TUDOR FUND FOR EMPLOYEES LP
10-Q, 1997-08-14
INVESTORS, NEC
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<PAGE>
 
                                   FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549



               QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934


    FOR THE QUARTER ENDED:  6/30/97       COMMISSION FILE NUMBER:  33-33982
                            -------                                -------- 
 
                         TUDOR FUND FOR EMPLOYEES L.P.
- ---------------------------------------------------------------------------
            (Exact name of registrant as specified in its charter)
 
         Delaware                                     13-3543779
- ---------------------------------------------------------------------------
(State or other jurisdiction of                   (I.R.S. Employer
incorporation or organization)                   Identification No.)
 
600 Steamboat Road, Greenwich, Connecticut             06830
- ---------------------------------------------------------------------------
(Address of principal executive offices)             (Zip Code)
 
                                (203) 863-6700
- ---------------------------------------------------------------------------
             (Registrant's telephone number, including area code)
 


     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 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.

                               X    YES         NO
                             -----          ----
<PAGE>
 
                         PART 1 - FINANCIAL INFORMATION

                         Item 1. - Financial Statements

                         TUDOR FUND FOR EMPLOYEES L.P.
                        STATEMENTS OF FINANCIAL CONDITION

 
                                            JUNE 30,     DECEMBER 31,
                                              1997           1996
                                           (UNAUDITED)     (AUDITED)
                                           -----------    ----------- 
              ASSETS
              ------                    
Cash                                       $ 3,898,536    $ 2,220,395
Equity in commodity trading accounts:
 Due from broker                             1,405,591      1,005,276
 U.S. Government obligations                 7,424,205      8,773,008
 Net unrealized gain on open commodity          15,572        114,755
  interests
                                           -----------    ----------- 
  Total equity                               8,845,368      9,893,039
 
 Other assets                                       --         25,272
                                           -----------    -----------
     Total assets                          $12,743,904    $12,138,706
                                           ===========    ===========
 
     LIABILITIES AND PARTNERS' CAPITAL
     ---------------------------------

LIABILITIES:
 
Redemptions payable                        $   276,034    $ 1,218,064
Pending partner additions                      647,633      2,327,305
Incentive fees payable                           7,874             --
Management fees payable                         37,493         17,014
Accrued professional fees and other             65,783         49,957
                                           -----------    -----------
 
     Total liabilities                       1,034,817      3,612,340
                                           -----------    -----------
 
PARTNERS' CAPITAL:

Limited Partners, 10,000 units
 authorized and 2,936.700 and
 2,521.886 outstanding at June 30, 1997     
 and December 31, 1996                      10,974,463      7,909,798
General Partner, 196.580 units
 outstanding at June 30, 1997 and
 196.580 units outstanding at December      
 31, 1996                                      734,624        616,568
                                           -----------    -----------
 
     Total partners' capital                11,709,087      8,526,366
                                           -----------    -----------
     Total liabilities and partners'      
      capital                              $12,743,904    $12,138,706
                                           ===========    ===========

 
 

        The accompanying notes are an integral part of these statements.
<PAGE>
 
                         TUDOR FUND FOR EMPLOYEES L.P.
                            STATEMENTS OF OPERATIONS
               FOR THE THREE MONTHS ENDED JUNE 30, 1997 AND 1996
                                  (UNAUDITED)
<TABLE>
<CAPTION>
 
 
                                             THREE MONTHS ENDED          SIX MONTHS ENDED
                                                  JUNE 30,                   JUNE 30,
                                              1997         1996         1997          1996
                                           ----------   ---------    ----------    ---------- 
<S>                                       <C>           <C>         <C>           <C>
REVENUES:

Net realized trading gains                 $1,067,382   $ 691,846    $2,063,847    $1,807,925
Change in net unrealized trading             (859,003)   (281,672)      (80,975)     (151,244)
 (losses)
Interest income                               147,287     142,552       270,839       261,147
                                           ----------   ---------    ----------    ---------- 
 
