KENMAR PERFORMANCE PARTNERS LP
10-Q, 1998-08-13
SECURITY & COMMODITY BROKERS, DEALERS, EXCHANGES & SERVICES
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<PAGE>   1

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                    FORM 10-Q


             [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934


                  FOR THE QUARTERLY PERIOD ENDED: JUNE 30, 1998

                         COMMISSION FILE NUMBER: 0-23950


                        KENMAR PERFORMANCE PARTNERS L.P.
             (Exact name of registrant as specified in its charter)
  
              NEW YORK                                         11-2751509
  (State or other jurisdiction of                          (I.R.S. Employer
   incorporation or organization)                         Identification No.)

       Two American Lane, P.O. Box 5150, Greenwich, Connecticut 06831-8150
          (Address of principal executive offices, including zip code)

       Registrant's telephone number, including area code: (203) 861-1000

         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


<PAGE>   2
 



                        KENMAR PERFORMANCE PARTNERS L.P.
                           QUARTER ENDED JUNE 30, 1998
                                      INDEX

<TABLE>
<CAPTION>

                                                                                                                  PAGE
                                                                                                                  ----      
<S>                                                                                                                 <C>  
PART I - FINANCIAL INFORMATION
  Item 1.        Financial Statements

                  Statements of Financial Condition as of June 30, 1998 (unaudited)
                  and December 31, 1997 (audited)                                                                   3


                  Statements of Operations for the Three Months and Six Months Ended
                  June 30, 1998 (unaudited) and 1997 (unaudited)                                                    4

   
                  Statements of Changes in Partners' Capital (Net Asset Value) for
                  the Six Months Ended June 30, 1998 (unaudited) and 1997 (unaudited)                               5
    
                 Notes to Financial Statements                                                                   6-10

  Item 2.        Management's Discussion and Analysis of Financial Condition
                 and Results of Operations                                                                      11-13

PART II - OTHER INFORMATION

  Item 2.        Changes in Securities and Use of Proceeds                                                         14

  Item 6.        Exhibits and Reports on Form 8-K                                                                  14

SIGNATURES                                                                                                         15
</TABLE>
 
                                       2
<PAGE>   3


                         PART I - FINANCIAL INFORMATION

Item 1.    Financial Statements

                        KENMAR PERFORMANCE PARTNERS L.P.
                        STATEMENTS OF FINANCIAL CONDITION
            June 30, 1998 (unaudited) and December 31, 1997 (audited)

                                   ---------

<TABLE>
<CAPTION>
                                                                June 30,      December 31,
                                                                  1998            1997
                                                              -----------     ------------
<S>                                                           <C>             <C>        
ASSETS
    Equity in broker trading accounts
       Cash                                                   $28,338,689     $25,448,177
       Net option premiums paid                                   440,461         155,195
       Unrealized gain on open contracts                        2,959,628       6,236,877
                                                              -----------     -----------

              Deposits with brokers                            31,738,778      31,840,249

    Cash and cash equivalents                                  10,019,656       4,756,235
    Fixed income securities (cost, including accrued
       interest, - $20,486,523 and $39,579,849)                20,578,305      39,804,349
    Subscriptions receivable                                       32,675               0
    Other assets                                                        0          78,253
                                                              -----------     -----------

              Total assets                                    $62,369,414     $76,479,086
                                                              ===========     ===========

LIABILITIES
    Accounts payable                                          $    35,024     $    41,790
    Commissions and other trading fees
       on open contracts                                          611,781         634,814
    Management fees                                               181,991         223,863
    Incentive fees                                                548,528          13,634
    Redemptions payable                                           769,540       8,170,028
                                                              -----------     -----------

              Total liabilities                                 2,146,864       9,084,129
                                                              -----------     -----------

PARTNERS' CAPITAL (NET ASSET VALUE)
    General Partner - 53.5807 units outstanding at
       June 30, 1998 and December 31, 1997                        774,360         769,245
    Limited Partners - 4,113.4293 and 4,640.7205 units
       outstanding at June 30, 1998 and December 31, 1997      59,448,190      66,625,712
                                                              -----------     -----------

              Total partners' capital
                 (Net Asset Value)                             60,222,550      67,394,957
                                                              -----------     -----------

                                                              $62,369,414     $76,479,086
                                                              ===========     ===========
</TABLE>


                             See accompanying notes.

