<PAGE>
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1999
-------------
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
---------- ----------
Commission File Number 0-18944
THE SECTOR STRATEGY FUND/SM/ II L.P.
---------------------------------------------
(Exact Name of Registrant as
specified in its charter)
Delaware 13-3584544
- --------------------------------- ---------------------------------
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
c/o Merrill Lynch Investment Partners Inc.
Princeton Corporate Campus
800 Scudders Mill Road - Section 2G
Plainsboro, New Jersey 08536
----------------------------
(Address of principal executive offices)
(Zip Code)
609-282-6996
-------------------------------------------------------------
(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 for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. YES X NO
--- ---
1
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
THE SECTOR STRATEGY FUND/SM/ II L.P.
------------------------------------
(a Delaware limited partnership)
--------------------------------
STATEMENTS OF FINANCIAL CONDITION
---------------------------------
<TABLE>
<CAPTION>
June 30, December 31,
1999 1998
------------------ ------------------
<S> <C> <C>
ASSETS
Investment $ 31,041,936 $ 33,791,182
Receivable from investment 313,883 662,200
------------------ ------------------
TOTAL $ 31,355,819 $ 34,453,382
================== ==================
LIABILITY AND PARTNERS' CAPITAL
Liability-Redemptions payable $ 313,883 $ 662,200
PARTNERS' CAPITAL:
General Partner:
(832 and 832 SECTOR II Units) 132,257 132,067
(1,595 and 1,595 SECTOR III Units) 266,302 265,921
Limited Partners:
(59,689 and 66,576 SECTOR II Units) 9,488,413 10,567,998
(126,707 and 136,907 SECTOR III Units) 21,154,964 22,825,196
------------------ ------------------
Total partners' capital 31,041,936 33,791,182
------------------ ------------------
TOTAL $ 31,355,819 $ 34,453,382
================== ==================
NET ASSET VALUE PER UNIT:
SECTOR II UNITS
(Based on 60,521 and 67,408 Units outstanding) $ 158.96 $ 158.74
================== ==================
SECTOR III UNITS
(Based on 128,302 and 138,502 Units outstanding) $ 166.96 $ 166.72
================== ==================
</TABLE>
See notes to financial statements.
2
<PAGE>
THE SECTOR STRATEGY FUND/SM/ II L.P.
------------------------------------
(a Delaware limited partnership)
STATEMENTS OF OPERATIONS
------------------------
<TABLE>
<CAPTION>
For the three For the three For the six For the six
months ended months ended months ended months ended
June 30, June 30, June 30, June 30,
1999 1998 1999 1998
------------------- ------------------ ----------------- -----------------
<S> <C> <C> <C> <C>
REVENUES:
Trading profits (loss):
Realized $ - $ 476,556 $ - $ 1,232,591
Change in unrealized - (864,959) - (733,895)
------------------- ------------------ ----------------- -----------------
Total trading results - (388,403) - 498,696
------------------- ------------------ ----------------- -----------------
Interest income - 239,015 - 599,253
Profit (Loss) from investments 217,410 (522,328) 37,670 (1,343,569)
------------------- ------------------ ----------------- -----------------
Total revenues 217,410 (671,716) 37,670 (245,620)
------------------- ------------------ ----------------- -----------------
EXPENSES:
Profit shares - 58,767 - 301,644
Brokerage commissions - 391,847 - 1,015,128
Administrative fees - 11,195 - 29,003
------------------- ------------------ ----------------- -----------------
Total expenses - 461,809 - 1,345,775
------------------- ------------------ ----------------- -----------------
NET INCOME (LOSS) $ 217,410 $ (1,133,525) $ 37,670 $ (1,591,395)
=================== ================== ================= =================
NET INCOME (LOSS) PER UNIT:
Weighted average number of units
outstanding 194,264 240,862 198,805 247,415
=================== ================== ================= =================
Weighted average net income (loss)
per Limited Partner
and General Partner Unit $ 1.12 $ (4.71) $ 0.19 $ (6.43)
=================== ================== ================= =================
</TABLE>
See notes to financial statements.
3
<PAGE>
THE SECTOR STRATEGY FUND/SM/ II L.P.
------------------------------------
(a Delaware limited partnership)
STATEMENTS OF CHANGES IN PARTNERS' CAPITAL
------------------------------------------
For the six months ended June 30, 1999 and 1998
-----------------------------------------------
<TABLE>
<CAPTION>
Units Limited Partners General Partner
----- ---------------- ---------------
SECTOR II SECTOR III SECTOR II SECTOR III SECTOR II SECTOR III
UNITS UNITS UNITS UNITS UNITS UNITS Total
----------- ------------ -------------- -------------- ----------- ------------ -----
<S> <C> <C> <C> <C> <C> <C> <C>
PARTNERS' CAPITAL,
December 31, 1997 88,445 168,686 $13,494,521 $26,199,645 $335,409 $620,882 $40,650,457
Redemptions (10,732) (16,607) (1,401,094) (2,230,802) (192,460) (355,953) (4,180,309)
Net loss - - (798,862) (752,952) (20,722) (18,859) (1,591,395)
----------- ------------ -------------- -------------- ----------- ------------ -------------
PARTNERS' CAPITAL,
June 30, 1998 77,713 152,079 $11,294,565 $23,215,891 $122,227 $246,070 $34,878,753
=========== ============ ============== ============== =========== ============ =============
.
