FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended MARCH 31, 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 0-21286
THE FOUR SEASONS FUND II L.P.
(Exact name of registrant as specified in its charter)
Delaware # 54-1640874
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
c/o JAMES RIVER MANAGEMENT CORP.
103 Sabot Park
Manakin-Sabot, Virginia
(Address of principal executive offices)
23103
(Zip Code)
(804) 784-4500 Attention: Mr. Paul Saunders
(Registrant's telephone number, including area code)
Formerly c/o KIDDER PEABODY FUTURES MANAGEMENT CORP.
(Former name, former address and former fiscal year,
if changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by section 13 or l5(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>
FORM 10-Q PART 1 ITEM 1 FINANCIAL STATEMENTS
THE FOUR SEASONS FUND II L.P.
COMBINED STATEMENTS OF FINANCIAL CONDITION
<TABLE>
<CAPTION>
March 31, December 31,
1999 1998
------------- -------------
(Unaudited) (audited)
<S> <C> <C>
ASSETS:
Net Receivable From Commodity Broker:
Receivable For Cash Retained $ 387,778 $ 375,836
Net Unrealized Gain on 18,522 48,168
Open Futures Contracts
Net Unexpired Option Premiums - -
Accrued Interest Receivable 848 961
Other - 71
U.S. Treasury Strip Securities (Cost plus Accrued) 1,780,037 1,854,829
------------- -------------
TOTAL ASSETS $ 2,187,185 $ 2,279,865
============= =============
LIABILITIES:
Accrued Brokerage Commissions $ 13,681 $ 4,724
Accrued Advisory Fees 1,797 1,413
Accrued Sponsor Fees 4,112 5,566
Other Accrued Expenses 12,714 11,617
Redemptions Payable 77,985 35,204
------------- -------------
110,289 58,524
Minority interest in Trading Company 6,859 7,304
------------- -------------
TOTAL LIABILITIES 117,148 65,828
------------- -------------
PARTNERS' CAPITAL:
General Partner ( 22.7171 units - 03/31/99) 26,380 27,190
( 22.7171 units - 12/31/98)
Limited Partners (1759.9089 units - 03/31/99) 2,043,657 2,186,847
(1827.0658 units - 12/31/98)
------------- -------------
TOTAL PARTNERS' CAPITAL 2,070,037 2,214,037
------------- -------------
TOTAL LIABILITIES AND PARTNERS' CAPITAL $ 2,187,185 $ 2,279,865
============= =============
PARTNERSHIP UNITS OUTSTANDING 1,782.626 1,849.783
============= =============
NET ASSET VALUE PER PARTNERSHIP UNIT $ 1,161.23 $ 1,196.92
============= =============
</TABLE>
The accompanying notes are an integral part of these combined
statements.
<PAGE>
STATEMENT OF OPERATIONS (UNAUDITED) - FOR THE THREE MONTHS ENDED MARCH 31, 1999
AND MARCH 31, 1998.
<TABLE>
<CAPTION>
Three months Three months
ended 03/31/99 ended 03/31/98
---------------- ---------------
<S> <C> <C>
REVENUES
Trading Profit (Loss)
Net realized gains $ 37,813 $ 99,850
Net option premiums (4,850) (38,564)
Net change in unrealized gains on open
futures contracts (29,646) 43,373
Net change in unexpired options - 29,400
---------------- ---------------
Total Trading Results 3,317 134,059
Gain on sale of U.S. Treasury Strip Securities 1,936 214
Interest income 32,183 40,961
---------------- ---------------
Total Revenues 37,436 175,234
EXPENSES
Brokerage commissions 13,969 17,396
Management fees 5,474 6,838
Sponsor fees 4,112 5,136
Administrative expenses 6,350 8,018
---------------- ---------------
Total Expenses 29,905 37,388
---------------- ---------------
INCOME BEFORE ALLOCATION OF MINORITY INTEREST 7,531 137,846
ALLOCATION OF MINORITY INTEREST 445 (5,074)
---------------- ---------------
NET INCOME: $ 7,976 $ $132,772
================ ===============
Limited Partners $ 7,874 $ 127,952
General Partner 102 4,820
Net income per unit $ 4.34 $ 55.58
</TABLE>
The accompanying notes are an integral part of these combined Financial
Statements.