Total revenues                                355,666     552,726     2,253,711     1,917,828
                                           ----------   ---------    ----------    ----------
 
EXPENSES:

Brokerage commissions and fees                 52,625      29,192       112,302        69,606
Incentive fee                                   7,874      34,331        93,743       166,073
Management fees                                56,014      54,367       106,248       102,329
Professional fees and other                    21,734      24,501        45,748        49,231
                                           ----------   ---------    ----------    ----------
 
Total expenses                                138,247     142,391       358,041       387,239
                                           ----------   ---------    ----------    ----------

Net income                                 $  217,419   $ 410,335    $1,895,670    $1,530,589
                                           ==========   =========    ==========    ==========

Limited Partners' Net Income                  204,873     332,916     1,777,614     1,221,983
 
General Partner's Net Income                   12,546      77,419       118,056       308,606
                                           ----------   ---------    ----------    ----------

                                           $  217,419   $ 410,335    $1,895,670    $1,530,589
                                           ==========   =========    ==========    ==========

Change in Net Asset Value Per Unit             $63.82     $120.41       $600.54       $479.99
                                           ==========   =========    ==========    ==========

Average Net Income Per Unit                    $65.82     $121.82       $591.45       $471.23
                                           ==========   =========    ==========    ==========

</TABLE>



        The accompanying notes are an integral part of these statements.
<PAGE>
 
                         TUDOR FUND FOR EMPLOYEES L.P.
                  STATEMENTS OF CHANGES IN PARTNERS' CAPITAL
    FOR THE PERIOD ENDED JUNE 30, 1997 AND THE YEAR ENDED DECEMBER 31, 1996
 
<TABLE>
<CAPTION>
                                                                                                                       NET ASSET
                                                  LIMITED PARTNERS             GENERAL PARTNER             TOTAL        VALUE
                                                UNITS         CAPITAL        UNITS        CAPITAL         CAPITAL      PER UNIT
                                          --------------  --------------  ----------  ---------------  -------------  ------------
 
<S>                                       <C>               <C>            <C>           <C>            <C>            <C>
Partners' Capital, January 1, 1996          2,190.191       $ 6,272,162    642.943       $ 1,841,231    $ 8,113,393    $2,863.75
                                       
  Net income                                       --           645,415         --           175,337        820,752
  TIC 401(k) Plan unit adjustment (a)           5.462                --         --                --             --
  Capital Contributions                       931.637         2,926,549   (446.363)               --      2,926,549
  Redemptions                                (605.404)       (1,934,328)        --        (1,400,000)    (3,334,328)
                                           ----------       -----------   --------       -----------     ----------
                                       
Partners' Capital, December 31, 1996 (b)    2,521.886         7,909,798    196.580           616,568      8,526,366     3,136.46
                                           ----------       -----------   --------       -----------     ---------- 

                                       
  Net income                                       --         1,777,614        --            118,056      1,895,670
  TIC 401(k) Plan unit adjustment (a)           4.666                --        --                 --             --
  Capital Contributions                       618.215         2,062,381        --                 --      2,062,381
  Redemptions                                (208.067)         (775,330)       --                 --       (775,330)
                                           ----------       -----------   --------       -----------    ----------- 
                                                                                                  
                                                                                                  
Partners' Capital, June 30, 1997 (b)        2,936.700       $10,974,463    196.580       $   734,624    $11,709,087    $3,737.01
                                           ==========       ===========   ========       ===========    ===========
</TABLE>
 
(a) See Note 3 - Capital Accounts
(b) See Note 4 - Redemption of Units
 

        The accompanying notes are an integral part of these statements.
<PAGE>
 
                         NOTES TO FINANCIAL STATEMENTS
                                 JUNE 30, 1997
                                  (UNAUDITED)