PARTNERS' CAPITAL,
December 31, 1998 67,408 138,502 $10,567,998 $22,825,196 $132,067 $265,921 $33,791,182
Redemptions (6,887) (10,200) (1,089,612) (1,697,304) - - (2,786,916)
Net income - - 10,027 27,072 190 381 37,670
----------- ------------ -------------- -------------- ----------- ------------ -------------
PARTNERS' CAPITAL,
June 30, 1999 60,521 128,302 $9,488,413 $21,154,964 $132,257 $266,302 $31,041,936
=========== ============ ============== ============== =========== ============ =============
</TABLE>
See notes to financial statements.
4
<PAGE>
THE SECTOR STRATEGY FUND/SM/ II L.P.
------------------------------------
(A Delaware limited partnership)
NOTES TO FINANCIAL STATEMENTS
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
These financial statements have been prepared without audit. In the
opinion of management, the financial statements contain all adjustments
(consisting of only normal recurring adjustments) necessary to present
fairly the financial position of The SECTOR Strategy Fund/SM/ II L.P. (the
"Partnership" or the "Fund") as of June 30, 1999, and the results of its
operations for the three and six month periods ended June 30, 1999 and
1998. However, the operating results for the interim periods may not be
indicative of the results expected for the full year.
Certain information and footnote disclosures normally included in annual
financial statements prepared in accordance with generally accepted
accounting principles have been omitted. It is suggested that these
financial statements be read in conjunction with the financial statements
and notes thereto included in the Partnership's Annual Report on Form 10-K
filed with the Securities and Exchange Commission for the year ended
December 31, 1998 (the "Annual Report").
2. INVESTMENTS
As of June 30, 1999 and December 31, 1998, the Partnership had an
investment in MM LLC of $31,041,936 and $33,791,182, respectively.
Total revenues and fees with respect to the Fund's investments are set
forth as follows:
<TABLE>
<CAPTION>
For the six months Total Brokerage Administrative Profit Income (Loss) from
ended June 30, 1999 Revenue Commissions Fees Shares Investments
--------------- -------------- --------------- ------------- -------------------
<S> <C> <C> <C> <C> <C>
SECTOR II Units
- ---------------
MM LLC $ 507,406 $ 449,385 $ 12,840 $ 34,964 $ 10,217
=============== ============== =============== ============= ===================
SECTOR III Units
- ----------------
MM LLC $ 1,121,737 $ 989,306 $ 28,265 $ 76,713 $ 27,453
=============== ============== =============== ============= ===================
Total All Units
- ---------------
MM LLC $ 1,629,143 $ 1,438,691 $ 41,105 $ 111,677 $ 37,670
=============== ============== =============== ============= ===================
For the six months Total Brokerage Administrative Profit Income (Loss) from
ended June 30, 1998 Revenue Commissions Fees Shares Investments
--------------- -------------- --------------- ------------- -------------------
SECTOR II Units
- ---------------
JWH LLC $ (222,269) $ 71,032 $ 2,029 $ - $ (295,330)
MM LLC 123,860 85,317 2,438 18,450 17,655
--------------- -------------- --------------- ------------- -------------------
Total $ (98,409) $ 156,349 $ 4,467 $ 18,450 $ (277,675)
=============== ============== =============== ============= ===================
SECTOR III Units
- ----------------
JWH LLC $ (711,700) $ 228,238 $ 6,521 $ - $ (946,459)
MM LLC 252,407 173,838 4,967 51,630 21,972
Millburn LLC (31,859) 106,408 3,040 100 (141,407)
--------------- -------------- --------------- ------------- -------------------
Total $ (491,152) $ 508,484 $ 14,528 $ 51,730 $ (1,065,894)
=============== ============== =============== ============= ===================
Total All Units
- ---------------
JWH LLC $ (933,969) $ 299,270 $ 8,550 $ - $ (1,241,789)
MM LLC 376,267 259,155 7,405 70,080 39,627
Millburn LLC (31,859) 106,408 3,040 100 (141,407)
--------------- -------------- --------------- ------------- -------------------
Total $ (589,561) $ 664,833 $ 18,995 $ 70,180 $ (1,343,569)
=============== ============== =============== ============= ===================
</TABLE>
5
<PAGE>
<TABLE>
<CAPTION>
For the three months Total Brokerage Administrative Profit Income (Loss) from
ended June 30, 1999 Revenue Commissions Fees Shares Investments
--------------- -------------- --------------- ------------- -------------------
<S> <C> <C> <C> <C> <C>
SECTOR II Units
- ---------------
MM LLC $ 308,811 $ 218,485 $ 6,242 $ 16,879 $ 67,205
=============== ============== =============== ============= ===================
SECTOR III Units
- ----------------
MM LLC $ 689,868 $ 487,863 $ 13,939 $ 37,861 $ 150,205
=============== ============== =============== ============= ===================
Total All Units
- ---------------
MM LLC $ 998,679 $ 706,348 $ 20,181 $ 54,740 $ 217,410
=============== ============== =============== ============= ===================
For the three months Total Brokerage Administrative Profit Income (Loss) from
ended June 30, 1998 Revenue Commissions Fees Shares Investments
--------------- -------------- --------------- ------------- -------------------
