TUDOR FUND FOR EMPLOYEES LP
10-Q, 1998-08-12
INVESTORS, NEC
Previous: ILM II SENIOR LIVING INC /VA, SC 14D1/A, 1998-08-12
Next: SECOND NATIONAL FINANCIAL CORP, 10-Q, 1998-08-12



<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:  6/30/98              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

<TABLE>
<CAPTION>
                                                                       JUNE 30,                DECEMBER 31,
                                                                         1998                      1997
                                                                      (UNAUDITED)                (AUDITED)
                                                                --------------------     ----------------------
<S>                                                               <C>                      <C>
                        ASSETS
                        ------
CASH                                                                     $ 5,147,542                $ 7,088,210
 
EQUITY IN COMMODITY TRADING ACCOUNTS:
 Due from broker                                                           2,063,862                  2,264,274
 U.S. Government obligations                                               6,416,628                  7,477,448
 Net unrealized gain on open commodity interests                             359,667                    211,519
                                                                --------------------     ----------------------
  Total equity                                                             8,840,157                  9,953,241
 
 Subscription Receivables                                                        -                      125,000
                                                                --------------------     ----------------------
     Total assets                                                        $13,987,699                $17,166,451
                                                                ====================     ======================
 
      LIABILITIES AND PARTNERS' CAPITAL
      ---------------------------------

LIABILITIES:
 
Redemptions payable                                                      $ 1,834,804                $ 3,339,382
Pending partner additions                                                    302,000                  4,160,168
Management fee payable                                                        38,734                     56,054
Incentive fee payable                                                              -                     49,172
Accrued professional fees and other                                           39,491                     65,988
                                                                --------------------     ----------------------
 
     Total liabilities                                                     2,215,029                  7,670,764
                                                                --------------------     ----------------------
 
PARTNERS' CAPITAL:

Limited Partners, 10,000 units authorized and 2,729.268 and
 2,186.284 outstanding at June 30, 1998 and December 31, 1997             10,981,693                  8,712,315

General Partner, 196.580 units outstanding at June 30, 1998 and
 December 31, 1997                                                           790,977                    783,372
                                                                --------------------     ----------------------
 
     Total partners' capital                                              11,772,670                  9,495,687
                                                                --------------------     ----------------------
 
     Total liabilities and partners' capital                             $13,987,699                $17,166,451
                                                                ====================     ======================
</TABLE>
                                                                                


        The accompanying notes are an integral part of these statements.
<PAGE>
 
                         TUDOR FUND FOR EMPLOYEES L.P.
                            STATEMENTS OF OPERATIONS
                       FOR THE THREE AND SIX MONTHS ENDED
                             JUNE 30, 1998 AND 1997
                                  (UNAUDITED)


<TABLE>
<CAPTION>
                                                        THREE MONTHS ENDED                           SIX MONTHS ENDED
                                                             JUNE 30,                                    JUNE 30,
                                                    1998                   1997                 1998                1997
                                           -------------------     ------------------     ---------------    ----------------
<S>                                          <C>                     <C>                    <C>                <C>
REVENUES:

Net realized trading gain  (loss)                    $(682,478)            $1,067,382            $ 27,833          $2,063,847
Change in net unrealized trading gain (loss)            82,331               (859,003)            156,107             (80,975)
Interest income                                        160,650                147,287             322,384             270,839
                                           -------------------     ------------------     ---------------    ----------------
 
 
Total revenues                                        (439,497)               355,666             506,324           2,253,711
                                           -------------------     ------------------     ---------------    ----------------
 
EXPENSES:

Brokerage commissions and fees                          39,299                 52,625             106,803             112,302
Incentive fee                                                -                  7,874              66,614              93,743
Management fee                                          58,143                 56,014             120,414             106,248
Professional fees and other                             22,336                 21,734              46,283              45,748
                                           -------------------     ------------------     ---------------    ----------------
 
Total expenses                                         119,778                138,247             340,114             358,041
                                           -------------------     ------------------     ---------------    ----------------
 
Net income (loss)                                    $(559,275)            $  217,419            $166,210          $1,895,670
                                           ===================     ==================     ===============    ================
 