(1)  ORGANIZATION
     ------------

     Tudor Fund For Employees L.P. (the "Partnership") was organized under the
     Delaware Revised Uniform Limited Partnership Act (the "Act") on November
     22, 1989, and commenced trading operations on July 2, 1990.  Second
     Management LLC, a Delaware limited liability company ("SML" or the "General
     Partner"), was the general partner for the Partnership during the quarter
     ended June 30, 1997 and owned approximately 197 units of general
     partnership interest. Ownership of limited partnership units is restricted
     to employees of Tudor Investment Corporation ("TIC" or the "Trading
     Advisor") and its affiliates and certain employee benefit plans.  Prior to
     April 4, 1996,  Second Management Company, Inc., a Delaware Corporation
     ("SMCI") was the general partner of the Partnership.  SML is the successor-
     in-interest to SMCI by virtue of merger with SMCI.

     The objective of the Partnership is to realize capital appreciation through
     speculative trading of commodity futures, forward, and option contracts and
     other commodity interests ("commodity interests").  The Partnership will
     terminate on December 31, 2010 or at an earlier date if certain conditions
     occur as outlined in its Second Amended and Restated Limited Partnership
     Agreement.

     DUTIES OF THE GENERAL PARTNER
     -----------------------------

     The General Partner acts as the commodity pool operator for the Partnership
     and is responsible for the selection and monitoring of the commodity
     trading advisor and the commodity brokers used by the Partnership. The
     General Partner is also responsible for the performance of all
     administrative services necessary to the Partnership's operations.

(2)  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
     ------------------------------------------
     ACCOUNTING POLICY
     -----------------

     The financial statements presented have been prepared pursuant to the rules
     and regulations of the Securities and Exchange Commission ("SEC") and, in
     the opinion of management of the General Partner, include all adjustments
     necessary for a fair statement of each period presented.

     REVENUE RECOGNITION
     -------------------

     Commodity interests are recorded on the trade date at the transacted
     contract price and valued at market.
<PAGE>
 
     BROKERAGE COMMISSIONS AND FEES
     ------------------------------

     These expenses represent all brokerage commissions, exchange, National
     Futures Association and other fees incurred in connection with the
     execution of commodity interest trades. Commissions and fees associated
     with open commodity interests at the end of the period are accrued on a
     round-turn basis.

     INCENTIVE FEE
     -------------

     The Partnership pays TIC, as trading advisor, an incentive fee equal to 12%
     of the Trading Profits (as defined in the Limited Partnership Agreement)
     earned as of the end of each fiscal quarter of the Partnership.  Effective
     August 1, 1995, TIC has waived its right to receive incentive fees
     attributable to units held at the beginning of each month by the Tudor
     Investment Corporation 401(k) Savings and Profit Sharing Plan (the "TIC
     401(k) Plan").

     MANAGEMENT FEE
     --------------

     The Partnership also pays TIC, for the performance of its duties, a monthly
     management fee equal to 1/6 of 1% (2% per annum) of the Partnership's net
     assets. Effective August 1, 1995, TIC has waived its right to receive
     management fees attributable to units held at the beginning of each month
     by the TIC 401(k) Plan.

     ORGANIZATIONAL AND OFFERING COSTS
     ---------------------------------

     The General Partner paid all of the offering and organizational costs
     incurred in connection with the start up of the Partnership and the initial
     offering of units.  The General Partner was reimbursed by the Partnership
     for offering expenses of $106,728 over the first 12 months of its
     operations and was reimbursed for organizational expenses of $48,200 from
     commencement of trading operations  (July 1990) through June 1995.

     FOREIGN CURRENCY TRANSLATION
     ----------------------------

     Assets and liabilities denominated in foreign currencies are translated at
     month-end exchange rates.  Gains and losses resulting from foreign currency
     transactions are calculated using daily exchange rates and are included in
     the accompanying statements of operations.