SECTOR II Units
- ---------------
JWH LLC $ (77,951) $ 26,217 $ 749 $ - $ (104,917)
MM LLC 123,860 85,317 2,438 18,450 17,655
--------------- -------------- --------------- ------------- -------------------
Total $ 45,909 $ 111,534 $ 3,187 $ 18,450 $ (87,262)
=============== ============== =============== ============= ===================
SECTOR III Units
- ----------------
JWH LLC $ (247,779) $ 84,347 $ 2,409 $ - $ (334,535)
MM LLC 252,407 173,838 4,967 51,630 21,972
Millburn LLC (80,851) 40,495 1,157 - (122,503)
--------------- -------------- --------------- ------------- -------------------
Total $ (76,223) $ 298,680 $ 8,533 $ 51,630 $ (435,066)
=============== ============== =============== ============= ===================
Total All Units
- ---------------
JWH LLC $ (325,730) $ 110,564 $ 3,158 $ - $ (439,452)
MM LLC 376,267 259,155 7,405 70,080 39,627
Millburn LLC (80,851) 40,495 1,157 - (122,503)
--------------- -------------- --------------- ------------- -------------------
Total $ (30,314) $ 410,214 $ 11,720 $ 70,080 $ (522,328)
=============== ============== =============== ============= ===================
</TABLE>
During the second quarter of 1998, the Partnership withdrew its investment in
JWH LLC and Millburn LLC
6
<PAGE>
Condensed statements of financial condition and statements of operations for MM
LLC, JWH LLC and Millburn LLC are set forth as follows:
<TABLE>
<CAPTION>
MM LLC MM LLC
------------------------- -------------------------
June 30, 1999 December 31, 1998
<S> <C> <C>
Assets $ 111,887,450 $ 125,332,558
========================= =========================
Liabilities $ 2,489,338 $ 4,949,082
Members' Capital 109,398,112 120,383,476
------------------------- -------------------------
Total $ 111,887,450 $ 125,332,558
========================= =========================
<CAPTION>
MM LLC
For the three months For the three months For the six months For the six months
ended June 30, 1999 ended June 30, 1998 ended June 30, 1999 ended June 30, 1998
------------------------- ------------------------- ----------------------- -----------------------
<S> <C> <C> <C> <C>
Revenues $ 3,525,206 $ 1,307,775 $ 5,756,093 $ 1,307,775
Expenses 2,686,982 1,187,403 5,492,766 1,187,403
------------------------- ------------------------- ----------------------- -----------------------
Net Income $ 838,224 $ 120,372 $ 263,327 $ 120,372
========================= ========================= ======================= =======================
<CAPTION>
JWH LLC
For the three months For the six months
ended June 30, 1998 ended June 30, 1998
------------------------- -------------------------
<S> <C> <C>
Revenues $ (3,235,723) $ (7,262,323)
Expenses 991,700 2,333,897
------------------------- -------------------------
Net Loss $ (4,227,423) $ (9,596,220)
========================= =========================
<CAPTION>
Millburn LLC
For the three months For the six months
ended June 30, 1998 ended June 30, 1998
------------------------- -------------------------
<S> <C> <C>
Revenues $ (957,177) $ (404,166)
Expenses 731,818 1,544,886
------------------------- -------------------------
Net Loss $ (1,688,995) $ (1,949,052)
========================= =========================
</TABLE>
7
<PAGE>
3. INCOME PER UNIT
The profit and loss of the Sector II and Sector III Units for the three and six
months ended June 30, 1999 and 1998 are as follows:
<TABLE>
<CAPTION>
1999
-------------------------------------------------------
Sector II Sector III Total
UNITS UNITS All Units
----------------- ---------------- ------------------
For the six For the six For the six
months ended months ended months ended
June 30, 1999 June 30, 1999 June 30, 1999
----------------- ---------------- ------------------
<S> <C> <C> <C>
REVENUES:
Trading (loss) profits:
Realized $ - $ - $ -
Change in unrealized - - -
----------------- ---------------- ------------------
Total trading results - - -
Interest income - - -
Income (Loss) from investments 10,217 27,453 37,670
----------------- ---------------- ------------------
Total revenues 10,217 27,453 37,670
----------------- ---------------- ------------------
EXPENSES
Profit shares - - -
Brokerage commissions - - -
Administrative fees - - -
----------------- ---------------- ------------------
Total expenses - - -
----------------- ---------------- ------------------
NET INCOME (LOSS) $ 10,217 $ 27,453 $ 37,670
================= ================ ==================
NET INCOME (LOSS) PER UNIT:
Weighted average number of
units outstanding 64,216 134,589 198,805
----------------- ---------------- ------------------
Weighted average net income (loss)
per Limited Partner
and General Partner Unit $ 0.16 $ 0.20 $ 0.19
================= ================ ==================
<CAPTION>
1998
--------------------------------------------------------
Sector II Sector III Total
UNITS UNITS All Units
----------------- ----------------- ------------------
For the six For the six For the six
months ended months ended months ended
June 30, 1998 June 30, 1998 June 30, 1998
----------------- ----------------- ------------------
<S> <C> <C> <C>
REVENUES:
Trading (loss) profits:
Realized $ (242,380) $ 1,474,971 $ 1,232,591