                                       -3-


<PAGE>   4



                        KENMAR PERFORMANCE PARTNERS L.P.
                            STATEMENTS OF OPERATIONS
              For the Three Months Ended June 30, 1998 and 1997 and
                 For the 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>          
INCOME
    Commodity trading gains (losses)
       Realized                                 $   (766,687)     $ (5,900,591)     $ 14,127,982      $ (6,202,511)
       Change in unrealized                       (3,883,736)       (3,360,437)       (3,277,249)        2,877,156
                                                ------------      ------------      ------------      ------------

              Gain (loss) from commodity
                  trading                         (4,650,423)       (9,261,028)       10,850,733        (3,325,355)
                                                ------------      ------------      ------------      ------------

    Fixed income securities gains (losses)
       Realized                                       56,898           (76,628)          135,602          (187,065)
       Change in unrealized                          (31,980)          521,414          (132,718)          137,466
                                                ------------      ------------      ------------      ------------

              Gain (loss) from fixed income
                  securities                          24,918           444,786             2,884           (49,599)
                                                ------------      ------------      ------------      ------------

    Interest income                                  782,507         1,234,169         1,815,985         2,675,742
                                                ------------      ------------      ------------      ------------

              Total income (loss)                 (3,842,998)       (7,582,073)       12,669,602          (699,212)
                                                ------------      ------------      ------------      ------------

EXPENSES
    Brokerage commissions                          3,974,036         4,651,479         7,188,610         9,190,350
    Management fees                                  549,212           689,722         1,181,793         1,443,479
    Incentive fees                                   548,527           166,470         3,003,275         1,257,416
    General Partner administrative fee for
       operating expenses                            151,595           257,353           331,237           540,379
    Cash management service charge                    21,499            40,351            33,792            48,377
    Legal expenses                                     5,237            18,941             7,873            18,941
                                                ------------      ------------      ------------      ------------

              Total expenses                       5,250,106         5,824,316        11,746,580        12,498,942
                                                ------------      ------------      ------------      ------------

              NET INCOME (LOSS)                 $ (9,093,104)     $(13,406,389)     $    923,022      $(13,198,154)
                                                ============      ============      ============      ============

NET INCOME (LOSS) PER UNIT
    (based on weighted average number of
    units outstanding during the period)        $  (2,104.38)     $  (1,910.24)     $     207.86      $  (1,822.14)
                                                ============      ============      ============      ============

INCREASE (DECREASE) IN NET
    ASSET VALUE PER UNIT                        $  (2,035.24)     $  (1,882.88)     $      95.46      $  (1,858.74)
                                                ============      ============      ============      ============
</TABLE>


                             See accompanying notes.

                                       -4-


<PAGE>   5
     


                        KENMAR PERFORMANCE PARTNERS L.P.
          STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (NET ASSET VALUE)
                 For the Six Months Ended June 30, 1998 and 1997
                                   (Unaudited)

                                   ---------
   
<TABLE>
<CAPTION>
                                                                       Partners' Capital
                                 --------------------------------------------------------------------------------------------------
                                           General                           Limited                             Total
                                 ----------------------------      -----------------------------      -----------------------------
                                    Units           Amount           Units             Amount           Units             Amount
                                 ----------     -------------      ----------      -------------      ----------      -------------
<S>                                 <C>         <C>                <C>             <C>                <C>             <C>          
Six Months Ended June 30, 1998

Balances at December 31, 1997       53.5807     $     769,245      4,640.7205      $  66,625,712      4,694.3012      $  67,394,957
Net income for the six months
   ended June 30, 1998                                  5,115              **            917,907              **            923,022
Additions                            0.0000                 0         34.6895            521,886         34.6895            521,886
Redemptions                          0.0000                 0       (561.9807)        (8,617,315)      (561.9807)        (8,617,315)
                                 ----------     -------------      ----------      -------------      ----------      -------------