     U.S. GOVERNMENT OBLIGATIONS
     ---------------------------

     The Partnership invests a varying amount of its assets in U.S. Treasury
     bills. A portion of such bills is held in commodity trading accounts and
     used to fulfill margin requirements. U.S. Treasury bills, with varying
     maturities through December 1997, are valued in the statements of financial
     condition at original cost plus accrued discount which approximates the
     market value. These bills had a face value of $7,500,000 and $9,000,000
     (cost $7,201,141 and $8,548,403) at June 30, 1997 and December 31, 1996.
<PAGE>
 
(3)  CAPITAL ACCOUNTS
     ----------------

     Each partner, including the General Partner, has a capital account with an
     initial balance equal to the amount such partner paid for its units.  The
     Partnership's net assets are determined monthly, and any increase or
     decrease from the end of the preceding month is added to or subtracted from
     the capital accounts of the partner based on the ratio that each capital
     account bears to all capital accounts as of the beginning of the month. The
     number of units held by the TIC 401(k) Plan will be restated as necessary
     for management and incentive fees attributable to units held at the
     beginning of each month by the TIC 401(k) Plan to equate the per unit value
     of the TIC 401(k) Plan's capital account with the Partnership's per unit
     value.

(4)  REDEMPTION OF UNITS
     -------------------

     At each quarter-end, units are redeemable at the discretion of the limited
     partner. Redemption of units in $1,000 increments or a full redemption of
     all units are made at 100% of the net asset value per unit effective as of
     the last business day of any quarter as defined in the Second Amended and
     Restated Limited Partnership Agreement. However, monthly redemptions have
     been required in the case of employee resignations. Partial redemptions of
     units which would reduce the net asset value of a limited partner's
     unredeemed units to less than the minimum investment then required of new
     limited partners or such partner's initial investment, whichever is less,
     will be honored only to the extent of such limitation.

(5)  INCOME TAXES
     ------------

     No provision for income taxes has been made in the accompanying financial
     statements. Partners are responsible for reporting income or loss based
     upon their respective shares of revenue and expenses of the Partnership.

(6)  RELATED PARTY TRANSACTIONS
     --------------------------
 
     The General Partner, due to its relationship with its affiliates and
     certain other parties, may enter into certain related party transactions.

     Bellwether Partners LLC ("BPL"), a Delaware limited liability company and
     an affiliate of the General Partner, is the Partnership's spot and forward
     contract counterparty.  The Partnership typically has on deposit with BPL,
     as collateral for forward contract transactions, no more than 20% of the
     Partnership's net assets. Effective August 1, 1995, BPL ceased receiving
     commissions for transacting the Partnership's foreign exchange forward and
     commodity contracts.

     Bellwether Futures LLC ("BFL"), a Delaware limited liability company,
     formerly Bellwether Futures Corporation is an affiliate of the General
     Partner and is qualified to do business in Illinois.  Effective January 1,
     1996, BFL ceased collecting give-up fees from the Partnership as
     compensation for managing the execution of treasury bond futures by floor
     brokers on the Chicago Board of Trade.
<PAGE>
 
     TIC, an affiliate of the General Partner, receives incentive and management
     fees as compensation for acting as the Partnership's trading advisor (see
     Note 2).

(7)  FINANCIAL INSTRUMENTS WITH OFF BALANCE SHEET RISK AND CONCENTRATION OF
     ----------------------------------------------------------------------
     CREDIT RISK
     -----------

     The Partnership is a party to financial instruments with elements of off-
     balance sheet credit and market risk in excess of the amount recognized in
     the statements of financial condition through its trading of financial
     futures, forwards, swaps and exchange traded and negotiated over-the-
     counter option contracts.

     Exchange traded futures contracts are marked to market daily, with
     variations in value settled on a daily basis with the exchange upon which
     they are traded and with the futures commission merchant through which the
     commodity futures and options are executed.  The Partnership has not taken
     or made physical delivery on futures contracts. The forward contracts are
     generally settled with the counterparty at least two business days after
     the trade.