Change in unrealized (122,884) (611,011) (733,895)
----------------- ----------------- ------------------
Total trading results (365,264) 863,960 498,696
Interest income 239,375 359,878 599,253
Income (Loss) from investments (277,675) (1,065,894) (1,343,569)
----------------- ----------------- ------------------
Total revenues (403,564) 157,944 (245,620)
----------------- ----------------- ------------------
EXPENSES
Profit shares 517 301,127 301,644
Brokerage commissions 403,962 611,166 1,015,128
Administrative fees 11,541 17,462 29,003
----------------- ----------------- ------------------
Total expenses 416,020 929,755 1,345,775
----------------- ----------------- ------------------
NET INCOME (LOSS) $ (819,584) $ (771,811) $ (1,591,395)
================= ================= ==================
NET INCOME (LOSS) PER UNIT:
Weighted average number of
units outstanding 85,000 162,415 247,415
----------------- ----------------- -------------------
Weighted average net income (loss)
per Limited Partner
and General Partner Unit $ (9.64) $ (4.75) $ (6.43)
================= ================= ==================
</TABLE>
8
<PAGE>
<TABLE>
<CAPTION>
1999
---------------------------------------------------------
Sector II Sector III Total
UNITS UNITS All Units
------------------- ---------------- ------------------
For the three For the three For the three
months ended months ended months ended
June 30, 1999 June 30, 1999 June 30, 1999
------------------- ---------------- ------------------
<S> <C> <C> <C>
REVENUES:
Trading (loss) profits:
Realized $ - $ - - $ - -
Change in unrealized - - -
------------------- ---------------- ------------------
Total trading results - - -
Interest income - - -
Income (loss) from investments 67,205 150,205 217,410
------------------- ---------------- ------------------
Total revenues 67,205 150,205 217,410
------------------- ---------------- ------------------
EXPENSES
Profit shares - - -
Brokerage commissions - - -
Administrative fees - - -
------------------- ---------------- ------------------
Total expenses - - -
------------------- ---------------- ------------------
NET INCOME (LOSS) $ 67,205 $ 150,205 $ 217,410
=================== ================ ==================
NET INCOME (LOSS) PER UNIT:
Weighted average number of
units outstanding 62,145 132,119 194,264
------------------- ---------------- ------------------
Weighted average net income (loss) per
Limited Partner and General Partner Unit $ 1.08 $ 1.14 $ 1.12
=================== ================ ==================
<CAPTION>
1998
--------------------------------------------------------
Sector II Sector III Total
UNITS UNITS All Units
----------------- ----------------- ------------------
For the three For the three For the three
months ended months ended months ended
June 30, 1998 June 30, 1998 June 30, 1998
----------------- ----------------- ------------------
<S> <C> <C> <C>
REVENUES:
Trading (loss) profits:
Realized $ - $ 476,556 $ 476,556
Change in unrealized (176,771) (688,188) (864,959)
----------------- ----------------- ------------------
Total trading results (176,771) (211,632) (388,403)
Interest income 93,577 145,438 239,015
Income (loss) from investments (87,262) (435,066) (522,328)
----------------- ----------------- ------------------
Total revenues (170,456) (501,260) (671,716)
----------------- ----------------- ------------------
EXPENSES
Profit shares - 58,767 58,767
Brokerage commissions 154,133 237,714 391,847
Administrative fees 4,403 6,792 11,195
----------------- ----------------- ------------------
Total expenses 158,536 303,273 461,809
----------------- ----------------- ------------------
NET INCOME (LOSS) $ (328,992) $ (804,533) $ (1,133,525)
================= ================= ==================
NET INCOME (LOSS) PER UNIT:
Weighted average number of
units outstanding 82,576 158,286 240,862
----------------- ----------------- -------------------
Weighted average net income (loss) per
Limited Partner and General Partner Unit $ (3.98) $ (5.08) $ (4.71)
================= ================= ==================
</TABLE>
4. FAIR VALUE AND OFF-BALANCE SHEET RISK
In June 1998, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standard ("SFAS") No. 133, "Accounting for Derivative
Instruments and Hedging Activities" (the "Statement"), effective for fiscal
years beginning after June 15, 2000, however, the Fund has adopted the
Statement effective January 1, 1999. This Statement supercedes SFAS No. 119
("Disclosure about Derivative Financial Instruments and Fair Value of
Financial Instruments") and SFAS No. 105 ("Disclosure of information about
Financial Instruments with Off-Balance Sheet Risk and Financial Instruments
with Concentrations of Credit Risk") whereby disclosure of average aggregate
fair values and contract/notional values, respectively, of derivative
financial instruments is no longer required for an entity such as the
Partnership which carries its assets at fair value. Such Statement sets forth
a much broader definition of a derivative instrument. The General Partner does
not believe that the application of the provisions of such statement has a
significant effect on the financial statements.