Balances at June 30, 1998           53.5807     $     774,360      4,113.4293      $  59,448,190      4,167.0100      $  60,222,550
                                 ==========     =============      ==========      =============      ==========      =============

Six Months Ended June 30, 1997

Balances at December 31, 1996       53.5807     $     785,756      7,517.5721      $ 110,244,519      7,571.1528      $ 111,030,275
Net (loss) for the six months
   ended June 30, 1997                   **           (99,592)             **        (13,098,562)             **        (13,198,154)
Additions                            0.0000                 0        150.1398          2,095,452        150.1398          2,095,452
Redemptions                          0.0000                 0      (1,157.9178)      (15,875,887)     (1,157.9178)      (15,875,887)
                                 ----------     -------------      ----------      -------------      ----------      -------------

Balances at June 30, 1997           53.5807     $     686,164      6,509.7941      $  83,365,522      6,563.3748      $  84,051,686
                                 ==========     =============      ==========      =============      ==========      =============
    
</TABLE>


<TABLE>
<CAPTION>
                                           Net Asset Value Per Unit
            ---------------------------------------------------------------------------------------
             June 30,               December 31,                June 30,               December 31,
               1998                     1997                      1997                     1996
            ----------              ------------               ----------              ------------
            <S>                      <C>                       <C>                      <C>       
            $14,452.22               $14,356.76                $12,806.17               $14,664.91
            ==========               ==========                ==========               ==========
</TABLE>


                             See accompanying notes.

                                       -5-


<PAGE>   6



                        KENMAR PERFORMANCE PARTNERS L.P.
                          NOTES TO FINANCIAL STATEMENTS
                                   (Unaudited)

                                   ---------


Note 1.    ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

           A.     General Description of the Partnership
   
                  Kenmar Performance Partners L.P. (the "Partnership") is a New
                  York limited partnership. The Partnership is a multi-advisor,
                  multi-strategy commodity pool which trades United States
                  (U.S.) and foreign futures, options, forwards and related
                  markets. It is subject to the regulations of the Commodity
                  Futures Trading Commission, an agency of the U.S. government
                  which regulates most aspects of the commodity futures
                  industry, rules of the National Futures Association, an
                  industry self-regulatory organization, and the requirements of
                  commodity exchanges where the Partnership executes
                  transactions. Additionally, the Partnership is subject to the
                  requirements of Futures Commission Merchants ("FCMs") and
                  interbank market makers (collectively, "brokers") through
                  which the Partnership trades.
    
                  The Partnership is a registrant with the Securities and
                  Exchange Commission pursuant to the Securities Exchange Act of
                  1934. As a registrant, the Partnership is subject to the
                  regulation of the Securities and Exchange Commission.

           B.     Method of Reporting

                  The Partnership's financial statements are presented in
                  accordance with generally accepted accounting principles,
                  which require the use of certain estimates made by the
                  Partnership's management.

           C.     Commodities

                  Gains or losses are realized when contracts are liquidated.
                  Unrealized gains or losses on open contracts (the difference
                  between contract purchase price and market price) at the date
                  of the statement of financial condition are included in equity
                  in broker trading accounts. Any change in net unrealized gain
                  or loss from the preceding period is reported in the statement
                  of operations. Brokerage commissions include other trading
                  fees and are charged to expense when contracts are opened.

           D.     Cash and Cash Equivalents

                  Cash and cash equivalents includes cash, investments in money
                  market mutual funds and short-term time deposits at financial
                  institutions. Interest income includes interest equivalent
                  dividends on money market mutual funds.


                                       -6-


<PAGE>   7



                        KENMAR PERFORMANCE PARTNERS L.P.
                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)
                                   (Unaudited)

                                   ---------


Note 1.    ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
           (CONTINUED)

           E.     Fixed Income Securities

                  Fixed income securities are reported at market value plus
                  accrued interest. Fixed income securities transactions are
                  accounted for on the trade date. Interest is recorded on the
                  accrual basis.

           F.     Income Taxes

                  The Partnership prepares calendar year U.S. and state
                  information tax returns and reports to the partners their
                  allocable shares of the Partnership's income, expenses and
                  trading gains or losses.

