied by the deposit of cash and securities with such
brokers. The Partnership earns interest income on its cash deposited with the
brokers.
F-9
THE BALANCED OPPORTUNITY FUND LIMITED PARTNERSHIP
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED
8. TRADING ACTIVITIES AND RELATED RISKS
The Partnership engages in the speculative trading of U.S. and foreign futures
contracts, options on U.S. and foreign futures contracts, and forward contracts
(collectively, derivatives). Trading gains from derivatives for the years
ended June 30, 1999, 1998, and 1997, are reflected in the statement of
operations. Such trading results reflect the net gain arising from the
Partnership's speculative trading of futures contracts, options on futures
contracts, and forward contracts. These derivatives include both financial and
nonfinancial contracts held as part of a diversified trading strategy. The
Partnership 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.
The purchase and sale of futures and options on futures contracts requires
margin deposits with FCMs. Additional deposits may be necessary for any loss
on contract value. The Commodity Exchange Act (CEAct) requires an FCM to
segregate all customer transactions and assets from the FCM's proprietary
activities. A customer's cash and other property (for example, U.S. Treasury
bills) deposited with an FCM are considered commingled with all other customer
funds subject to the FCM's segregation requirements. In the event of an FCM'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 the
total of cash and other property deposited.
For derivatives, risks arise from changes in the market value of the contracts.
Theoretically, the Partnership is exposed to a market risk equal to the value
of futures and forward contracts purchased and unlimited liability on such
contracts sold short. As both a buyer and seller of options, the Partnership
pays or receives a premium at the outset and then bears the risk of unfavorable
changes in the price of the contract underlying the option. Written options
expose the Partnership to potentially unlimited liability; for purchased
options the risk of loss is limited to the premiums paid.
The General Partner has established procedures to actively monitor and minimize
market and credit risks. 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.
9. FAIR VALUE OF FINANCIAL INSTRUMENTS
The Partnership believes that the carrying value of its financial instruments
is a reasonable estimate of fair value. Equity in commodity futures trading
accounts and the United States Treasury securities are recorded at market using
market quotations from the Partnership's FCM. The fair value of all other
financial instruments reflected in the statement of financial condition
(primarily receivable from commodity broker and accrued expenses) approximate
the recorded value due to their short-term nature.
F-10