<PAGE>
FORM 10-Q PART 1 ITEM 1 FINANCIAL STATEMENTS
THE FOUR SEASONS FUND II L.P.
STATEMENTS OF PARTNERS' CAPITAL (UNAUDITED) - FOR THE THREE MONTHS ENDED MARCH
31, 1999, AND DECEMBER 31, 1998.
<TABLE>
<CAPTION>
UNITS OF
PARTNERSHIP
INTEREST LIMITED PARTNERS GENERAL PARTNER TOTAL
<S> <C> <C> <C> <C>
PARTNERS' CAPITAL, DECEMBER 31, 1998 1,849.783 $ 2,186,847 $ 27,190 $ 2,214,037
============== ============ ============= ============
Capital Contributions - - - -
Capital Withdrawals (67.157) (77,985) - (77,985)
Capital Distributions - (72,736) (1,255) (73,991)
Net Income - 7,531 445 7,976
-------------- ------------ ------------- ------------
PARTNERS' CAPITAL, MARCH 31, 1998 1,782.626 $ 2,043,657 $ 26,380 $ 2,070,037
============== ============ ============= ============
NET ASSET VALUE PER PARTNERSHIP UNIT:
December 31, 1998:
Amount $1,196.92
Units outstanding 1,849.783
March 31, 1999:
Amount $1,161.23
Units outstanding 1,782.626
</TABLE>
The Accompanying Notes Are An Integral Part Of The Financial Statements.
<PAGE>
FORM 10-Q PART 1 ITEM 1 FINANCIAL STATEMENTS
THE FOUR SEASONS FUND II L.P.
STATEMENT OF CASH FLOWS (UNAUDITED) - FOR THE THREE MONTHS ENDED MARCH 31,
1999 AND MARCH 31, 1998.
<TABLE>
<CAPTION>
3/31/99 3/31/98
------------- --------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income $ 7,976 132,772
Adjustments To Reconcile Net Income To
Net Cash Provided By Operating Activities:
Net Change In Unrealized Gains
On Futures Contracts 29,646 (43,373)
Net Change In Unrealized
Option Premiums 0 (29,400)
Accrued Interest From U.S. Treasury
Strip Securities (29,826) (36,796)
Gain on Sale of U.S. Treasury
Strip Securities (1,936) (214)
(Increase) Decrease In Operating Assets:
Net Receivable From Commodity
Broker For Cash Retained (11,871) (46,456)
Net Receivable From Commodity
Broker For Interest Receivable 113 (464)
Increase (Decrease) In Operating Liabilities:
Accrued Brokerage Commissions 8,957 11,542
Accrued Advisory Fees 384 101
Accrued Sponsor Fees (1,454) 3,456
Other Accrued Expenses 1,097 2,593
Redemptions Payable 42,781 41,573
Allocation of Income to Minority Interest (445) 5,074
------------ --------------
Net cash (used in) provided by operating
activities 37,446 (92,364)
------------- --------------
NET CASH FLOWS FROM FINANCING ACTIVITIES
Limited Partner Additions - -
Limited Partner Redemptions (77,985) (56,573)
Partner Distributions (73,991) (95,551)
------------- -------------
Net cash used in financing activities (151,976) (152,124)
------------- --------------
NET CASH FLOWS FROM INVESTING ACTIVITIES
Maturity of U.S. Treasury Strip 75,000 97,000
Sale of U.S. Treasury Strip Securities 31,554 14,716
------------- --------------
Net cash provided by investing activities 106,554 111,716
------------- --------------
NET INCREASE IN CASH 0 0
CASH AT BEGINNING OF PERIOD 0 0
------------- --------------
CASH AT END OF PERIOD 0 0
============= ==============
</TABLE>
The Accompanying Notes Are An Integral Part Of The Financial Statements.