           G.     Foreign Currency Transactions

                  The Partnership's functional currency is the U.S. dollar;
                  however, it transacts business in currencies other than the
                  U.S. dollar. Assets and liabilities denominated in currencies
                  other than the U.S. dollar are translated into U.S. dollars at
                  the rates in effect at the date of the statement of financial
                  condition. Income and expense items denominated in currencies
                  other than the U.S. dollar are translated into U.S. dollars at
                  the rates in effect during the period. Gains and losses
                  resulting from the translation to U.S. dollars are reported in
                  income currently.

Note 2.    GENERAL PARTNER

           The General Partner of the Partnership is Kenmar Advisory Corp.,
           which conducts and manages the business of the Partnership. The
           General Partner is required by the Limited Partnership Agreement to
           maintain an investment in the Partnership of 1% of the Net Asset
           Value, up to a total of $500,000.

           A portion of the brokerage commissions paid by the Partnership to
           certain brokers is, in turn, paid by the brokers to the General
           Partner.

Note 3.    COMMODITY TRADING ADVISORS

           The Partnership has advisory agreements with various commodity
           trading advisors pursuant to which the Partnership pays monthly
           management fees of 0% to 1/6 of 1% (2% annually) of the net asset
           value under management (as defined in the advisory agreements) and
           quarterly incentive fees of 15% to 25% of the profit subject to
           incentive fee (as defined in the advisory agreements).



                                       -7-


<PAGE>   8



                        KENMAR PERFORMANCE PARTNERS L.P.
                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)
                                   (Unaudited)

                                   ---------


Note 4.    DEPOSITS WITH BROKERS

           The Partnership deposits cash with brokers subject to Commodity
           Futures Trading Commission regulations and various exchange and
           broker requirements. Margin requirements are satisfied by the deposit
           of cash with such brokers. The Partnership earns interest income on
           its cash deposited with the brokers.

Note 5.    OTHER EXPENSES

           The General Partner pays substantially all ordinary operating and
           administrative expenses incurred by the Partnership. The Partnership
           pays the General Partner a monthly administrative fee equal to 1/12
           of 1% of the prior month's beginning Net Asset Value of the
           Partnership. The Partnership also pays actual amounts incurred for
           cash management services and services performed by independent legal
           counsel.

Note 6.    SUBSCRIPTIONS, DISTRIBUTIONS AND REDEMPTIONS

           Investments in the Partnership are made by subscription agreement,
           subject to acceptance by the General Partner. The subscription price
           is equal to the Net Asset Value of the units purchased plus a 5%
           selling commission, unless waived in whole or in part by the General
           Partner. Additions to partners' capital are shown net of such selling
           commissions, which amounted to $5,128 and $8,494 for the six months
           ended June 30, 1998 and 1997, respectively.

           The Partnership is not required to make distributions, but may do so
           at the sole discretion of the General Partner. A Limited Partner may
           request and receive redemption of units owned, subject to
           restrictions in the Limited Partnership Agreement.

Note 7.    TRADING ACTIVITIES AND RELATED RISKS

           The Partnership engages in the speculative trading of U.S. and
           foreign futures contracts, options on U.S. and foreign futures
           contracts and forward contracts (collectively, "derivatives"). These
           derivatives include both financial and non-financial contracts held
           as part of a diversified trading strategy. The Partnership is exposed
           to both market risk, the risk arising from changes in the market
           value of the contracts, and credit risk, the risk of failure by
           another party to perform according to the terms of a contract.





                                       -8-


<PAGE>   9



                        KENMAR PERFORMANCE PARTNERS L.P.
                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)
                                   (Unaudited)

                                   ---------


Note 7.    TRADING ACTIVITIES AND RELATED RISKS (CONTINUED)

           Purchase and sale of futures and options on futures contracts
           requires margin deposits with the FCMs. Additional deposits may be
           necessary for any loss on contract value. The Commodity Exchange Act
           requires an FCM to segregate all customer transactions and assets
           from such FCM's proprietary activities. A customer's cash and other
           property (for example, U.S. Treasury bills) deposited with an FCM are
           considered commingled with all other customer funds subject to the
           FMC's segregation requirements. In the event of an FCM's insolvency,
           recovery may be limited to a pro rata share of segregated funds
           available. It is possible that the recovered amount could be less
           than total cash and other property deposited.

