<PAGE>
UNITED STATES
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: September 30, 1998
or
[ ] Transition Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Commission File Number: 0-26932
THE MILLBURN WORLD RESOURCE TRUST
(Exact name of registrant as specified in its charter)
Delaware 06-6415-583
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
c/o MILLBURN RIDGEFIELD CORPORATION
411 West Putnam Avenue
Greenwich, Connecticut 06830
(Address of principal executive offices)
Registrant's telephone number, including area code: (203) 625-7554
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant Units of Beneficial Interest
to Section 12(g) of the Act: (Title of Class)
Indicate by check mark whether the registrant (1) 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 [ ]
Aggregate market value of the voting and non-voting common equity held by
non-affiliates: $76,201,630
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM I. FINANCIAL STATEMENTS
THE MILLBURN WORLD RESOURCE TRUST
Statements of Financial Condition (UNAUDITED)
<TABLE>
<CAPTION>
30-Sep-98 31-Dec-97
Assets: ------------- -------------
<S> <C> <C>
Investment in U.S. Treasury obligations
- at value (amortized cost $65,820,525
at September 30, 1998) 65,820,525 57,499,754
Money market mutual funds - 9,944,556
Options owned, at market value - 559,110
Unrealized appreciation on open contracts 7,388,918 4,753,326
Deferred Organizational Expenses 116,535 -
Cash 5,963,418 2,105,808
------------- -------------
Total Assets $ 79,289,396 $ 74,862,554
============= =============
Liabilities & Unitholders' Capital:
Unrealized depreciation on
open currency contracts 458,484 -
Due to Managing Owner 4,259 -
Accounts payable and accrued expenses 54,931 73,925
Redemptions payable to unit holders, net 1,250,258 773,980
Accrued brokerage commissions 447,357 443,746
------------- -------------
Total Liabilities 2,215,289 1,291,651
Trust Capital:
Managing Owner interest 872,477 776,209
Unitholders interest (Units of Beneficial
Interest outstanding - 60,639.546 at
September 30, 1998) 76,201,630 72,794,694
------------- -------------
Total Trust Capital 77,074,107 73,570,903
------------- -------------
Total Liabilities and Trust Capital $ 79,289,396 $ 74,862,554
============= =============
</TABLE>
See accompanying notes to financial statements.
<PAGE>
THE MILLBURN WORLD RESOURCE TRUST
Statements of Operations
For the three months ended September 30, 1998 and 1997 (UNAUDITED)
<TABLE>
<CAPTION>
1998 1997
------------ ------------
<S> <C> <C>
Revenues:
Realized Gain(Loss) on Closed Contracts 330,860 (3,377,495)
Change in Unrealized Gain(Loss)
on Open Contracts 4,198,626 (715,850)
Interest Income 975,662 899,130
Foreign Exchange Gain(Loss) (26,234) (118,737)
------------ ------------
$ 5,478,914 $(3,312,952)
Expenses:
Brokerage Commissions 1,684,037 1,541,033
17.5% Profit Share (Accrued) - -
Administrative 217,271 68,482
Organizational and Offering Expenses - 50,000
------------ ------------
$ 1,901,308 $ 1,659,515
============ ============
Net Income(Loss) $ 3,577,606 $(4,972,467)
Net Income(Loss) allocated to
Managing Owner $ 53,913 $ (39,172)
Net Income(Loss) allocated to
Unitholders $ 3,523,693 $(4,933,295)
Increase(Decrease) in Redemption Value
for each Unit outstanding throughout
each period $ 55.46 $ (80.97)
</TABLE>
See accompanying notes to financial statements.
<PAGE>
THE MILLBURN WORLD RESOURCE TRUST
Statements of Operations
For the nine months ended September 30, 1998 and 1997 (UNAUDITED)
<TABLE>
<CAPTION>
1998 1997
------------ ------------
<S> <C> <C>
Revenues:
Realized Gain(Loss) on Closed Contracts 5,764,089 2,852,599
Change in Unrealized Gain(Loss)
on Open Contracts 1,617,686 (2,991,434)
Interest Income 2,914,227 2,550,999
Foreign Exchange Gain(Loss) (24,637) 76,118
------------ ------------
$10,271,365 $ 2,488,282
Expenses:
Brokerage Commissions 4,928,468 4,487,552
17.5% Profit Share (Accrued) - 695,667
Administrative 403,642 324,024
Organizational and Offering Expenses - 200,000
------------ ------------
$ 5,332,110 $ 5,707,243
============ ============
Net Income(Loss) $ 4,939,255 $(3,218,961)
Net Income(Loss) allocated to
Managing Owner $ 80,830 $ 11,139
Net Income(Loss) allocated to
Unitholders $ 4,718,146 $(3,230,100)
Increase(Decrease) in Redemption Value
for each Unit outstanding throughout
each period $ 74.20 $ (43.65)
</TABLE>
See accompanying notes to financial statements.