SFAS No. 133 defines a derivative as a financial instrument or other contract
that has all three of the following characteristics (1) one or more
underlyings, notional amounts or payment provisions (2) requires no initial
net investment or a smaller initial net investment than would be required
relative to changes in market factors (3) terms require or permit net
settlement. Generally, derivatives include a future, forward, swap or option
contract, or other financial instrument with similar characteristics such as
caps, floors and collars.
As of June 1, 1998, the Partnership invested all of its assets in MM LLC. The
Partnership is thus, invested indirectly in the trading of derivative
instruments.
9
<PAGE>
Market Risk
-----------
Derivative instruments involve varying degrees of off-balance sheet market
risk, and changes in the level or volatility of interest rates, foreign
currency exchange rates or the market values of the financial instruments or
commodities underlying such derivative instruments frequently result in
changes in the Partnership's net unrealized profit (loss) on such derivative
instruments as reflected in the Statements of Financial Condition or, with
respect to Partnership assets invested in Trading LLCs and in MM LLC, the net
unrealized profit (loss) as reflected in the respective Statements of
Financial Condition of the Trading LLCs and MM LLC. The Partnership's exposure
to market risk is influenced by a number of factors, including the
relationships among the derivative instruments held by the Partnership, the
Trading LLCs and currently MM LLC, as well as the volatility and liquidity of
the markets in which such derivative instruments are traded.
The General Partner has procedures in place intended to control market risk
exposure, although there can be no assurance that they will, in fact, succeed
in doing so. These procedures focus primarily on monitoring the trading of
the Advisors selected from time to time for the Partnership or MM LLC,
adjusting the percentage of the Partnership's, the Trading LLC's or MM LLC's
total assets allocated to trading, calculating the Net Asset Value of the
Advisors' respective Partnership accounts and Trading LLC accounts or
currently MM LLC accounts as of the close of business on each day and
reviewing outstanding positions for over-concentrations both on an Advisor-by-
Advisor and on an overall Partnership basis. While the General Partner does
not itself intervene in the markets to hedge or diversify the Partnership's
market exposure (although the General Partner does adjust the percentage of
the Partnership's total assets allocated to trading), the General Partner may
urge Advisors to reallocate positions, or itself reallocate Partnership assets
among Advisors (although typically only as of the end of a month) in an
attempt to avoid over-concentrations. However, such interventions are
unusual. Except in cases in which it appears that an Advisor has begun to
deviate from past practice or trading policies or to be trading erratically,
the General Partner's basic risk control procedures consist simply of the
ongoing process of Advisor monitoring and selection, with the market risk
controls being applied by the Advisors themselves.
One important aspect of the General Partner's risk controls is its adjustments
to the leverage at which the Partnership trades. By controlling the
percentage of the Partnership's assets allocated to trading, the General
Partner can directly affect the market exposure of the Partnership. Leverage
control is the principal means by which the General Partner hopes to be able
to ensure that Merrill Lynch is never required to make any payments under its
guarantee that the Net Asset Value per Unit (Both Sector II and Sector III
Units) will equal no less than a specified minimum as of the Principal
Assurance Date.
Credit Risk
-----------
The risks associated with exchange-traded contracts are typically perceived to
be less than those associated with over-the-counter (non-exchange-traded)
transactions, because exchanges typically (but not universally) provide
clearinghouse arrangements in which the collective credit (in some cases
limited in amount, in some cases not) of the members of the exchange is
pledged to support the financial integrity of the exchange. In over-the-
counter transactions, on the other hand, traders must rely solely on the
credit of their respective individual counterparties. Margins, which may be
subject to loss in the event of a default, are generally required in exchange
trading, and counterparties may require margin in the over-the-counter
markets.
The credit risk associated with these instruments from counterparty
nonperformance, is the net unrealized profit included on the Statements of
Financial Condition or, with respect to the Partnership's assets invested in
Trading LLCs and in MM LLC, the net unrealized profit included in the
respective statements of Financial Condition of the Trading LLCs and MM LLC
10
<PAGE>
The Partnership has credit risk in respect of its counterparties and brokers,
but attempts to control this risk by dealing almost exclusively with Merrill
Lynch entities as counterparties and brokers.
The Partnership, in its normal course of business, entered into various
contracts, with Merrill Lynch Futures (" MLF"), a Merrill Lynch & Co., Inc.
affiliate, acting as its commodity broker.
11
<PAGE>
Item 2: Management's Discussion and Analysis of Financial Condition and
---------------------------------------------------------------
Results of Operations
---------------------
MONTH-END NET ASSET VALUE PER SECTOR II UNIT
Jan. Feb. Mar. Apr. May Jun.
- --------------------------------------------------------------------------------
1998 $155.45 $151.98 $150.75 $145.57 $146.58 $146.91
- --------------------------------------------------------------------------------
1999 $156.73 $158.61 $157.90 $159.63 $158.37 $158.96
- --------------------------------------------------------------------------------
MONTH-END NET ASSET VALUE PER SECTOR III UNIT
Jan. Feb. Mar. Apr. May Jun.