           The Partnership has a substantial portion of its assets on deposit
           with brokers and dealers in securities and other financial
           institutions in connection with its trading of forward contracts and
           its cash management activities. In the event of a financial
           institution's insolvency, recovery of Partnership assets on deposit
           may be limited to account insurance or other protection afforded such
           deposits. In the normal course of business, the Partnership requires
           collateral for repurchase agreements in excess of the face value of
           such agreements.

           For derivatives, risks arise from changes in the market value of the
           contracts. Theoretically, the Partnership is exposed to a market risk
           equal to the value of futures contracts purchased and unlimited
           liability on such contracts sold short. As both a buyer and seller of
           options, the Partnership pays or receives a premium at the outset and
           then bears the risk of unfavorable changes in the price of the
           contract underlying the option. Written options expose the
           Partnership to potentially unlimited liability, and purchased options
           expose the Partnership to a risk of loss limited to the premiums
           paid.
   
           The fair value of derivatives represents unrealized gains and losses
           on open futures and forward contracts and long and short options at
           market value. The average fair value of derivatives during the six
           months ended June 30, 1998 and 1997 and the related fair values as of
           June 30, 1998 and December 31, 1997 were as follows:
    
<TABLE>
<CAPTION>
                                          For The Six Months Ended                       As of
                                      --------------------------------       ----------------------------------
                                      June 30, 1998      June 30, 1997       June 30, 1998    December 31, 1997
                                      -------------      -------------       -------------    -----------------
<S>                                     <C>                 <C>                 <C>               <C>       
Exchange traded futures and
   options on futures contracts         $4,100,000          $5,140,000          $3,400,000        $6,392,000
Forward contracts                                0              (4,000)                  0                 0
</TABLE>




                                       -9-


<PAGE>   10



                        KENMAR PERFORMANCE PARTNERS L.P.
                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)
                                   (Unaudited)

                                   ---------


Note 7.    TRADING ACTIVITIES AND RELATED RISKS (CONTINUED)

           Net trading results from derivatives for the three months and six
           months ended June 30, 1998 and 1997 are reflected in the statement of
           operations and equal gain (loss) from commodity trading less
           brokerage commissions. Such trading results reflect the net gain
           (loss) arising from the Partnership's speculative trading of futures
           contracts, options on futures contracts and forward contracts.
   
           At June 30, 1998 and December 31, 1997, the notional amount of open
           contracts was as follows:
    
<TABLE>
<CAPTION>
                                               June 30,                                December 31,
                                                 1998                                     1997
                                 -----------------------------------       ---------------------------------
                                  Contracts to         Contracts to         Contracts to        Contracts to
                                    Purchase               Sell               Purchase              Sell
                                 --------------       --------------       --------------       ------------
<S>                              <C>                  <C>                  <C>                  <C>         
Derivatives (excluding
   purchased options)            $1,327,100,000       $1,288,800,000       $1,490,800,000       $756,300,000
Purchased options                    31,400,000           31,100,000           23,900,000         59,600,000
</TABLE>

           The above amounts do not represent the Partnership's risk of loss due
           to market and credit risk, but rather represent the Partnership's
           extent of involvement in derivatives at the date of the statement of
           financial condition.

           The General Partner has established procedures to actively monitor
           and minimize market and credit risk. The Limited Partners bear the
           risk of loss only to the extent of the market value of their
           respective investments and, in certain specific circumstances,
           distributions and redemptions received.

Note 8.    INTERIM FINANCIAL STATEMENTS

           The statement of financial condition as of June 30, 1998, the
           statements of operations for the six months ended June 30, 1998 and
           1997 and for the three months ended June 30, 1998 and 1997 and the
           statements of changes in partners' capital (net asset value) for the
           six months ended June 30, 1998 and 1997 are unaudited. In the opinion
           of management, such financial statements reflect all adjustments,
           which were of a normal and recurring nature, necessary for a fair
           presentation of financial position as of June 30, 1998 and the
           results of operations for the six months ended June 30, 1998 and 1997
           and for the three months ended June 30, 1998 and 1997.