     At June 30, 1997 and December 31, 1996, the Partnership held financial
     instruments with the following approximate aggregate notional value (000's
     omitted):
 
                                          June 30,      December 31, 
                                            1997            1996
                                        ------------------------------
Exchange Traded Contracts:
- --------------------------
Interest Rate Futures and Option
 Contracts
- --------------------------------
  Domestic                                 $    ---       $   565
  Foreign                                   265,827        28,977
                                                      
Foreign Exchange Contracts                            
- --------------------------
  Financial Futures Contracts                   945         1,673
  Forward Currency Contracts                  7,926         3,399
                                                      
Equity Index Futures                                  
- --------------------
  Domestic                                    2,215           ---
  Foreign                                     1,450           505
                                                      
Over-the Counter Contracts:                           
- ---------------------------
  Equity Index Swaps                            489           ---
                                           --------       -------
                                                      
Total                                      $278,852       $35,119
                                           ========       =======
<PAGE>
 
Notional amounts of these financial instruments are indicative only of the
volume of activity and should not be used as a measure of market and credit
risk. The various financial instruments held at June 30, 1997 and December 31,
1996 mature through, or matured on, the following dates:
 
                                             June 30,     December 31,
                                               1997           1996
                                        ---------------  -------------
 
Interest Rate Futures and Option          December 1998   March 1997
 Contracts
Foreign Exchange Contracts                December 1997    June 1997
Equity Index Futures                     September 1997   March 1997
 

The following table summarizes the quarter-end and the average assets and
liabilities resulting from unrealized gains and losses on derivative instruments
included in the statement of financial condition based on month-end balances (in
thousands):
 
                                        Assets                Liabilities
                                  --------------------    --------------------
                                  June 30,                June 30,        
                                   1997        Average      1997       Average
                                  ---------  ---------    ---------  ---------
Exchange Traded Contracts:
- --------------------------
Interest Rate Contracts
- ------------------------------
  Domestic                            --          23          --          18
  Foreign                             44          76           2          39
                                                                      
Foreign Exchange Contracts             8          35           2          21
- ------------------------------                                        
                                                                      
Equity Index Futures                                                  
- ------------------------------                                        
  Domestic                            --          84          42          13
  Foreign                             15          66          --           2
                                                                      
Over-the-Counter Contracts:                                           
- ------------------------------                                        
  Forward Currency Contracts          --          12          --          14
                                  ------      ------      ------      ------
   Total                              67         296          46         107
                                  ======      ======      ======      ======
<PAGE>
 
Net trading gains and losses from strategies that use a variety of derivative
financial instruments are recorded in the statements of operations. The
following table summarizes the components (in thousands) of trading gains and
losses, net of commissions and fees, for the three and six months ended June 30,
1997 and 1996.
<TABLE>
<CAPTION>
 
                                          Three Months Ended  Six Months Ended
                                               June 30,           June 30,
                                          ------------------  ---------------
                                            1997      1996     1997     1996
                                          --------  --------  -------  ------
<S>                                       <C>       <C>       <C>      <C>
Interest Rate Futures and Option
 Contracts
- --------------------------------
  Domestic                                  $  78     $ 506       399     673
  Foreign                                     421      (340)      291    (247)
 
Foreign Exchange Contracts                     50       288       402     827
- --------------------------
 
Equity Index Futures
- --------------------
  Domestic                                   (100)     (192)       78    (309)
  Foreign                                    (243)        1        36     603
 
Over-the-Counter Contracts                    185       178       161     106
- --------------------------
 
Non-Derivative Financial Instruments         (235)      (60)      504     (66)
- ------------------------------------
                                            ------    ------   ------  ------
 
   Total                                    $ 156     $ 381    $1,871  $1,587
                                            ======    ======   ======  ======
</TABLE>