Limited Partners' Net Income (Loss)                   (526,177)               204,873             158,605           1,777,614
 
General Partner's Net Income (Loss)                    (33,098)                12,546               7,605             118,056
                                           -------------------     ------------------     ---------------    ----------------
 
                                                     $(559,275)            $  217,419            $166,210          $1,895,670
                                           ===================     ==================     ===============    ================
 
Change in Net Asset Value Per Unit                    $(168.36)                $63.82              $38.69             $600.54
                                           ===================     ==================     ===============    ================
 
Net Income Per Unit (Note 2)                          $(165.41)                $65.82              $48.82             $591.45
                                           ===================     ==================     ===============    ================
</TABLE>
                                                                                

        The accompanying notes are an integral part of these statements.
<PAGE>
 
<TABLE>
<CAPTION>
                                                       TUDOR FUND FOR EMPLOYEES L.P.
                                                STATEMENTS OF CHANGES IN PARTNERS' CAPITAL
                                  FOR THE PERIOD ENDED JUNE 30, 1998 AND THE YEAR ENDED DECEMBER 31, 1997
 
 
                                                   LIMITED PARTNERS            GENERAL PARTNER                                     
                                          -------------------------------  ----------------------        TOTAL      NET ASSET VALUE 
                                               UNITS             CAPITAL     UNITS       CAPITAL        CAPITAL        PER UNIT    
                                          -----------------------------------------------------------------------------------------
<S>                                      <C>                <C>              <C>         <C>           <C>             <C>         
Partners' Capital, January 1, 1997         2,521.886         $ 7,909,798     196.580      $616,568     $ 8,526,366      $3,136.46  

  Net income                                      --           2,546,001          --       166,804       2,712,805               
  TIC 401(k) Plan unit adjustment (a)          9.772                  --          --            --              --               
  Capital Contributions                      746.608           2,546,367          --            --       2,546,367               
  Redemptions                             (1,091.982)         (4,289,851)         --            --       4,289,851               
                                         -----------         -----------    --------      --------     -----------               
                                                                                                                                 
Partners' Capital, December 31, 1997(b)    2,186.284           8,712,315     196.580       783,372       9,495,687       3,984.99 
                                                                                                                                 
                                         -----------         -----------    --------      --------     -----------
                                                                                       
  Net income                                      --             158,605          --         7,605         166,210 
  TIC 401(k) Plan unit adjustment (a)          6.218                  --          --            --              -- 
  Capital Contributions                    1,193.265           4,786,067          --            --       4,786,067 
  Redemptions                               (656.499)         (2,675,294)         --            --      (2,675,294)
                                          ----------         -----------    --------      --------     -----------  
                                                                                       
Partners' Capital, June 30, 1998 (b)       2,729.268         $10,981,693     196.580      $790,977     $11,772,670      $4,023.68
                                          ==========         ===========    ========      ========     ===========      
</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, 1998
                                  (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 (the "General Partner"), a Delaware limited liability
     company was the general partner for the Partnership during the quarter
     ended June 30, 1998 and owned approximately 197 units of general
     partnership interest. Ownership of limited partnership units ("Units") is
     restricted to employees of Tudor Investment Corporation ("TIC") and its
     affiliates and certain employee benefit plans (each such owner a "Limited
     Partner").

     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.

     BROKERAGE COMMISSIONS AND FEES
     ------------------------------

     These expenses represent all brokerage commissions and 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.
<PAGE>
 
     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 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 1/12 of 2% (2% per annum) of the Partnership's net
     assets. Effective August 1, 1995, TIC waived its right to receive
     management fees attributable to Units held at the beginning of each month
     by the TIC 401(k) Plan.

     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  initial margin requirements. U.S. Treasury bills, with
     varying maturities through January 1999, 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 $6,500,000
     and $7,500,000 (cost $6,314,130 and $7,405,486) at June 30, 1998 and
     December 31, 1997.

     SUBSCRIPTIONS RECEIVABLE
     ------------------------

     Prospective investors are required to complete, execute and deliver a
     Subscription Agreement as defined in the Limited Partnership Agreement.
     Subscriptions receivable arise when a signed Subscription Agreement has
     been completed, executed and delivered, and payment is received by the
     Partnership subsequent to the last day of the quarter.