- 5 -
<PAGE>
FORM 10-Q PART 1 ITEM 2 Management's Discussion
THE FOUR SEASONS FUND II L.P.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND OPERATING
RESULTS FOR THE THREE MONTHS ENDED MARCH 31, 1999 AND MARCH 31, 1998:
(A) MARCH 31, MARCH 31,
1999 1998
------------ ------------
PARTNERS' CAPITAL $ 2,070,037 $ 2,646,249
For the three month period ending March 31, 1999, Partners'
Capital decreased $ 144,000, due primarily to net withdrawals
of $ 77,985, capital distributions of $73,991, and
operating expenses of $29,905. The decrease in
capital resulting from capital withdrawals and distributions,
and operating expenses was partially offset by the
appreciation in the value of the U.S. Treasury Strip
Securities' interest of $ 29,826 and the realized
and unrealized trading gains of futures
contracts, options on futures contracts, and currency forwards
of $ 3,317. Largest gains in futures trading were concentrated
in the indices and energy markets, namely the S&P 500 Index,
and light crude Oil contracts.
In comparison, for the three month period ended March 31, 1998,
Partners' capital decreased $ 19,324 due to net withdrawals of
$ 56,573 and operating expenses of $ 37,388. The decrease in
capital generated by capital withdrawals and operating expenses
were offset partially by the appreciation in the U.S.
Securities' interest of $ 36,796, and from the realized and
unrealized trading gains of futures contracts, options on
futures
<PAGE>
contracts, and currency forwards of $ 134,059. Largest gains
from futures trading were concentrated in the financial and
currency markets, namely the S&P 500, US Dollar Index, and the
Swiss franc, Deutsche mark, and Japanese yen futures contracts.
Significant trading gains were also attributed to currency
forwards.
(B) The U.S. Treasury Strip Securities are valued at the lower of
cost plus accrued interest or market value. As of March 31,
1999, the cost plus accrued interest value (as shown on the
Combined Statement of Financial Condition) of the U.S. Treasury
Strip Securities is $ 1,780,037 and the value of said
securities at market value is $ 1,890,833. As of March 31,
1998, the value of the U.S. Treasury Strip Securities at cost
plus accrued interest was $ 2,208,275 and the market value was
$ 2,234,069.
(C) With respect to the Year 2000 Computer Issue, the Partnership
and James River Management Corp are essentially impacted by
three components with respect to being "Y2K compliant": (a) the
internally developed systems at James River Capital ("JRCC"),
(b) the operating systems of the futures clearing broker, ED&F
Man, Intl., and (c) a third party accounting system, Commodity
Accounting Systems ("CAS"). As of March 31, 1999, CAS is Y2K
compliant, and JRCC and ED&F Man are approaching the next
stages (Contingency planning for ED&F Man, and finalization of
the testing and review stages of internal and external
applications for JRCC by June 30, 1999). James River Management
Corp. remains confident that all components of its Year 2000
preparedness will be operational in January, 2000; however, the
failure of securities and commodity exchanges, clearing
organizations, vendors, clients, and regulators to resolve
their own computer application issues in a timely manner could
result in material financial risk to the Partnership.
<PAGE>
EXHIBITS
None
PART II
None
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 FOUR SEASONS FUND II L.P.
(Registrant)
By JAMES RIVER MANAGEMENT CORP.
(General Partner)
By Edward M. Jasinski
Director of Fund Administration
<TABLE> <S> <C>
<ARTICLE> 6
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> MAR-31-1999
<INVESTMENTS-AT-COST> 1,183,746
<INVESTMENTS-AT-VALUE> 1,890,833
<RECEIVABLES> 388,626
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 2,187,185
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 0
<TOTAL-LIABILITIES> 110,289
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 1,783
<SHARES-COMMON-PRIOR> 1,850
<ACCUMULATED-NII-CURRENT> 2,072,446
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 34,899
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> (29,646)
<NET-ASSETS> 2,070,037
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 32,183
<OTHER-INCOME> 0
<EXPENSES-NET> 29,905
<NET-INVESTMENT-INCOME> 7,976
<REALIZED-GAINS-CURRENT> 34,899
<APPREC-INCREASE-CURRENT> 7,976
<NET-CHANGE-FROM-OPS> (144,000)
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> (67)
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> (92,680)
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 5,474
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 29,905
<AVERAGE-NET-ASSETS> 2,139,571
<PER-SHARE-NAV-BEGIN> 1,196.92
<PER-SHARE-NII> 4.34
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 1,161.23
<EXPENSE-RATIO> 1.40
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>