                                      -10-

<PAGE>   11


ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND 
         RESULTS OF OPERATIONS.

The assets of Kenmar Performance Partners L.P. (the "Partnership") are used for
trading, buying, selling, spreading, swapping or otherwise acquiring, holding or
disposing of commodities, futures contracts, forward contracts, foreign exchange
commitments, swap contracts, exchange-for-physicals, spot (cash) commodities and
other items, options on the foregoing, and any rights pertaining to the
foregoing contracts, instruments or investments throughout the world
("Commodities") through the retention of professional commodity trading advisors
(the "Advisors").

The assets of the Partnership are deposited with commodity brokers and foreign
exchange dealers (collectively, the "Commodity Brokers") in trading accounts
established by the Partnership for the Advisors and are used by the Partnership
as margin to engage in trading. Such assets are held in either a non-interest
bearing bank account or in securities approved by the Commodity Futures Trading
Commission for investment of customer funds. In addition, certain of the
Partnership's assets may be placed in a custodial account with a cash manager to
maximize the interest earned on assets not committed as margin.

Capital Resources. The Partnership does not have, nor does it expect to have,
any capital assets. Redemptions and sales of units of limited partnership
interests ("Units") in the future will affect the amount of funds available for
trading Commodities in subsequent periods.

There are three primary factors that affect the Partnership's capital resources:
(i) the trading profit or loss generated by the Advisors (including interest
income); (ii) the capital invested or redeemed by the limited partners of the
Partnership (the "Limited Partners"); and (iii) the capital invested or redeemed
by the Partnership's general partner, Kenmar Advisory Corp. (the "General
Partner"). The General Partner has maintained, and has agreed to maintain, at
all times a capital account in such amount, up to a total of $500,000, as is
necessary for the General Partner to maintain a one percent (1%) interest in the
capital, income and losses of the Partnership. All capital contributions by the
General Partner necessary to maintain such capital account balance are evidenced
by units of general partnership interests, each of which has an initial value
equal to the Net Asset Value per Unit (as defined below) at the time of such
contribution. The General Partner, in its sole discretion, may withdraw any
excess above its required capital contribution without notice to the Limited
Partners. The General Partner, in its sole discretion, may also contribute any
greater amount to the Partnership, for which it shall receive, at its option,
additional units of general partnership interests or Units at their then-current
Net Asset Value (as defined below).

"Net Asset Value" is defined as total assets of the Partnership less total
liabilities as determined in accordance with the principles set forth in the
Second Restatement of the Limited Partnership Agreement of the Partnership,
dated September 1, 1993, as amended December 1, 1995 (the "Partnership
Agreement"), or where no such principles are specified therein, in accordance
with United States generally accepted accounting principles applied on a
consistent basis. The term "Net Asset Value Per Unit" is defined in the
Partnership Agreement to mean the Net Asset Value of the Partnership divided by
the number of Units issued and outstanding as of the date of computation.

Results of Operations. The Partnership incurs substantial charges from the
payment of management and/or incentive fees to the Advisors and administrative
fees to the General Partner which are payable based upon the Net Asset Value of
the Partnership and are payable without regard to the profitability of the
Partnership. The brokerage commissions to the Commodity Brokers are also payable
without regard to the profitability of the Partnership, although under certain
circumstances such commissions have been, and may continue to be, higher when
advisors experience profits and as a result increase their trading activity. As
a result, in certain years the Partnership has incurred a net loss when trading
profits were not substantial enough to avoid depletion of the Partnership's
assets from such fees and expenses. Thus, due to the nature of the Partnership's
business, the success of the Partnership is dependent upon the ability of the
Advisors to generate trading profits through the speculative trading of
Commodities sufficient to produce capital appreciation after payment of all fees
and expenses.