- --------------------------------------------------------------------------------
1998 $159.04 $156.52 $159.24 $151.72 $154.09 $154.27
- --------------------------------------------------------------------------------
1999 $164.61 $166.59 $165.84 $167.65 $166.34 $166.96
- --------------------------------------------------------------------------------
Performance Summary
January 1, 1998 to June 30, 1998
- --------------------------------
January 1, 1998 to March 31, 1998
The Fund's positions in the global interest rate markets were profitable during
the quarter. In Europe, an extended bond market rally continued despite an
environment of robust growth in the United States, Canada and the United
Kingdom, as well as a strong pick-up in growth in continental Europe.
Gold prices drifted sideways and lower as Asian demand continued to slow and
demand in the Middle East was affected by low oil prices. Initially buoyed on
concerns about a U.S.-led military strike against Iraq, crude oil fell to a nine
year low, as the globally warm winter, the return of Iraq as a producer and the
Asian economic crisis added to OPEC's supply glut problems.
Trading results in stock index markets were mixed, but unprofitable, despite
a strong first-quarter performance by the U.S. equity market as several
consecutive weekly gains were recorded with most market averages setting new
highs. Results in currency trading were also mixed, but profitable. In
particular, the Swiss franc weakened versus the U.S. dollar.
Agricultural commodity markets provided profitable trading results overall.
Live cattle and hog prices trended downward throughout the quarter. Cotton
prices moved mostly upward during the quarter, but prices dropped off sharply at
the end of March.
April 1, 1998 to June 30, 1998
As swings in the U.S. dollar and developments in Japan affected bond markets,
the Fund's interest rate trading during the quarter resulted in losses,
particularly in Eurodollar deposits. Early in the quarter, U.S. Treasury
trading was range-bound, as concern that the economy might be overheating was
balanced by the potential impact of the Asian recession. Additionally,
Australian bonds and bills saw a dramatic drop in prices in early June, as
dollar-bloc currencies remained under pressure versus the U.S. dollar due to the
Japanese/Asian crisis.
Metals and energy trading provided mixed results. The depressed gold market
weakened further following news of a European Central Bank consensus that ten to
fifteen percent of reserves should be made up of gold bullion which was at the
low end of expectations. Despite production cuts initiated by OPEC at the end
of March, world oil supplies remained excessive and oil prices stood at
relatively low levels throughout the quarter.
Results in currency trading were unprofitable, despite strong gains realized
from Japanese yen positions, which weakened during June to an eight-year low
versus the U.S. dollar. Trading results in stock index markets were
unprofitable, as the Asia-Pacific region's equity markets weakened across the
board. In particular, Hong Kong's Hang Seng index trended downward during most
of the quarter and traded at a three-year low.
Agricultural commodity trading produced profits. The U.S. soybean crop got off
to a good start which contributed to higher yield expectations and a more
burdensome supply outlook and soybean prices traded in a volatile pattern for
the second half of the quarter. Sugar futures maintained mostly a downtrend, as
no major buyers emerged to support the market. Similarly, coffee prices trended
12
<PAGE>
downward, as good weather conditions in Central America and Mexico increased the
prospects of more output from these countries.
January 1, 1999 to June 30, 1999
- --------------------------------
January 1, 1999 to March 31, 1999
The Fund profited from trading in crude oil, heating oil, and unleaded gas. As
the year opened, the global oil balance continued to show signs of being
lopsided with estimated year-end 1998 inventories at their highest levels since
1984. During January, petroleum stocks rose by 21 million barrels compared with
a typical gain of 6 to 7 million barrels. Then, on March 23, OPEC ratified new
production cuts totaling 1.716 million barrels per day at its conference. These
new production cuts were scheduled to go into effect on April 1 and proved to be
harbingers of higher prices for crude.
Agricultural trading was also profitable overall, as gains in live hogs and live
cattle offset losses in corn positions. Hog prices plummeted due to a glut of
hogs in the market. At the beginning of the quarter, the corn market continued
to struggle despite a stretch of solid export business. The market's negative
sentiment was deepened by ongoing favorable weather in South America which
continued through February, even though there was a sharp reduction in
Argentina's planted area. Lack of enthusiasm for new crop and less than
spectacular demand continued to depress the corn market throughout the quarter.
Interest rate trading proved profitable for the Fund as well, as losses in
Japanese 10-year government bonds were offset by gains in 10-year U.S. Treasury
notes and German 10-year bonds. Early in January, the yield on the Japanese
government 10-year bond increased to 1.8%, sharply above the record low of
0.695% it reached on October 7, 1998. This was triggered by the Japanese Trust
Fund Bureau's decision to absorb a smaller share of future issues, leaving the
burden of financing future budget deficits to the private sector.
Losses in aluminum overshadowed slight gains in copper during the first quarter.
In January, burdensome warehouse stocks and questionable demand prospects
weighed on base metals as aluminum fell to a 5-year low and copper fell to
nearly an 11-year low. Major surpluses in both metals were expected, keeping
prices down, and there was no supply side response to weak demand and lower
prices. However, the end of March showed copper and aluminum leading a surge in
base metals as prices recovered from multi-year lows.
