Prospectus Cross Reference
June 14, 1999
TUDOR FUND FOR EMPLOYEES L.P.
(A Delaware Limited Partnership)
Supplement to the
Prospectus Dated June 14, 1999
-------------------------------------------------------------------------
This Supplement is an integral part of, and should be read together
with, the Prospectus dated June 14, 1999 ("Prospectus"), also delivered
herewith. All capitalized terms used in this Supplement and not defined
herein have the same meanings as used in the Prospectus.
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CARGILL INVESTOR SERVICES, INC.
Neither Tudor Fund For Employees L.P. nor Tudor Investment Corporation
is affiliated with Tudor Fund, a U.S. mutual fund registered under the
Investment Company Act of 1940, or with Tudor Management Co., Inc., a
wholly-owned subsidiary of Weiss Peck & Greer.
The date of this Supplement is March 21, 2000
<PAGE>
GENERAL INFORMATION
The Prospectus is amended to reflect accuracy and timeliness of
information, including discussion of clearing brokers, capitalization,
management of the Trading Advisor, selected financial data, financial condition
and results of operations, and performance information.
AMENDMENTS TO PROSPECTUS
1. The Partnership. The information regarding the Partnership's sale of
Units on page 8 (first paragraph) is deleted in its entirety and the following
is substituted therefor:
Since July 1990, the Partnership has been offering unsold
Units for sale at a price equal to 100% of the Net Asset Value of a
Unit as of the opening of business on the first day of each calendar
quarter. After the January 1, 2000 closing, 3,185 Units were
outstanding, with 10,469 Units having been sold, 9,531 Units remaining
unsold, 7,338 of the sold Units having been redeemed, and 54 Units
having been allocated to the TIC 401(k) Plan. In addition, the General
Partner hold 197 units of general partnership interest.
2. Capitalization. The information regarding the capitalization of the
Partnership on page 15 (second full paragraph and table) is deleted in its
entirety and the following is substituted therefor:
The following table shows
o the actual capitalization of the partnership as of January 1, 2000
based on the Units outstanding on that date; and
o the pro forma capitalization of the Partnership if all unsold
Units (9,531 Units) were sold at the Net Asset Value thereof as of
January 1, 2000 (i.e., $5,736.93).
<PAGE>
Pro Forma
Actual Amount if the
Amount Maximum Number of
Title of Class as of January 1, 2000 Unsold Units is Sold
-------------- --------------------- --------------------
Units of Limited Partnership
Interest $18,272,429 $72,951,109
Units of General Partnership
Interest (1) 1,127,770 1,127,770
----------- -----------
Total $19,400,199 $74,078,879
=========== ===========
------------------------
(1) The actual amount shown reflects the Net Asset Value of units
of general partnership interest outstanding as of January 1,
2000 (197 Units). The Net Asset Value of a unit of general
partnership interest is equivalent to the Net Asset Value of a
Unit of limited partnership interest. The General Partner has
agreed to contribute such amounts to the Partnership as are
necessary from time to time to make the General Partner's
capital contribution equal to the greater of (i) $200,000 and
(ii) the sum of (a) the lesser of $100,000 or 3% of the first
$10,000,000 in aggregate capital contributions to the
Partnership by all Partners and (b) 1% of the aggregate
capital contributions to the Partnership by all Partners in
excess of $10,000,000.