   
The Advisors trade in various markets at different times, and prior activity
in a particular market does not mean that such markets will be actively traded
by an Advisor or will be profitable in the future.  Further, the Advisors trade
independently 
    


 
                                      -11-
<PAGE>   12

of each other using different trading systems and may trade different markets
with various concentrations at various times. Consequently, the results of
operations of the Partnership can only be discussed in the context of the
overall trading activities of the Partnership, the Advisors' trading activities
on behalf of the Partnership as a whole and how the Partnership has performed in
the past.
   
Set forth below is a comparison of the results of operations of the Partnership
for the three-month and six-month periods ended June 30, 1998 and 1997.
    
   
As of June 30, 1998, the Net Asset Value of the Partnership was $60,222,550, a
decrease of approximately 16.78% from its Net Asset Value of $72,363,295 at
March 31, 1998. The Partnership's subscriptions and redemptions for the quarter
ended June 30, 1998 totaled $223,951 and $3,271,586, respectively. For the
quarter ended June 30, 1998, the Partnership had losses comprised of $709,789 in
realized losses, $3,915,716 in change in unrealized losses and $782,507 in
interest income, compared to losses comprised of $5,977,219 in realized trading
losses, $2,839,023 in change in unrealized trading losses and $1,234,169 in
interest income for the same period in 1997. Total income for the second quarter
of 1998 increased by $3,739,075 from the same period in 1997, while total
expenses decreased by $574,210 between these periods. The Net Asset Value per
Unit at June 30, 1998 decreased 12.34% from $16,487.46 at March 31, 1998 to
$14,452.22 at June 30, 1998. The Partnership's negative performance for the
quarter ended June 30, 1998 resulted primarily from losses in currencies,
energies and metals.
    
   
The Net Asset Value of the Partnership decreased $7,172,407, or 10.64%, from
December 31, 1997 through June 30, 1998. The Partnership's subscriptions and
redemptions for the six months ended June 30, 1998 totaled $521,886 and
$8,617,315, respectively. For the six months ended June 30, 1998, the
Partnership had revenue comprised of $14,263,584 in realized trading gains,
$3,409,967 in change in unrealized trading losses and $1,815,985 in interest
income, compared to losses comprised of $6,389,576 in realized trading losses,
$3,014,622 in change in unrealized trading gains and $2,675,742 in interest
income for the same period in 1997. The total income for the first six months of
1998 increased by $13,368,814 from the same period in 1997 while expenses
decreased by $752,362 between these periods. The Net Asset Value per Unit at
June 30, 1998 increased 0.66% from $14,356.76 at December 31, 1997 to $14,452.22
at June 30, 1998. The Partnership's basically flat performance for the first six
months of 1998 resulted primarily from gains in global interest rates, global
stock indices and meats, which were offset by losses in currencies, energies,
metals, tropicals and grains.
    
Past performance is not indicative of future results. As a result, any recent
increases in realized or unrealized trading gains may have no bearing on any
results that may be obtained in the future.

Liquidity. Although there is no public market for the Units, a Limited Partner
may redeem its Units in the Partnership as of any month-end occurring six months
or more after such investment was made.

With respect to the Partnership's trading, in general, the Partnership's trading
advisors will endeavor to trade only Commodities that have sufficient liquidity
to enable them to enter and close out positions without causing major price
movements. Notwithstanding the foregoing, most United States commodity exchanges
limit the amount by which certain commodities may move during a single day by
regulations referred to as "daily price fluctuation limits" or "daily limits".
Pursuant to such regulations, no trades may be executed on any given day at
prices beyond the daily limits. The price of a futures contract has occasionally
moved the daily limit for several consecutive days, with little or no trading,
thereby effectively preventing a party from liquidating its position. While the
occurrence of such an event may reduce or effectively eliminate the liquidity of
a particular market, it will not limit ultimate losses and may in fact
substantially increase losses because of this inability to liquidate unfavorable
positions. In addition, if there is little or no trading in a particular futures
or forward contract that the Partnership is trading, whether such illiquidity is
caused by any of the above reasons or otherwise, the Partnership may be unable
to execute trades at favorable prices and/or may be unable or unwilling to
liquidate its position prior to its expiration date, thereby requiring the
Partnership to make or take delivery of the underlying interest of the
Commodity.

In addition, certain Advisors trade on futures markets outside the United States
on behalf of the Partnership. Certain foreign exchanges may be substantially
more prone to periods of illiquidity than United States exchanges. Further,
certain Advisors trade forward contracts which are not traded on exchanges;
rather banks and dealers act as principals in these markets. The Commodity
Futures Trading Commission does not regulate trading on non-U.S. futures markets
or in forward contracts.


                                      -12-
<PAGE>   13

The Partnership's trading may also be impacted by the various conflicts of
interest among the Partnership and the General Partner, the Advisors and the
Commodity Brokers.

Safe Harbor Statement. The discussion above contains certain "forward-looking
statements" (as such term is defined in Section 21E of the Securities Exchange
Act of 1934) that are based on the beliefs of the Partnership, as well as
assumptions made by, and information currently available to, the Partnership. A
number of important factors should cause the Partnership's actual results,
performance or achievements for 1998 and beyond to differ materially from the
results, performance or achievements expressed in, or implied by, such
forward-looking statements. These factors include, without limitation, the
factors described above.



                                      -13-
<PAGE>   14




                           PART II - OTHER INFORMATION

ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS.
   
In September 1985, the Partnership commenced a private placement of Units in
reliance on the exemptions afforded by, among others, Sections 4(2) of the
Securities Act of 1933, as amended (the "1933 Act") and Rule 506 of Regulation D
promulgated thereunder. Similar reliance has been placed on available exemptions
from securities qualification requirements under applicable state securities
laws. Units are offered monthly at a price per Unit equal to the then current
Net Asset Value per Unit, with a required minimum subscription of $25,000 for
new investors other than individual retirement accounts ("IRAs") and qualified
retirement plans and Keogh Plans ("Plans") and $10,500 for IRAs, Plans and
existing Limited Partners, which minimums may be waived by the General Partner
in its sole discretion. A subscriber may subscribe for Units in excess of the
foregoing minimum amounts. As of the date hereof, Units are continuing to be
offered and there is no maximum number of Units that may be purchased or sold.
    
   
During the second quarter of 1998, 16.6 Units were sold for a total of $223,951.
    
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.

         A.   EXHIBITS. 27 Financial Data Schedule.

         B.   REPORTS ON FORM 8-K. None.


                                      -14-
<PAGE>   15




                                   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.

                                     KENMAR PERFORMANCE PARTNERS L.P.

                                     By: Kenmar Advisory Corp., general partner

Dated: August 13, 1998               By: /s/ ROBERT L. CRUIKSHANK
                                     Robert L. Cruikshank
                                     Executive Vice President
                                     (Duly Authorized Officer of the General 
                                     Partner)


Dated: August 13, 1998               By: /s/ THOMAS J. DIVUOLO
                                     Thomas J. DiVuolo
                                     Senior Vice President (Principal Financial
                                     and Accounting Officer of the Registrant)


                                      -15-

<TABLE> <S> <C>

<ARTICLE> 5
       
<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                          DEC-31-1998
<PERIOD-END>                               JUN-30-1998
<CASH>                                      10,019,656
<SECURITIES>                                20,578,305
<RECEIVABLES>                                        0
<ALLOWANCES>                                         0
<INVENTORY>                                          0
<CURRENT-ASSETS>                            62,369,414
<PP&E>                                               0
<DEPRECIATION>                                       0
<TOTAL-ASSETS>                              62,369,414
<CURRENT-LIABILITIES>                        2,146,864
<BONDS>                                              0
                                0
                                          0
<COMMON>                                             0
<OTHER-SE>                                           0
<TOTAL-LIABILITY-AND-EQUITY>                62,369,414
<SALES>                                              0
<TOTAL-REVENUES>                            12,669,602
<CGS>                                                0
<TOTAL-COSTS>                                        0
<OTHER-EXPENSES>                            11,746,580
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                   0
<INCOME-PRETAX>                                923,022
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                            923,022
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                   923,022
<EPS-PRIMARY>                                   207.86
<EPS-DILUTED>                                   207.86
        

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