The Fund also suffered losses in currency trading during the quarter, as losses
in Japanese yen overpowered gains in Swiss francs. On a trade-weighted basis,
the Swiss franc ended the quarter at close to a seven-month low, mostly as a
result of the stronger U.S. dollar. In January, the yen had advanced by nearly
35% against the dollar since early in August, and the Bank of Japan lowered
rates to keep the economy sufficiently liquid so as to allow fiscal spending to
restore some growth to the economy and to drive down the surging yen.
Stock index trading was also unprofitable, as losses were sustained in Hang
Seng and CAC40 positions. Also of note, the Dow Jones Industrial Average closed
above the 10,000 mark for the first time ever at the end of March, setting a
record for the index.
April 1, 1999 to June 30, 1999
The Fund profited in interest rate trading from short positions in Euro dollars,
U.S. 10-year Treasury notes and U.S. Treasury bonds as the flight to quality in
the bond market reversed during the first half of 1999 and concerns about higher
interest rates continued to rattle the financial markets.
Stock indices trading also resulted in gains overall for the quarter, as
positions in the Hang Seng, Nikkei 225 and Topix Indices all generated profits
as the equity indices rallied worldwide in April and June.
Trading in the agricultural markets also proved profitable for the Fund. Gains
from live cattle and live hog positions offset losses from short corn positions.
Agricultural commodities, in particular corn, were weak almost across the board
as they were saddled with supply/demand imbalances. In the beginning of the
quarter, continued wetness across the corn belt led to early planting delays.
13
<PAGE>
The energy sector was profitable as positions in crude oil offset losses from
short positions in natural gas and gas oil trading. The focus of attention in
the natural gas markets since the end of winter was the sharply lower than year-
ago storage injection activity. Crude oil prices rallied much higher and faster
than expected following last quarter's ratification of an OPEC/non-OPEC
agreement to cut production by over 2 million barrels per day. Natural gas
prices also rallied sharply over the quarter, reflecting, in part, growing
concerns about a decline in US natural gas production.
Currency trading resulted in losses for the Fund. Gains in Euro trading were
offset by losses sustained in British pound trading and from short positions in
the Canadian dollar. After suffering under the weight of lower commodity prices
and the Asian recession, the Canadian dollar underwent a significant rally in
the first half of 1999, moving up about 3 cents from the end of 1998.
In the metals sector, gains from short gold positions were overshadowed by
losses in copper and nickel trading. Throughout the first half of 1999, gold
prices were in a state of gradual erosion and in early June, prices hit their
lowest levels in over 20 years. Gold continued to show a lack of response to
political and military events such as Kosovo and also lost much of its role as a
monetary asset and flight to safety vehicle. The economic scenario for Asia,
Brazil, emerging market nations and Europe helped keep copper and other base
metals on the defensive as demand receded with virtually no supply side response
YEAR 2000 COMPLIANCE
As the Year 2000 approaches, Merrill Lynch has undertaken initiatives to address
the Year 2000 problem (the "Y2K problem"), as more fully described in the
Partnership's 1998 Form 10-K. The failure of Merrill Lynch's technology systems
relating to a Y2K problem would likely have a material adverse effect on the
company's business, results of operations, and financial condition. This effect
could include disruption of normal business transactions, such as the
settlement, execution, processing, and recording of trades in securities,
commodities, currencies, and other assets. The Y2K problem could also increase
Merrill Lynch's exposure to risk and legal liability and its need for liquidity.
The renovation phase of Merrill Lynch's Year 2000 system efforts, as described
in the Partnership's 1998 Form 10-K, was completed as of June 30, 1999, and
production testing was 100% completed as of that date. In March and April 1999,
Merrill Lynch successfully participated in U.S. industrywide testing sponsored
by the Securities Industry Association. These tests involved an expanded number
of firms, transactions, and conditions compared with those previously conducted.
Merrill Lynch has participated in and continues to participate in numerous
industry tests thoughout the world.
In light of the interdependency of the parties in or serving the financial
markets, there can be no assurance that all Y2K problems will be identified and
remedied on a timely basis or that all remediation will be successful. Public
uncertainty regarding successful remediation of the Y2K problem may cause a
reduction in activity in the financial markets. Disruption or suspension of
activity in the world's financial markets is also possible. In some non-U.S.
markets in which Merrill Lynch does business, the level of awareness and
remediation efforts relating to the Y2K problem are thought to be less advanced
than in the U.S. Management is unable at this point to ascertain whether all
significant third parties will successfully address the Y2K problem. Merrill
Lynch will continue to monitor third parties' Year 2000 readiness to determine
if additional or alternative measures are necessary. Contingency plans have been
established for all business units. However, the failure of exchanges, clearing
organizations, vendors, service providers, clients and counterparties,
regulators, or others to resolve their own processing issues in a timely manner
could have a material adverse effect on Merrill Lynch's business, results of
operations, and financial condition.
14
<PAGE>
As of June 25, 1999, the total estimated expenditures of existing and
incremental resources for the Year 2000 compliance initiative are approximately
$520 million. This estimate includes $104 million of occupancy, communications,
and other related overhead expenditures, as Merrill Lynch is applying a fully
costed pricing methodology for this project. Of the total estimated
expenditures, approximately $80 million remains to be spent, primarily on
continued testing, contingency planning, and risk management. There can be no
assurance that the costs associated with remediation efforts will not exceed
those currently anticipated by Merrill Lynch, or that the possible failure of
such remediation efforts will not have a material adverse effect on Merrill
Lynch's business, results of operations, or financial condition.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
The following table indicates the trading Value at Risk associated with the
Fund's open positions by market category as of June 30, 1999 and December 31,
1998, and the average of the three and six month periods ending June 30, 1999.
As of June 30, 1999 and December 31, 1998, the Fund's total capitalization was
approximately $31 million and $34 million, all of which was allocated to
trading.
<TABLE>
<CAPTION>
June 30, 1999 December 31, 1998
------------------------------ ------------------------------
% OF TOTAL % OF TOTAL
MARKET SECTOR VALUE AT RISK CAPITALIZATION VALUE AT RISK CAPITALIZATION
- ------------- ------------- -------------- ------------- --------------
<S> <C> <C> <C> <C>
Interest Rates $ 489,604 1.58% $ 159,263 0.47%
Currencies 272,718 0.88 294,936 0.89
Stock Indices 418,684 1.35 79,470 0.23
Metals 114,201 0.37 115,273 0.34
Commodities 86,393 0.28 78,680 0.23
Energy 190,571 0.61 63,550 0.18
------------- -------------- ------------- --------------
$1,572,171 5.07% $ 791,172 2.34%
============= ============== ============= ==============
AVERAGE MONTH-END AVERAGE MONTH-END
FOR THE PERIOD FOR THE PERIOD
APRIL 1999 THOURGH JUNE 1999 JANUARY 1999 THOURGH JUNE 1999
---------------------------- ------------------------------
% OF TOTAL % OF TOTAL
MARKET SECTOR VALUE AT RISK CAPITALIZATION VALUE AT RISK CAPITALIZATION
- ------------- ------------- -------------- ------------- --------------
Interest Rates $ 462,787 1.47% $ 653,101 2.03%
Currencies 306,260 0.97 317,722 0.99
Stock Indices 365,234 1.16 333,378 1.04
Energy 172,277 0.55 143,178 0.45
Metals 108,305 0.34 109,514 0.34
Commodities 124,825 0.40 136,163 0.42
------------- -------------- ------------- --------------
$1,539,688 4.89% $1,693,056 5.27%
============= ============== ============= ==============
</TABLE>
15
<PAGE>
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
There are no pending proceedings to which the Partnership or the
General Partner is a party.
Item 2. Changes in Securities and Use of Proceeds
(a) None.
(b) None.
(c) None.
(d) None.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Submission of Matters to a Vote of Security Holders
None.
Item 5. Other Information
None.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
--------
There are no exhibits required to be filed as part of this report.
(b) Reports on Form 8-K
-------------------
There were no reports on Form 8-K filed during the first six months
of fiscal 1999.
16
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
THE SECTOR STRATEGY FUND/SM/ II L.P.
By: MERRILL LYNCH INVESTMENT PARTNERS INC.
(General Partner)
Date: August 10, 1999 By /s/ JOHN R. FRAWLEY, JR.
------------------------
John R. Frawley, Jr.
Chairman, Chief Executive Officer,
President and Director
Date: August 10, 1999 By /s/ MICHAEL L. PUNGELLO
-----------------------
Michael L. Pungello
Vice President, Chief Financial Officer
and Treasurer
17
<TABLE> <S> <C>
<PAGE>
<ARTICLE> BD
<S> <C> <C>
<PERIOD-TYPE> 6-MOS 6-MOS
<FISCAL-YEAR-END> DEC-31-1999 DEC-31-1998
<PERIOD-START> JAN-01-1999 JAN-01-1998
<PERIOD-END> JUN-30-1999 JUN-30-1998
<CASH> 0 0
<RECEIVABLES> 31,355,819 34,453,382
<SECURITIES-RESALE> 0 0
<SECURITIES-BORROWED> 0 0
<INSTRUMENTS-OWNED> 0 0
<PP&E> 0 0
<TOTAL-ASSETS> 31,355,819 34,453,382
<SHORT-TERM> 0 0
<PAYABLES> 313,883 662,200
<REPOS-SOLD> 0 0
<SECURITIES-LOANED> 0 0
<INSTRUMENTS-SOLD> 0 0
<LONG-TERM> 0 0
0 0
0 0
<COMMON> 0 0
<OTHER-SE> 31,041,936 33,791,182
<TOTAL-LIABILITY-AND-EQUITY> 31,355,819 34,453,382
<TRADING-REVENUE> 0 498,696
<INTEREST-DIVIDENDS> 0 599,253
<COMMISSIONS> 0 1,345,775
<INVESTMENT-BANKING-REVENUES> 37,670 (1,343,569)
<FEE-REVENUE> 0 0
<INTEREST-EXPENSE> 0 0
<COMPENSATION> 0 0
<INCOME-PRETAX> 37,670 (1,591,395)
<INCOME-PRE-EXTRAORDINARY> 37,670 (1,591,395)
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> 37,670 (1,591,395)
<EPS-BASIC> 0.19 (6.43)
<EPS-DILUTED> 0.19 (6.43)
</TABLE>