     NET INCOME PER UNIT
     -------------------

     Net income per Unit is computed by dividing net income by the monthly
     average of Units outstanding at the beginning of each month.
<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 and 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 Limited Partnership
     Agreement.  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 primary forward
     contract counterparty. Effective August 1, 1995, BPL ceased charging
     commissions for the Partnership's foreign exchange and commodity contracts
     transactions. The Partnership typically has on deposit with BPL, as
     collateral for forward contracts, up to 15% of the Partnership's net
     assets.

     Bellwether Futures LLC ("BFL"), a Delaware limited liability company, is an
     affiliate of the General Partner.  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 amounts
        recognized in the statements of financial condition through its trading
        of financial futures, forwards, swaps and exchange traded and negotiated
        over-the-counter options.

        Exchange traded futures and options 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 forward contracts are generally settled with the counterparty at
        least two business days after the trade.  Futures and forwards are
        typically liquidated by entering into offsetting contracts with the same
        counterparty, although the Partnership from time to time may take 
        delivery on such contracts.

        At June 30, 1998 and December 31, 1997, the Partnership held financial
        instruments with the following approximate aggregate notional value
        (000's omitted):

<TABLE> 
<CAPTION> 
                                                                June 30,          December 31,      
                                                                --------          ------------
                                                                 1998                  1997 
                                                                 ----                  ----
<S>                                                             <C>                 <C> 
Exchange Traded Contracts:

        Interest Rate Futures and Option Contracts-
                Domestic                                          -                     5,995
                Foreign
                   Less than 6 months                            37,302                40,892
                   6 months to 1 year                             -                    43,351
                   1 to 2 years                                   -                    38,106

        Foreign Exchange Contracts-
                Financial Futures Contracts                       6,071                 8,257
                Forward Currency Contracts
                   Less than 6 months                            18,595                 8,389
                   6 months to 1 year                               300                 3,000
        Equity Index Futures-
                Domestic                                            837                 3,425
                Foreign                                           -                     2,333

Over-the Counter-Contracts:
        Forward Currency Contracts                                -                   -
        Commodity Swaps                                          1,200                   436
        Equity Index Swaps
                     Less than 6 months                              18               -
                     6 months to 1 year                             932               - 
                                                               --------             ---------
Total                                                          $ 65,255             $ 154,184 
                                                               ========             =========
</TABLE> 
<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, 1998 and December
    31, 1997 mature through the following dates:
<TABLE>
<CAPTION>
                                                             June 30,             December 31,
                                                               1998                   1997
                                                      --------------------    -------------------
<S>                                                     <C>                     <C>
Exchange traded Contracts:
Interest Rate Futures and Options Contracts               September 1998          December 1999
Foreign Exchange Contracts                                    March 1999           October 1998
Equity Index Futures                                      September 1998             March 1998

Over-the Counter Contracts:
   Foreign Currency Contracts                                    -                      -
   Commodity Swaps                                         December 1998             April 1998
   Equity Index Swaps                                          June 1999                -
</TABLE>

    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 statements of financial condition based on
    month-end balances (000's omitted):


<TABLE> 
<CAPTION> 
                                                         Assets                       Liabilities
                                               ----------------------------   ----------------------------
                                                       June 30,                       June 30,          
                                                        1998        Average             1998       Average 
                                                        ----        -------             ----       -------
<S>                                                  <C>            <C>               <C>         <C> 
Exchange Traded Contracts:
        Interest Rate Contracts-
                Domestic                                   -            33                -            10
                Foreign                                  110            44                -            -
                                                                                          
        Foreign Exchange Contracts-                                                       
                Financing Futures Contracts                -             3                -            30
                Forward Currency Contracts               320            53                -            29
                                                                                          
        Equity Index Futures-                                                             
                Domestic                                  21             9                -             8
                Foreign                                    -            26                -            14
                                                                                          
 Over-the-Counter Contracts:                                                              
                Forward Currency Contracts                 -            54                -             -
                Commodity Swaps                            -             -               42            49
                Equity Index Swaps                         -             4               58            10
                                               -------------- -------------   --------------  ------------

                        Total                            451           226              100           150
                                               ============== =============   ==============  ============
</TABLE> 
<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,
1998 and 1997.