    In general, exchange traded futures and option contracts possess low credit
    risk as most exchanges act as principal to a futures commission merchant
    ("FCM") on all commodity transactions. Furthermore, most global exchanges
    require FCM's to segregate client funds to insure ample customer protection
    in the event of an FCM's default. The Partnership monitors the
    creditworthiness of its FCM's and counterparties and, when deemed necessary,
    reduces its exposure to these FCM's and counterparties. The Partnership's
    exposure to credit risk associated with the non-performance of these FCM's
    and counterparties in fulfilling contractual obligations can be directly
    impacted by volatile financial markets. A substantial portion of the
    Partnership's open financial futures positions were transacted with major
    international FCM's. BPL is the Partnership's spot and forward contract
    counterparty (see Note (6) above). Notwithstanding the risk monitoring and
    credit review performed by the Partnership with respect to its FCM's and
    counterparties, including BPL, there always is a risk of non-performance.

    The Partnership's exposure to credit risk associated with the non-
    performance of these counterparties in fulfilling contractual obligations
    can be directly impacted by volatile financial markets.

    Generally, financial contracts can be closed out at the discretion of the
    trading advisor. However, an illiquid market could prevent the close-out of
    positions.
<PAGE>
 
ITEM 2.  MANAGEMENT DISCUSSION AND ANALYSIS OF
- -------  -------------------------------------
         FINANCIAL CONDITION AND RESULTS OF OPERATIONS
         ---------------------------------------------

     The Partnership commenced operations on July 2, 1990. Following the closing
     of the initial offering period, the Partnership had 37 Limited Partners who
     subscribed for 421 units for $421,000. In addition, the General Partner
     purchased 400 units of general partnership interest for $400,000.  The
     Partnership had additions of $844,317 and redemptions of $647,633 during
     the quarter ended June 30, 1997 (the "Current Quarter").  From its
     inception through July 1, 1997, the Partnership received total Limited
     Partner contributions of $14,830,972 and had total withdrawals of
     $10,238,107.  In addition, the General Partner contributed $1,900,000 since
     inception. The General Partner redeemed $2,000,000 on March 31, 1994 and
     $1,400,000 on December 31, 1996.  The General Partner's equity in the
     Partnership as of June 30, 1997 was approximately $735,000, representing
     approximately 6% of the Partnership's equity. At July 1, 1997, the
     Partnership had a total of 101 Limited Partners.

     As further specified in the Second Amended and Restated Limited Partnership
     Agreement, dated May 22, 1996, the Partnership may accept investments from
     certain employee benefit plans to the extent that such investment does not
     exceed 25% of the aggregate value of outstanding units, excluding units
     held by the General Partner and its affiliates. On August 1, 1995, the
     Partnership accepted an investment of $99,306 from the Tudor Investment
     Corporation 401(k) Savings & Profit-Sharing Plan (the "TIC 401(k) Plan"), a
     qualified plan organized for the benefit of employees of TIC and certain of
     its affiliates. From its inception through July 1, 1997, the Partnership
     has received a total of $1,022,174 in contributions from the TIC 401(k)
     Plan. The TIC 401(k) Plan's equity in the Partnership as of July 1, 1997
     was approximately $1,230,000, representing approximately 10.3% of
     Partnership equity or approximately 12.8% excluding units held by the
     General Partner and its affiliates. TIC has waived its right to receive
     management and incentive fees attributable to units held by the TIC 401(k)
     Plan. The number of units of limited partnership interest held by the TIC
     401(k) Plan will be restated as necessary to equate the per unit value of
     the TIC 401(k) Plan's capital account with the Partnership's per unit
     value. Furthermore, BPL ceased charging commissions for transacting the
     Partnership's foreign exchange spot and forward and commodity forward
     contracts.

(1) LIQUIDITY
    ---------

     The Partnership's assets are deposited and maintained with BPL, banks or in
     trading accounts with clearing brokers, and are used by the Partnership as
     margin and collateral to engage in futures, option, and forward contract
     trading.  The Partnership invests in U.S. Government obligations approved
     by the various contract markets to fulfill initial margin requirements.  As
     of June 30, 1997 and December 31, 1996, U.S. Government obligations with
     varying maturities through December 1997 represented approximately 58% and
     72% of the total assets of the Partnership.  The percentage that U.S.
     Government obligations bear to the total assets varies daily and monthly,
     as the market value of commodity interest contracts changes, as Government
     obligations are purchased or mature, and as the Partnership sells or
     redeems units.  Since the Partnership's sole purpose is to trade in
     futures, option, and forward contracts, and other commodity interest
     contracts, it is 
<PAGE>
 
     anticipated that the Partnership will continue to maintain substantial
     liquid assets for margin purposes. Interest income for the Current Quarter
     was $147,286, compared to $142,551 during the quarter ended June 30, 1996.
     This increase was due to an increase in the Partnership's assets.


     In the context of the commodity or futures trading industry, cash and cash
     equivalents are part of the Partnership's inventory.  Cash deposited with
     banks represents approximately 31% and 18% of the Partnership's assets as
     of June 30, 1997 and December 31, 1996.  The cash and U.S. Government
     obligations held at clearing brokers and banks at quarter-end satisfy the
     Partnership's need for cash on both a short term and long term basis.

     Since futures contract trading generates a significant percentage of the
     Partnership's income, any restriction or limit on that trading may render
     the Partnership's investment in futures contracts illiquid.  Most U.S.
     commodity exchanges limit fluctuations in certain commodity futures and
     options contract prices during a single day by regulations referred to as a
     "daily price fluctuation limit" or "daily limit."  Pursuant to such
     regulations, during a single trading day, no trade may be executed at a
     price beyond the daily limits.  If the price for a contract has increased
     or decreased by an amount equal to the "daily limit," positions in such
     contracts can neither be taken nor liquidated unless traders are willing to
     effect trades at or within the limit.  Commodity interest contract prices
     have occasionally moved the daily limit for several consecutive days with
     little or no trading.  Such market conditions could prevent the Partnership
     from promptly liquidating its commodity interest contract positions and
     impose restrictions on redemptions.

(2) CAPITAL RESOURCES
    -----------------

    The Partnership does not have, nor does it expect to have, any fixed assets.
    Redemptions and additional sales of units in the future will affect the
    amount of funds available for investments in commodity interest contracts
    in subsequent periods.

    The Partnership is currently open to new investments which can be made on a
    quarterly basis. Such investments are limited to existing and future
    employees of TIC and certain of its affiliates and certain employee benefit
    plans, including, but not limited to, the TIC 401(k) Plan.

(3) RESULTS OF OPERATIONS
    ---------------------

    As of June 30, 1997 and 1996, the Net Asset Value per unit was $3,737.01 and
    $3,343.74.  For the six months ended June 30, 1997, the Partnership had a
    gain of 19.15% or $600.54 per unit, compared to a gain of 17.11% or $479.99
    per unit for the six months ended June 30, 1996.  For the Current Quarter,
    the partnership had a gain of 1.73% or $63.82 per unit, compared to a gain
    of 3.73% or $120.41 per unit for the three months ended June 30, 1996.
<PAGE>
 
    Net trading gains and losses from strategies that use a variety of
    derivative financial instruments are recorded in the statements of
    operations. The following table summarizes the components (in thousands) of
    trading gains and losses, net of commissions, for the three and six months
    ended June 30, 1997 and 1996.

<TABLE>
<CAPTION>
 
                                          Three Months Ended  Six Months Ended
                                               June 30,           June 30,
                                          ------------------  ---------------
                                            1997      1996     1997     1996
                                          ------------------  ---------------
<S>                                       <C>       <C>       <C>      <C>
Interest Rate Futures and Option
 Contracts
- --------------------------------
  Domestic                                  $  78     $ 506       399     673
  Foreign                                     421      (340)      291    (247)
 
Foreign Exchange Contracts                     50       288       402     827
- --------------------------
 
Equity Index Futures
- --------------------
  Domestic                                   (100)     (192)       78    (309)
  Foreign                                    (243)        1        36     603
 
Over-the-Counter Contracts                    185       178       161     106
- --------------------------
 
Non-Financial Derivative Instruments         (235)      (60)      503     (66)
- ------------------------------------
                                            -----     -----    ------  ------
 
   Total                                    $ 156     $ 381    $1,871  $1,587
                                            =====     =====    ======  ======
</TABLE>

Since the Partnership is a speculative trader in the commodities markets,
current year results are not comparable to previous year's results. The
Partnership's net trading gains and losses represent a positive return on
average net assets of 1.29% for the Current Quarter compared to a positive
return of 3.35% for the three months ended June 30, 1996.  The Partnership's net
trading gains represent a positive return on average net assets of 15.87% for
the six months ended June 30, 1997 compared to a positive return of 12.28% for
the six months ended June 30, 1996.  Brokerage commissions and fees were .4% and
 .3% of average net assets for the quarters ended June 30, 1997 and 1996 and 1.0%
and .7% for the six months ended June 30, 1997 and 1996.

Professional fees and other expenses during the Current Quarter ended June 30,
1997 remained stable as compared to the quarter ended June 30, 1996.

Incentive fees are paid quarterly based on Net Trading Profits as described
further in the Limited Partnership Agreement. For the six months ended June 30,
1997 and 1996, incentive fees were 5.0% and 10.5% of trading gains, net of
commissions and fees.  Trading losses of $866,300 which were incurred during the
last six months of 1996 resulted in lower incentive fees as a percentage of
Trading Profits during the first six months of 1997 because trading losses need
to be recouped by the Partnership prior to the Partnership's payment of
incentive fees to the Trading Advisor.

Inflation is not expected to be a major factor in the Partnership's operations,
except that traditionally the commodities markets have tended to be more active,
and thus potentially more profitable during times of high inflation.  Since the
commencement of the Partnership's trading operations in July 1990, inflation has
not been a major factor in the Partnership's operations.
<PAGE>
 
                                   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.



          TUDOR FUND FOR EMPLOYEES L.P.

          By:  Second Management LLC,
               General Partner

          By:  /s/ Mark F. Dalton
               ------------------

               Mark F. Dalton,
               President and Chief
               Operating Officer of the
               General Partner


          By:  /s/ Mark Pickard
               ----------------

               Mark Pickard,
               Vice President and
               Chief Financial Officer of the
               General Partner



August 14, 1997

<TABLE> <S> <C>

<PAGE>

<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM TUDOR FUND
FOR EMPLOYEES L.P. AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS.
</LEGEND>
       
<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                            DEC-31-1997
<PERIOD-START>                               JAN-01-1997
<PERIOD-END>                                 JUN-30-1997
<CASH>                                       3,898,536
<SECURITIES>                                 7,424,205
<RECEIVABLES>                                1,421,163
<ALLOWANCES>                                         0
<INVENTORY>                                          0
<CURRENT-ASSETS>                            12,743,904
<PP&E>                                               0
<DEPRECIATION>                                       0
<TOTAL-ASSETS>                              12,743,904
<CURRENT-LIABILITIES>                        1,034,817
<BONDS>                                              0
                                0
                                          0
<COMMON>                                             0
<OTHER-SE>                                  11,709,087
<TOTAL-LIABILITY-AND-EQUITY>                12,743,904
<SALES>                                      2,253,711
<TOTAL-REVENUES>                             2,253,711
<CGS>                                                0
<TOTAL-COSTS>                                        0
<OTHER-EXPENSES>                               358,041
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                   0
<INCOME-PRETAX>                              1,895,670
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                                  0
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                 1,895,670
<EPS-PRIMARY>                                   600.54
<EPS-DILUTED>                                        0
        

</TABLE>


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