<PAGE>
THE MILLBURN WORLD RESOURCE TRUST
Statements of Trust Capital
For the nine months ended September 30, 1998 (UNAUDITED)
<TABLE>
<CAPTION>
Unit Managing
Holders Owner Total
------------ ------------ ------------
<S> <C> <C> <C>
Trust Equity at December 31, 1997
(61,563.868 Units) 72,794,694 776,209 73,570,903
Addition of 8,349.393 Units 9,643,931 - 9,643,931
Redemption of 9,308.961 Units (11,079,982) - (11,079,982)
Net Gain(Loss) in Trust Equity 4,842,987 96,268 4,939,255
------------ ------------ ------------
Trust Equity at September 30, 1998 76,201,630 872,477 77,074,107
(60,639,546 Units) ============ ============ ============
Redemption Value per Unit
at September 30, 1998 1,256.63
============
</TABLE>
Statements of Cash Flows
For the nine months ended September 30, 1998 and 1997 (UNAUDITED)
<TABLE>
<CAPTION>
1998 1997
------------ ------------
<S> <C> <C>
Cash Flows from Operating Activities:
Net Income(Loss) 4,939,255 (3,218,961)
Adjustments to reconcile Net Income
(Loss) to Net Cash Flows from
Operating Activities:
Decrease(Increase) in Equity in
Futures and Forward Trading Accounts (10,055,303) (12,103,673)
Increase(Decrease) in Accrued Expenses (11,124) (17,156)
------------ ------------
Net Cash Flows from Operating Activities (5,127,172) (15,339,790)
Cash Flows from Financing Activities:
Subscription of Unitholder and Managing
Owner Units and Unit Equivalents (959,774) 15,951,229
------------ ------------
Net Change in Cash (6,086,946) 611,439
Cash - Beginning of Year 12,050,364 8,302,592
------------ ------------
Cash - End of Period 5,963,418 8,914,031
============ ============
</TABLE>
See accompanying notes to financial statements.
<PAGE>
THE MILLBURN WORLD RESOURCE TRUST NOTES TO FORM 10-Q FINANCIAL STATEMENTS
These interim consolidated financial statements do not include all the
disclosures contained in the annual financial statements. These interim
statements have been prepared by management without audit by Independent
Public Accountants. The consolidated statements of financial condition has
been derived from the audited financial statements as of December 31, 1997.
The consolidated results of operation as displayed, should not be considered
indicative of results to be expected for the entire year.
Management discussion and analysis of the consolidated financial statements
for the nine months ended September 30, 1998:
<TABLE>
<CAPTION>
30-Sep-98 31-Dec-97
------------- -------------
<S> <C> <C>
Ending Equity $ 77,074,107 $ 73,570,903
</TABLE>
The Trust's net assets increased 4.76% in the first three quarters of 1998.
This is the net result of subscriptions, redemptions, and net profit on
trading.
Trading conditions deteriorated during the quarter. Hence, January profits
were almost entirely offset by subsequent losses in February and March.
Energy trading was very profitable for the quarter largely because declining
energy prices benefited short positions in crude oil and heating oil. These
gains were offset, however, by losses registered in trading stock index
futures and soft commodities, especially cotton. Declining interest rates
produced profits from long interest rate futures positions in January and
February, but produced gains in March due primarily to the weakness of the
yen vis-a-vis the U.S. dollar, Canadian dollar, and German mark.
Trading conditions, while volatile, improved during the second quarter of
1998. Consequently, profits during May and June outweighed losses registered
in April. A down-trend in sugar and an up-trend in cotton produced good
profits from the soft commodities sector. Also, a short position in aluminum
benefited from a pronounced decline in aluminum prices. Declines in energy
prices generated good profits from short positions in heating oil and crude
oil. Finally, stock index futures were profitable largely due to a short
position in the Hang Seng Index which was profitable as turmoil in the Far
East continued. Meanwhile, interest rate trading was unprofitable as
non-directional volatility produced losses in Australian, Canadian, and U.S.
dollar based interest rate futures. Currency trading was also somewhat
unprofitable.