3. Selected Financial Data. The table set forth on page 15 is deleted
in its entirety and the following is substituted therefor:
<TABLE>
<CAPTION>
Nine Months Years Ended December 31,
Ended -------------------------------------------------------------------------
September 30, 1999 1998 1997 1996 1995 1994
--------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Revenues ............................ $ 1,077,314 $ 5,153,767 $ 3,362,714 $ 1,417,232 $ 2,657,575 $ 1,028,281
Expenses ............................ $ 143,509 $ 956,633 $ 649,909 $ 596,480 $ 608,851 $ 502,809
------------------------------------------------------------------------------------------
Net Income .......................... $ 933,805 $ 4,197,134 $ 2,712,805 $ 820,752 $ 2,048,724 $ 525,472
------------------------------------------------------------------------------------------
Total Assets ........................ $ 17,719,366 $ 18,265,036 $ 17,166,451 $ 12,138,706 $ 9,323,890 $ 7,383,887
------------------------------------------------------------------------------------------
Partners' Capital (see "REDEMPTIONS") $ 16,822,946 $ 14,891,112 $ 9,495,687 $ 8,526,366 $ 8,113,393 $ 6,711,510
------------------------------------------------------------------------------------------
Units Outstanding ................... 3,267 2,786 2,383 2,718 2,833 3,053
------------------------------------------------------------------------------------------
Net Asset Value Per Unit ............ $5,149 5,344 $3,985 $3,136 $2,864 $2,199
Change in Net Asset Value Per Unit .. $ (195) $1,359 $ 849 $ 273 $ 665 $ 142
Net Income Per Unit ................. $ 276 $1,327 $ 845 $ 246 $ 690 $ 149
</TABLE>
2
<PAGE>
4. Management's Discussion and Analysis of Financial Condition and
Results of Operations. The information regarding liquidity, capital resources,
and results of operations on pages 16-17 is deleted in its entirety and the
following is substituted therefor:
Liquidity
The assets of the Partnership are deposited with BPL, banks,
and clearing brokers in trading accounts, and are used as margin and
collateral to engage in commodity interest contract trading. The
Partnership invests in United States Government obligations approved by
the various contract markets to fulfill margin and collateral
requirements.
As of September 30, 1999, approximately 77% of the total
assets of the Partnership were held as United States Government
securities purchased under agreements to resell (i.e., reverse
repurchase agreements), but this proportion varies each day. Since the
Partnership's sole purpose is to trade in commodity interest contracts,
it is anticipated that the Partnership will continue to maintain
substantial liquid assets for margin and collateral purposes.
Interest income for the quarter ended September 30, 1999 was
$210,407 compared to $159,392 for the quarter ended September 30, 1998.
Interest income for the years ended December 31, 1998, 1997, and 1996
was $655,889, $571,106, and $545,860 respectively.
In addition to United States Government securities purchased
under agreement to resell, the Partnership also holds cash and cash
equivalents. Cash and cash equivalents deposited with banks represented
approximately 6% and 20% of the Partnership's assets as of September
30, 1999 and December 31, 1998, respectively. The cash and Unites
States Government securities held at banks and clearing brokers satisfy
the Partnership's need for cash on a short-term and long-term basis.
Since futures contract trading generates a large percentage of
the Partnership's income, any restrictions or limits on that trading
may render the Partnership's investment in futures contracts illiquid.
Most United States commodity exchanges prohibit trading outside of a
designated price range, referred to as a "daily limit". If prices move
the daily limit for several days with little or no trading, the
Partnership might be unable to promptly liquidate its open positions.
See "PRINCIPAL RISK FACTORS -- COMMODITY INTEREST CONTRACT TRADING MAY
BE ILLIQUID."
3
<PAGE>
Capital Resources
Redemptions and additional sales of Units in the future will
affect the amount of funds available for investment in commodity
interest contracts in subsequent periods. See "INVESTMENT PROGRAM AND
USE OF PROCEEDS".
Results of Operations
The following table compares Net Asset Values at year-end 1998, 1997
and 1996:
Net Asset Value Increase During Year
------------------------
Per Unit $ %
------------------ ----------- ---------
December 31, 1998.............. $5,344.21 $1,359.22 34.11%
December 31, 1997.............. 3,984.99 848.53 27.05
December 31, 1996.............. 3,136.46 272.71 9.52
The following table compares Net Asset Values as of September 30, 1999
and 1998:
Net Asset Value Increase (Decrease) During
Quarter
---------------------------
Per Unit $ %
---------------- -------------- ---------
September 30, 1999............. $5,149.25 $ 271.85 5.51%
September 30, 1998............. 5,189.42 1,165.74 28.98
The following table summarizes trading gains and losses by type of
contract for the nine months ended September 30, 1999 and 1998 and for the years
1998, 1997, and 1996.