<TABLE>
<CAPTION>
                                                     Three Months Ended                    Six Months Ended
                                                          June 30,                             June 30,
                                              ------------------------------     ---------------------------------
                                                    1998             1997              1998               1997
                                              -------------     ------------     -------------     ---------------
<S>                                             <C>               <C>              <C>               <C>
Exchange Traded Contracts:
 
Interest Rate Futures and Option Contracts-
  Domestic                                            $(457)           $  78               (71)                399
  Foreign                                               130              485                41                 355
 
Foreign Exchange Contracts                              191               50              (198)                402
 
Equity Index Futures-
  Domestic                                              (59)              86               109                  79
  Foreign                                              (125)            (243)               (8)                 36
 
Over-the-Counter Contracts:
 
  Forward Currency Contracts                              5              185               521                 161
  Commodity Swaps                                      (134)            (260)             (216)                (17)
  Equity Index Swaps                                    (67)            (186)             (151)                 (1)
  Interest Rate Swaps                                     -              (64)                -                 (64)
 
Non-Derivative Financial Instruments                   (123)              25                50                 521
                                              -------------     ------------     -------------     ---------------
   Total                                              $(639)           $ 156             $  77              $1,871
                                              =============     ============     =============     ===============
</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 primary forward contract
    counterparty (Note (6)). 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 nonperformance.

    Generally, financial contracts can be closed out at the discretion of the
    trading advisor. However, an illiquid or closed 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 $625,899 and redemptions of
     $1,834,804 during the quarter ended June 30, 1998 (the "Current Quarter").
     From its inception through July 1, 1998, the Partnership received total
     Limited Partner contributions of $20,126,990 and had total withdrawals of
     $16,427,922.  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, 1998 was approximately $791,000, representing
     approximately 7% of the Partnership's equity. At July 1, 1998, the
     Partnership had a total of 94 Limited Partners.

     As 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 and excluding units of
     general partnership interest. On August 1, 1995, the Partnership accepted
     an investment of $99,306 from the Tudor Investment Corporation 401(k)
     Savings and Profit-Sharing Plan (the "TIC 401(k) Plan"), a qualified plan
     organized for the benefit of employees of TIC and certain of its
     affiliates.  The Partnership has received TIC 401(k) Plan contributions in
     the aggregate amount from inception through July 1, 1998 of $1,611,192.
     The TIC 401(k) Plan's equity in the Partnership as of July 1, 1998 was
     approximately $1,945,000, representing approximately 16.5% of Partnership
     equity or approximately 19.4% excluding Units held by the General Partner
     and its affiliates and excluding units of general partnership interest. TIC
     waived its right to receive management and incentive fees attributable to
     Units held by the TIC 401(k) Plan. The number of Units 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, 1998 and December 31, 1997, U.S. Government obligations with
     varying maturities through January 1999 represented approximately 46% and
     44% 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 anticipated that the Partnership will continue to 
<PAGE>
 
     maintain substantial liquid assets for margin purposes. Interest income for
     the Current Quarter was $160,650, compared to $147,287 during the quarter
     ended June 30, 1997. 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 37% and 41% of the Partnership's assets as
     of June 30, 1998 and December 31, 1997.  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
     ---------------------

     The following table compares net asset value per Unit for the three and six
     months ended June 30, 1998 and 1997:

<TABLE>
<CAPTION>
                           Net Asset Value           Three Months Ended              Six Months Ended      
                               per Unit                   June 30                        June 30
                        --------------------    --------------------------      -----------------------
                                                        $             %               $           %
                                                --------------------------      -----------------------
<S>                       <C>                    <C>             <C>              <C>          <C>
June 30, 1998                      $4,023.60       $( 168.37)      (4.02%)         $ 38.69        .97%
June 30, 1997                      $3,737.01       $   63.82        1.73%          $600.54      19.15%
</TABLE>
<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, 1998 and 1997.