The dominant influence on third quarter performance in the Trust was a
worldwide "flight to quality". In the wake of the Russian default and
devaluation, and subsequent hedge fund problems, investors sought the
safety and liquidity of major country government debt securities. As
a result, the Trust's long positions in Japanese, German, Spanish, French,
Italian and US bond futures and options, as well as in short-term eurodollar
and euroyen deposit futures, were extremely profitable. Short positions in
corn and sugar also produced modest profits during the quarter. Currency
trading had no appreciable effect on quarterly results as losses on long
dollar positions in July and August were offset by gains on short positions
in September. Metals prices were volatile throughout the quarter and losses
were registered on both sides of industrial metals trading. Coffee and
cotton markets also produced losses on small positions due to volatile price
swings. Short energy positions were profit producers in July and August,
but suffered similar losses when energy prices moved abruptly higher in
September.
<PAGE>
The Year 2000 Computer Issue
Many existing computer systems use only two digits to refer to a year.
This technique can cause the systems to treat the year 2000 as 1900, an
effect commonly known as the "Year 2000 Problem." The Trust, like other
financial and business organizations, depends on the smooth functioning of
computer systems and could be adversely affected if the computer systems
on which it relies do not properly process and calculate date-related
information concerning dates on or after January 1, 2000.
The Managing Owner administers the business of the Trust through various
systems and processes maintained by the Managing Owner. The Managing
Owner's modifications for Year 2000 compliance are proceeding and are
expected to be completed, with respect to mission-critical systems, by
April 1999, and, with respect to other systems, by July 1999. The
expenses incurred to date by the Managing Owner in preparing for Year 2000
compliance have not had a material adverse impact on the Managing Owner's
financial position, and the expenses to be incurred in becoming fully
Year 2000 compliant are not expected to have a material adverse impact on
the Managing Owner's financial position. The Trust itself has no systems
or information technology applications relevant to its operations and, thus,
has no expenses related to addressing the Year 2000 Problem.
In addition to the Managing Owner, the Trust is dependent on the capability
of the various exchanges, Clearing Brokers and other third parties with
which the Trust has material relationships to prepare adequately for the
Year 2000 Problem and its impact on their systems and processes. The
major U.S. futures exchanges participated in the Futures Industry Association
Y2K Beta Test during September 1998 and will participate in the Futures
Industry Association Y2K industry-wide test for Year 2000 compliance during
the first and second quarters of 1999. The Futures Industry Association
Y2K Tests are to test links with outside entities. The Clearing Brokers
are addressing their Year 2000 issues and will participate in the Futures
Industry Association Y2K industry-wide test for Year 2000 compliance during
the first and second quarters of 1999. The Managing Owner is currently
implementing procedures to monitor the progress of the Clearing Brokers,
and other third parties with which the Trust has a material relationship
in addressing their Year 2000 issues.
The most likely and most significant risk to the Trust associated with the
lack of Year 2000 readiness is the failure of third parties, including the
Clearing Brokers, exchanges, foreign exchange counterparties and various
regulators to resolve their Year 2000 issues in a timely manner. This
risk could involve the temporary inability to transfer funds electronically
or to determine the Net Asset Value of the Trust, in which case sales could
be suspended and/or redemption payments delayed until the Trust's assets
could be valued and/or funds could be transferred. If the Managing Owner
believes, prior to December 31, 1999, that any third party has failed to
resolve a Year 2000 issue likely to have a material adverse impact on the
Trust, the Managing Owner will attempt to close any Trust positions carried
by such third party or exposed to such third party's failure to resolve its
Year 2000 issue and to cease trading with or through such third party until
such issue is resolved.
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the Registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City of New York
and State of New York on the 28th day of October, 1998.
THE MILLBURN WORLD RESOURCE TRUST
By: Millburn Ridgefield Corporation,
Managing Owner
By /s/ Tod A. Tanis October 28, 1998
Tod A. Tanis
Vice-President
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
STATEMENTS OF FINANCIAL CONDITION, OPERATIONS, AND CHANGES IN TRUST
CAPITAL AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JUL-01-1998
<PERIOD-END> SEP-30-1998
<CASH> 5,963,418
<SECURITIES> 65,362,041
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 79,289,396
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 79,289,396
<CURRENT-LIABILITIES> 2,215,289
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 77,074,107
<TOTAL-LIABILITY-AND-EQUITY> 79,289,396
<SALES> 0
<TOTAL-REVENUES> 10,271,365
<CGS> 0
<TOTAL-COSTS> 4,928,468
<OTHER-EXPENSES> 403,642
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 4,939,255
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 4,939,255
<EPS-PRIMARY> 74.20
<EPS-DILUTED> 74.20
</TABLE>