<TABLE>
<CAPTION>
For the Nine Months For the Year Ended
Ended September 30, December 31,
--------------------- -------------------------------------
1999 1998 1998 1997 1996
------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C>
Interest Rate Futures and Option Contracts ($ in thousands)
Domestic ........................... $ (221) $ 1,109 $ 1,072 $ 982 $ 726
Foreign ............................ 104 973 2,181 413 (450)
Foreign Exchange Contracts .................. (1,323) 490 (219) 373 591
Equity Index Futures Contracts
Domestic ........................... (637) 251 329 (4) (544)
Foreign ............................ (364) 706 543 173 399
Over the Counter Contracts:
Forward Currency Contracts ......... 884 521 792 307 131
Commodity Swaps .................... 63 (350) (350) (51) 14
Equity Index Swaps ................. (98) 236 (82) (78) --
Interest Rate Swaps ................ -- -- -- (64) --
Non-Derivative Financial Instruments 602 (56) (36) 552 (119)
------- ------- ------- ------- -------
Total ..................... $ (990) $ 3,880 $ 4,034 $ 2,603 $ 748
======= ======= ======= ======= =======
</TABLE>
4
<PAGE>
Since the Partnership is a speculative trader in the commodities
markets, current year results are not necessarily comparable to the previous
year's results.
The following table illustrates the Partnership's net trading gain as a
return on Net Assets, and also shows brokerage commissions and fees as a
percentage of Net Assets. In addition, the table shows incentive fees as a
percentage of Trading Profits.
<TABLE>
<CAPTION>
For the Nine Months For the Year Ended
Ended September 30, December 31,
------------------- ------------------------------------
1999 1998 1998 1997 1996 1995
------- ------ ------ ------ ------ ------
<S> <C> <C> <C> <C> <C> <C>
Trading Gain (Loss) as a % of Net Assets ........ (5.7)% 29.0% 31.4% 22.3% 6.8% 27.4%
Brokerage Commissions & Fees as a % of Net Assets 1.0 1.2 1.4 1.6 1.1 2.1
Incentive Fees as a % of Trading Profits ........ 0.0 9.6 9.3 5.9 22.2 9.3
</TABLE>
In general, commission rates have remained stable during the past three
years.
Professional fees and other expenses remained stable during each of the
past three years.
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.
See also "CAPITALIZATION" and "TUDOR FUND FOR EMPLOYEES L.P. FINANCIAL
STATEMENTS AS OF DECEMBER 31, 1998 AND 1997 TOGETHER WITH AUDITORS' REPORT AND
UNAUDITED FINANCIAL STATEMENTS AS OF MARCH 31, 1999."
5. Performance Record of the Partnership. The information regarding the
performance record of the Partnership beginning with the last paragraph on page
18 is deleted in its entirety and the following is substituted therefor:
The performance record of the Partnership from January 1, 1995
through February 29, 2000 is show below. The Partnership's complete
performance record since it began trading (July 2, 1990 through
February 29, 2000) is shown in Item 9 below. The information below and
in Item 9 is the actual trading performance of the Partnership after
payment of advisory fees, transaction costs, and all other expenses and
costs. The rates of return shown below and in Item 9 are representative
of the rates of return experienced by each investor holding a Unit
during the period shown.
The information below and in Item 9 has not been audited.
However, the General Partner believes that such information is accurate
and fairly presented.
5
<PAGE>
You should be aware that past performance information cannot
predict how the Partnership will perform in the future. It is possible
that the Partnership will incur losses in the future.
ACTUAL PERFORMANCE RECORD OF TUDOR FUND FOR EMPLOYEES L.P.
Rates of Return (1)(2)
<TABLE>
<CAPTION>
2000 1999 1998 1997 1996 1995
-------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
January ............................... -0.85% -4.05% -0.35% 2.69% 9.92% 4.12%
February (3) .......................... 5.06% 6.31% 1.27% 8.65% 0.69% 3.59%
March ................................. -6.03% 4.23% 4.96% 1.70% 12.14%
April ................................. -2.46% -4.32% 0.48% 7.93% 0.53%
May ................................... -0.94% -0.74% 1.65% -2.50% -3.96%
June .................................. -1.46% 1.07% -0.40% -1.42% -3.19%
July .................................. 3.39% 2.72% 3.49% 0.54% 0.18%
August ................................ 2.05% 11.29% 3.94% -0.99% 5.50%
September ............................. 0.07% 12.82% -5.13% -3.67% 1.49%
October ............................... 4.52% -0.20% -1.55% -0.34% 4.73%
November .............................. 4.49% -2.15% 4.33% -2.26% 0.50%
December .............................. 2.01% 5.46% 1.74% 0.42% 2.08%
-------------------------------------------------------------------------------
Annual (Period) Rate of Return (3)... 4.16% 7.35% 34.11% 27.05% 9.52% 30.26%
===============================================================================
</TABLE>
Name of Fund: Tudor Fund For Employees L.P.
Type of Fund: Publicly Offered
Inception of Trading: July 2, 1990
Aggregate Subscriptions Since Inception (4): $28,868,000
Aggregate Redemptions Since Inception: $23,171,000
Current Net Assets: $20,214,000
Largest Monthly Percentage Drawdown (5): March 1999 (-6.03%)
Worst Peak to Valley Percentage Drawdown (6): May 1, 1996-November 30, 1996
(-10.22%)
THE ACCOMPANYING FOOTNOTES ARE AN INTEGRAL PART OF THIS TABLE.
FOOTNOTES TO TABLE
The performance data presented above has been calculated on an accrual basis of
accounting in accordance with United States generally accepted accounting
principles.
(1) Monthly rate of return ("Monthly Rate of Return") is calculated by
dividing Net Performance by Beginning Net Assets plus Additions (as
such terms are defined below). Monthly Rate of Return does not take
into account Withdrawals (as such term is defined below). Because
Withdrawals occur only at the end of a month, their effect on the
calculation of Monthly Rate of Return is not material.
"Additions" represents all additional capital contributed during a
month.
"Beginning Net Assets" represents the sum of cash and cash equivalents
and the equity in the Partnership accounts, less accrued and paid
expenses as of the beginning of a month.
6
<PAGE>
"Net Performance" represents the change in Net Assets, net of Additions
and Withdrawals.
"Withdrawals" represents all withdrawals of capital during a month.
(2) Annual (Period) Rate of Return is calculated by determining the Monthly
Rate of Return for each month during the relevant period and
compounding such returns by subsequent Monthly Rates of Return achieved
during such period.
(3) Figure for this period in 2000 is estimated.
(4) Aggregate Subscriptions Since Inception includes subscriptions to the
Partnership at the January 1, 2000 Quarterly Closing.
(5) Largest Monthly Percentage Drawdown represents the greatest cumulative
percentage decline in month-end Net Assets due to losses sustained by
the Partnership during any one month period shown in the table.
(6) Worst Peak to Valley Percentage Drawdown represents the greatest
cumulative percentage decline in month-end Net Assets due to losses
sustained by the Partnership during any period shown in the table in
which Net Assets at any prior month-end are not equaled or exceeded by
subsequent Net Assets.
PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS.
6. Trading Advisor and Principals. The information regarding the
Trading Advisor and its principals on page 21 is amended as follows:
David E. Allanson is removed as a principal.
The following sentences are added to the end of the paragraph
immediately preceding the heading "Business Backgrounds":
In addition to the foregoing principals, Mark V. Houghton-Berry, a
Managing Director of the Trading Advisor's U.K. affiliates, is a
Director of the Trading Advisor. Mr. Houghton-Berry's application as a
principal is pending before the NFA, and he will not perform any duties
relating to the regulated commodity business of the General Partner
until such time as he is so approved.
The information regarding the business backgrounds of the principals of
the Trading Advisor on pages 21 and 22 is amended by deleting the information
regarding David E. Allanson and substituting the following:
Mark V. Houghton-Berry. Mr. Houghton-Berry, age 41, is a
Managing
7
<PAGE>
Director of the affiliates of Tudor which maintain offices in Surrey,
England. Prior to joining Tudor in July 1995, Mr. Houghton-Berry was an
Executive Director and Head of Proprietary Trading in London with
Goldman Sachs International.
7. The Clearing Brokers. The table regarding the clearing brokers on
pages 24 and 25 is amended in that the references to Salomon Brothers Inc. and
Smith Barney Inc. are deleted in their entirety and the following is substituted
therefor:
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------------------
Regulatory Organization Membership and
Clearing Broker Main Business Office Registrations
- --------------------------------------------------------------------------------------------------------------
<S> <C> <C>
Salomon Smith Barney Inc. 388 Greenwich Street o Registered with CFTC as an FCM.
New York, New York 10013 o Member of NFA as an FCM.
Tel.: 212-816-6000 o Registered with SEC as a
broker-dealer.
o Member of NASD as a broker-dealer.
- --------------------------------------------------------------------------------------------------------------
</TABLE>
The table regarding the clearing brokers on pages 26 to 28 is amended
in that the references to Salomon Brothers Inc. and Smith Barney Inc. are
deleted in their entirety and the following is substituted therefor:
- --------------------------------------------------------------------------------
Salomon Smith Barney Inc. o Salomon Brothers Inc. and Smith Barney Inc.
were defendants in the DOJ Market-Makers
Antitrust Litigation.
o Salomon Brothers Inc. and Smith Barney Inc.
were defendants in the Class Action
Market-Makers Antitrust Litigation.
o Salomon Brothers Inc. and Smith Barney Inc.
were defendants in the SEC Market-Makers
Investigation.
- --------------------------------------------------------------------------------
8. Security Ownership of Certain Beneficial Owners and Management. The
information regarding the Security Ownership of Certain Beneficial Owners and
Management of the Partnership on page 38 is deleted in its entirety and the
following is substituted therefor:
Security Ownership of Certain Beneficial Owners. As of January
1, 2000, the only persons who owned more than five percent (5%) of the
outstanding interests in the Partnership were:
<TABLE>
<CAPTION>
Name (1) Address No. Units Percent
- ---- ------- --------- -------
<S> <C> <C> <C>
Tudor Investment Corporation 401(k) Savings 600 Steamboat Road 611.5714 18.1%
and Profit-Sharing Plan ...................... Greenwich, Connecticut 06830
Second Management LLC ........................ 600 Steamboat Road 196.581 5.8%
Greenwich, Connecticut 06830
</TABLE>
8
<PAGE>
Security Ownership of Management. As of January 1, 2000, the
General Partner and the executive officers of the General Partner
collectively owned 9.4% of the outstanding interests in the
Partnership. As of January 1, 2000, in addition to the persons
identified in the table above, Mark Dalton, Andrew Paul and Mark
Pickard, each of whom is a principal of both the General Partner and
the Trading Advisor, owned 13.1189 Units (0.40%), 8.7155 Units (0.26%)
and 100.044 Units (3.0%), respectively.
- ----------------------
(1) The persons named in this table have sole voting and investment power
with respect to all interests in the Partnership shown as beneficially
owned by them, subject to community property or similar laws where
applicable.
9. Additional Partnership Performance. The information regarding the
performance record of the Partnership on pages Appendix A-1 and A-2 is deleted
in its entirety and the following is substituted therefor:
ADDITIONAL PARTNERSHIP PERFORMANCE
The Partnership's complete performance record since it began trading
(July 2, 1990 through February 29, 2000) is shown below.
The information below is the actual trading performance of the
Partnership after payment of advisory fees, transaction costs, and all other
expenses and costs. The rates of return shown below are representative of the
rates of return experienced by each investor holding a Unit during the period
shown.
The information below has not been audited. However, the General
Partner believes that such information is accurate and fairly presented.
You should be aware that past performance information cannot predict
how the Partnership will perform in the future. It is possible that the
Partnership will incur losses in the future.
9
<PAGE>
ACTUAL PERFORMANCE RECORD OF TUDOR FUND FOR EMPLOYEES L.P.
Rates of Return (1)(2)
<TABLE>
<CAPTION>
2000 1999 1998 1997 1996 1995 1994 1993 1992 1991 1990
------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
January........................... -0.85% -4.05% -0.35% 2.69% 9.92% 4.12% 4.61% -2.80% 9.61% 3.96%
February (3)...................... 5.06% 6.31% 1.27% 8.65% 0.69% 3.59% -2.24% -0.83% 6.07% -8.01%
March............................. -6.03% 4.23% 4.96% 1.70% 12.14% -0.23% -1.45% 8.13% 0.47%
April............................. -2.46% -4.32% 0.48% 7.93% 0.53% -1.28% -1.39% 3.02% 5.96%
May............................... -0.94% -0.74% 1.65% -2.50% -3.96% -1.64% -2.99% -4.03% -0.75%
June.............................. -1.46% 1.07% -0.40% -1.42% -3.19% 5.62% 0.98% -6.88% 7.95%
July.............................. 3.39% 2.72% 3.49% 0.54% 0.18% -4.37% 1.59% -4.03% -4.41% -9.62%
August............................ 2.05% 11.29% 3.94% -0.99% 5.50% 1.04% 0.05% 1.11% 0.10% 13.44%
September......................... 0.07% 12.82% -5.13% -3.67% 1.49% 8.29% 1.23% 13.23% 1.55% 2.46%
October........................... 4.52% -0.20% -1.55% -0.34% 4.73% -3.58% 2.57% 10.13% 5.78% 17.19%
November.......................... 4.49% -2.15% 4.33% -2.26% 0.50% 2.04% 1.02% -3.10% 9.07% -1.87%
December.......................... 2.01% 5.46% 1.74% 0.42% 2.08% -0.79% 4.12% -0.98% -1.76% 3.83%
------------------------------------------------------------------------------------------------
Annual (Period) Rate of Return (3) 4.16% 7.35% 34.11% 27.05% 9.52% 30.26% 6.87% 1.88% 34.01% 20.13% 25.44%
================================================================================================
</TABLE>
Name of Fund: Tudor Fund For Employees L.P.
Type of Fund: Publicly Offered
Inception of Trading: July 2, 1990
Aggregate Subscriptions Since Inception (4): $28,867,000
Aggregate Redemptions Since Inception: $23,171,000
Current Net Assets: $20,214,000
Largest Monthly Percentage Drawdown (5): March 1999 (-6.03%)
Worst Peak to Valley Percentage Drawdown (6): May 1, 1996-November 30, 1996
(-10.22%)
THE ACCOMPANYING FOOTNOTES ARE AN INTEGRAL PART OF THIS TABLE.
FOOTNOTES TO TABLE
The performance data presented above has been calculated on an accrual basis of
accounting in accordance with United States generally accepted accounting
principles.
(1) Monthly rate of return ("Monthly Rate of Return") is calculated by
dividing Net Performance by Beginning Net Assets plus Additions (as
such terms are defined below). Monthly Rate of Return does not take
into account Withdrawals (as such term is defined below). Because
Withdrawals occur only at the end of a month, their effect on the
calculation of Monthly Rate of Return is not material.
"Additions" represents all additional capital contributed during a
month.
"Beginning Net Assets" represents the sum of cash and cash equivalents
and the equity in the Partnership accounts, less accrued and paid
expenses as of the beginning of a month.
"Net Performance" represents the change in Net Assets, net of Additions
and Withdrawals.
10
<PAGE>
"Withdrawals" represents all withdrawals of capital during a month.
(2) Annual (Period) Rate of Return is calculated by determining the Monthly
Rate of Return for each month during the relevant period and
compounding such returns by subsequent Monthly Rates of Return achieved
during such period.
(3) Figure for this period in 2000 is estimated.
(4) Aggregate Subscriptions Since Inception includes subscriptions to the
Partnership at the January 1, 2000 Quarterly Closing.
(5) Largest Monthly Percentage Drawdown represents the greatest cumulative
percentage decline in month-end Net Assets due to losses sustained by
the Partnership during any one month period shown in the table.
(6) Worst Peak to Valley Percentage Drawdown represents the greatest
cumulative percentage decline in month-end Net Assets due to losses
sustained by the Partnership during any period shown in the table in
which Net Assets at any prior month-end are not equaled or exceeded by
subsequent Net Assets.
PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS.