<TABLE>
<CAPTION>
                                                 Three Months Ended                  Six Months Ended
                                                      June 30,                           June 30,
                                           ----------------------------     -------------------------------
                                                1998             1997            1998              1997
                                           ------------     -----------     ------------     --------------
<S>                                          <C>              <C>             <C>              <C>
Exchange Traded Contracts:
 
Interest Rate Futures and Option Contracts-
  Domestic                                        $(457)          $  78              (71)               399
  Foreign                                           130             485               41                355
 
Foreign Exchange Contracts                          191              50             (198)               402
 
Equity Index Futures-
  Domestic                                          (59)             86              109                 79
  Foreign                                          (125)           (243)              (8)                36
 
Over-the-Counter Contracts:
 
  Forward Currency Contracts                          5             185              521                161
  Commodity Swaps                                  (134)           (260)            (216)               (17)
  Equity Index Swaps                                (67)           (186)            (151)                (1)
  Interest Rate Swaps                                 -             (64)               -                (64)
 
Non-Derivative Financial Instruments               (123)             25               50                521
                                           ------------     -----------     ------------     --------------
   Total                                          $(639)          $ 156            $  77             $1,871
                                           ============     ===========     ============     ==============
</TABLE>

     Since the Partnership is a speculative trader in the commodities markets,
     current year results are not comparable to previous year's results.  The
     following table illustrates the Partnership's net trading gain as a return
     on net assets, brokerage commissions and fees as a percentage of net
     assets, and incentive fees as a percentage of trading profits.

<TABLE>
<CAPTION>
                                                             Three Months Ended,                  Six Months Ended,
                                                                   June 30,                           June 30,          
                                                        -----------------------------       -----------------------------
                                                            1998              1997              1998              1997
                                                        ------------      ------------      ------------      -----------
<S>                                                     <C>               <C>               <C>               <C>
Trading Gains as a % of Net Assets                              4.9%              1.3%              0.6%            15.9%
Brokerage Commissions & Fees as a % of Net Assets               0.3%              0.4%              0.8%             1.0%
Incentive Fees as a % of Trading Profits                        0.0%              5.0%             86.4%             5.0%
</TABLE>

     In general, commission rates have remained stable during the past three
     years. Trading losses of $639,000 incurred during the Current Quarter
     resulted in higher incentive fees as a percentage of Trading Profits during
     the first six months of 1998. These losses need to be recouped by the
     Partnership prior to the Partnership's payment of incentive fees to the
     Trading Advisor.

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

     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.


                           PART II OTHER INFORMATION


    CHANGES IN SECURITIES AND USE OF PROCEEDS
    -----------------------------------------

     The effective date of the initial registration statement of the Partnership
     (Commission file number 33-33982) was June 22, 1990.  Through July 1, 1998,
     an aggregate of $22,026,990 of Units had been sold.
<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 of the General Partner

 
          By:  /s/ Mark Pickard                                    
               -----------------------------------                              
               Mark Pickard,
               Managing Director and
               Chief Financial Officer of the
               General Partner



August 12, 1998

<TABLE> <S> <C>

<PAGE>

<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM TUDOR FUND
FOR EMPLOYEES L.P. 6/30/98 10-Q AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO
SUCH FINANCIAL STATEMENTS.
</LEGEND>
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1998
<PERIOD-START>                             APR-01-1998
<PERIOD-END>                               JUN-30-1998
<CASH>                                       4,845,542
<SECURITIES>                                 6,416,628
<RECEIVABLES>                                2,725,529
<ALLOWANCES>                                         0
<INVENTORY>                                          0
<CURRENT-ASSETS>                            13,987,699
<PP&E>                                               0
<DEPRECIATION>                                       0
<TOTAL-ASSETS>                              13,987,699
<CURRENT-LIABILITIES>                        2,215,029
<BONDS>                                              0
                                0
                                          0
<COMMON>                                             0
<OTHER-SE>                                  11,772,670
<TOTAL-LIABILITY-AND-EQUITY>                 3,987,699
<SALES>                                      (439,497)
<TOTAL-REVENUES>                             (439,497)
<CGS>                                                0
<TOTAL-COSTS>                                        0
<OTHER-EXPENSES>                               119,778
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                   0
<INCOME-PRETAX>                              (559,275)
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                                  0
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                 (559,275)
<EPS-PRIMARY>                                 (168.36)
<EPS-DILUTED>                                        0
        

</TABLE>


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission