FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
(X) QUARTERLY REPORT UNDER SECTION 13 or 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
OR ( ) TRANSITION REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarter ended September 30, 1998
Commission File Number 0-28350
SMITH BARNEY PRINCIPAL PLUS FUTURES FUND L.P.
(Exact name of registrant as specified in its charter)
New York 13-3823300
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
c/o Smith Barney Futures Management Inc.
390 Greenwich St. - 1st Fl.
New York, New York 10013
(Address and Zip Code of principal executive offices)
(212) 723-5424
(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
<PAGE>
SMITH BARNEY PRINCIPAL PLUS FUTURES FUND L.P.
FORM 10-Q
INDEX
Page
Number
PART I - Financial Information:
Item 1. Financial Statements:
Statement of Financial Condition at
September 30, 1998 and December 31,
1997. 3
Statement of Income and Expenses and Partners'
Capital for the three and nine months ended
September 30, 1998
and 1997. 4
Notes to Financial Statements 5 - 8
Item 2. Management's Discussion and Analysis
of Financial Condition and Results of
Operations. 9 - 11
Item 3. Quantitative and Qualitative
Disclosures of Market Risk 12
PART II - Other Information 13 - 14
2
<PAGE>
PART I
Item 1. Financial Statements
SMITH BARNEY PRINCIPAL PLUS FUTURES FUND L.P.
STATEMENT OF FINANCIAL CONDITION
<TABLE>
<CAPTION>
SEPTEMBER 30, DECEMBER 31,
1998 1997
------------- -------------
(Unaudited)
<S> <C> <C>
ASSETS:
Equity in commodity futures trading account:
Cash and cash equivalents $11,811,946 $13,346,392
Net unrealized appreciation
on open future contracts 3,608,461 1,079,612
Zero Coupons, $26,202,000 and $29,201,000
principal amount in 1998 and 1997, respectively,
due February 15, 2003 at market value
(amortized cost $20,369,529 and $21,727,880
in 1998 and 1997, respectively) 21,698,662 21,834,171
----------- -----------
37,119,069 36,260,175
Receivable from SSB on sale of Zero Coupons 925,915 575,066
Interest receivable 39,787 48,485
----------- -----------
$38,084,771 $36,883,726
=========== ===========
LIABILITIES AND PARTNERS' CAPITAL:
Liabilities:
Accrued expenses:
Commissions $ 116,665 $ 114,693
Management fees 50,826 50,926
Incentive fees 373,343 154,823
Other 33,488 27,024
Redemption payable 1,537,648 939,857
----------- -----------
2,111,970 1,287,323
----------- -----------
Partners' Capital:
General Partner, 376 Unit
equivalents outstanding in 1998 and 1997 516,210 458,348
Limited Partners, 25,826 and 28,825
Units of Limited Partnership Interest
outstanding in 1998 and 1997 , respectively 35,456,591 35,138,055
----------- -----------
35,972,801 35,596,403
----------- -----------
$38,084,771 $36,883,726
=========== ===========
</TABLE>
See Notes to Financial Statements.
<PAGE>
SMITH BARNEY PRINCIPAL PLUS FUTURES FUND L.P.
STATEMENT OF INCOME AND EXPENSES AND PARTNERS' CAPITAL
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS ENDED NINE MONTHS ENDED
SEPTEMBER 30, SEPTEMBER 30,
------------- ------------- ------------ ------------
1998 1997 1998 1997
------------- ------------- ------------ -------------
<S> <C> <C> <C> <C>
Income:
Net gains (losses) on trading of commodity
futures:
Realized gains on closed positions $ 1,094,449 $ 1,492,612 $ 834,371 $ 1,448,523
Change in unrealized gains/losses on open positions 3,873,507 537,049 2,528,849 703,970
------------ ------------ ------------ ------------
4,967,956 2,029,661 3,363,220 2,152,493
Less, brokerage commissions and clearing fees
($11,194, $8,916, $33,013 and $27,968, respectively) (356,125) (365,841) (1,015,474) (1,103,114)
------------ ------------ ------------ ------------
Net realized and unrealized gains 4,611,831 1,663,820 2,347,746 1,049,379
Gain (loss) on sale of Zero Coupons 55,222 (13,124) 68,178 (95,065)
Unrealized appreciation on Zero Coupons 998,816 485,234 1,222,842 375,561
Interest income 427,561 473,648 1,309,212 1,465,749
------------ ------------ ------------ ------------
6,093,430 2,609,578 4,947,978 2,795,624
------------ ------------ ------------ ------------
Expenses:
Management fees 137,508 148,820 396,660 440,244
Incentive fees 359,439 87,296 373,343 208,802
Other 14,712 8,729 43,630 113,169
------------ ------------ ------------ ------------
511,659 244,845 813,633 762,215
------------ ------------ ------------ ------------
Net income 5,581,771 2,364,733 4,134,345 2,033,409
Redemptions (1,537,648) (1,931,564) (3,757,947) (5,264,332)
------------ ------------ ------------ ------------
Net increase (decrease) in Partners' capital 4,044,123 433,169 376,398 (3,230,923)
Partners' capital, beginning of period 31,928,678 34,589,612 35,596,403 38,253,704
------------ ------------ ------------ ------------
Partners' capital, end of period $ 35,972,801 $ 35,022,781 $ 35,972,801 $ 35,022,781
------------ ------------ ------------ ------------
Net asset value per Unit
(26,202 and 29,972 Units outstanding
at September 30, 1998 and 1997, respectively) $ 1,372.90 $ 1,168.52 $ 1,372.90 $ 1,168.52
------------ ------------ ------------ ------------
Net gain per Unit of Limited Partnership
Interest and General Partner Unit equivalent $ 204.29 $ 74.78 $ 153.89 $ 64.84
------------ ------------ ------------ ------------
</TABLE>
See Notes to Finanacial Statements
4
<PAGE>
SMITH BARNEY PRINCIPAL PLUS FUTURES FUND L.P.
NOTES TO FINANCIAL STATEMENTS
September 30, 1998
(Unaudited)
1. General:
Smith Barney Principal Plus Futures Fund L.P. (the "Partnership") is a
limited partnership which was initially organized on January 25, 1993 under the
partnership laws of the State of New York and was capitalized on April 12, 1995.
No activity occurred between January 25, 1993 and April 12, 1995. The
Partnership engages in the speculative trading of a diversified portfolio of
commodity interests including futures contracts, options and forward contracts.
The commodity interests that are traded by the Partnership are volatile and
involve a high degree of market risk. The Partnership maintains a portion of its
assets in interest payments stripped from U.S. Treasury Bonds under the
Treasury's STRIPS program which payments are due approximately seven years from
the date trading commenced ("Zero Coupons").
Smith Barney Futures Management Inc. acts as the general partner (the
"General Partner") of the Partnership. On September 1, 1998, the Partnership's
commodity broker, Smith Barney Inc., merged with Salomon Brothers Inc and
changed its name to Salomon Smith Barney Inc. ("SSB"). SSB is an affiliate of
the General Partner. The General Partner is wholly owned by Salomon Smith Barney
Holdings Inc. ("SSBH"), which is the sole owner of SSB. SSBH is a wholly owned
subsidiary of Travelers Group Inc. All trading decisions are made for the
Partnership by John W. Henry & Company, Inc., Abraham Trading Co. and Rabar
Market Research Inc. (collectively, the "Advisors"). (see Note 5)
The accompanying financial statements are unaudited but, in the opinion
of management, include all adjustments, consisting only of normal recurring
adjustments, necessary for a fair presentation of the Partnership's financial
condition at September 30, 1998 and the results of its operations for the three
and nine months ended September 30, 1998 and 1997. These financial statements
present the results of interim periods and do not include all disclosures
normally provided in annual financial statements. It is suggested that these
financial statements be read in conjunction with the financial statements and
notes included in the Partnership's annual report on Form 10-K filed with
Securities and Exchange Commission for the year ended December 31, 1997.
Due to the nature of commodity trading, the results of operations for
the interim periods presented should not be considered indicative of the results
that may be expected for the entire year.
5
<PAGE>
SMITH BARNEY PRINCIPAL PLUS FUTURES FUND L.P.
NOTES TO FINANCIAL STATEMENTS
(continued)
2. Net Asset Value Per Unit:
Changes in net asset value per Unit for the three and nine months
ended September 30, 1998 and 1997 were as follows:
THREE-MONTHS ENDED NINE-MONTHS ENDED
SEPTEMBER 30, SEPTEMBER 30,
1998 1997 1998 1997
Net realized and unrealized
gains $ 168.79 $ 52.61 $ 89.91 $ 34.09
Realized and unrealized
gains on Zero
Coupons 38.58 14.93 46.89 9.62
Interest income 15.64 14.98 46.29 43.81
Expenses (18.72) (7.74) (29.20) (22.68)
--------- --------- --------- ---------
Increase for period 204.29 74.78 153.89 64.84
Net Asset Value per Unit,
beginning of period 1,168.61 1,093.74 1,219.01 1,103.68
--------- --------- --------- ---------
Net Asset Value per Unit,
end of period $1,372.90 $1,168.52 $1,372.90 $1,168.52
========= ========= ========= =========
3. Trading Activities:
The Partnership was formed for the purpose of trading contracts in a
variety of commodity interests, including derivative financial instruments and
derivative commodity instruments. The results of the Partnership's trading
activity are shown in the statements of income and expenses.
The Customer Agreement between the Partnership and SSB gives the
Partnership the legal right to net unrealized gains and losses.
All of the commodity interests owned by the Partnership are held for
trading purposes. The fair value of these commodity interests, including options
thereon, at September 30, 1998 and December 31, 1997 was $3,608,461 and
$1,079,612, respectively, and the average fair value during the nine and twelve
months then ended, based on monthly calculation, was $1,004,458 and $1,182,103,
respectively.
4. Financial Instrument Risk:
The Partnership is party to financial instruments with off- balance
sheet risk, including derivative financial instruments and derivative commodity
instruments, in the normal course of its business. These financial instruments
include forwards, futures and options, whose value is based upon an underlying
asset, index, or
6
<PAGE>
reference rate, and generally represent future commitments to exchange
currencies or cash flows, to purchase or sell other financial instruments at
specific terms at specified future dates, or, in the case of derivative
commodity instruments, to have a reasonable possibility to be settled in cash or
with another financial instrument. These instruments may be traded on an
exchange or over-the-counter ("OTC"). Exchange traded instruments are
standardized and include futures and certain option contracts. OTC contracts are
negotiated between contracting parties and include forwards and certain options.
Each of these instruments is subject to various risks similar to those related
to the underlying financial instruments including market and credit risk. In
general, the risks associated with OTC contracts are greater than those
associated with exchange traded instruments because of the greater risk of
default by the counterparty to an OTC contract.
Market risk is the potential for changes in the value of the financial
instruments traded by the Partnership due to market changes, including interest
and foreign exchange rate movements and fluctuations in commodity or security
prices. Market risk is directly impacted by the volatility and liquidity in the
markets in which the related underlying assets are traded.
Credit risk is the possibility that a loss may occur due to the failure
of a counterparty to perform according to the terms of a contract. Credit risk
with respect to exchange traded instruments is reduced to the extent that an
exchange or clearing organization acts as a counterparty to the transactions.
The Partnership's risk of loss in the event of counterparty default is typically
limited to the amounts recognized in the statement of financial condition and
not represented by the contract or notional amounts of the instruments. The
Partnership has concentration risk because the sole counterparty or broker with
respect to the Partnership's assets is SSB.
The General Partner monitors and controls the Partnership's risk
exposure on a daily basis through financial, credit and risk management
monitoring systems and, accordingly believes that it has effective procedures
for evaluating and limiting the credit and market risks to which the Partnership
is subject. These monitoring systems allow the General Partner to statistically
analyze actual trading results with risk adjusted performance indicators and
correlation statistics. In addition, on-line monitoring systems provide account
analysis of futures, forwards and options positions by sector, margin
requirements, gain and loss transactions and collateral positions.
The notional or contractual amounts of these instruments, while not
recorded in the financial statements, reflect the extent of the Partnership's
involvement in these instruments. At September 30, 1998, the notional or
contractual amounts of the Partnership's commitment to purchase and sell these
instruments was $277,272,383 and $19,018,179, respectively, as detailed below.
All of these instruments mature within one year of September 30, 1998. However,
due to the nature of the Partnership's business, these instruments
7
<PAGE>
may not be held to maturity. At September 30, 1998, the fair value of the
Partnership's derivatives, including options thereon, was $3,608,461, as
detailed below.
SEPTEMBER 30, 1998
NOTIONAL OR CONTRACTUAL
AMOUNT OF COMMITMENTS
TO PURCHASE TO SELL FAIR VALUE
Currencies
- - Exchange Traded Contracts $ 8,989,625 $ 2,187,436 $ 59,259
- - OTC Contracts 21,969,788 5,276,977 496,055
Energy 834,676 - 11,582
Grains 48,338 1,812,452 16,691
Interest Rates U.S. 56,289,500 - 947,633
Interest Rates Non-U.S 186,621,360 1,090,968 1,939,849
Livestock - 570,360 190
Metals 2,421,473 2,471,767 (111,089)
Softs - 2,292,198 71,217
Indices 97,623 3,316,021 177,074
------------ ----------- -----------
Totals $277,272,383 $19,018,179 $ 3,608,461
============ =========== ===========
At December 31, 1997, the notional or contractual amounts of the
Partnership's commitment to purchase and sell these instruments was $103,740,103
and $104,099,896, respectively, and, the fair value of the Partnership's
derivatives, including options thereon, was $1,079,612, as detailed below.
DECEMBER 31,1997
NOTIONAL OR CONTRACTUAL
AMOUNT OF COMMITMENTS
TO PURCHASE TO SELL FAIR VALUE
Currencies
- - Exchange Traded Contracts $ 1,852,635 $ 13,543,743 $ 130,111
- - OTC Contracts 11,577,189 22,737,095 (43,636)
Energy - 2,330,053 81,274
Interest Rates U.S. 16,567,737 - 99,253
Interest Rates Non-U.S 68,669,047 47,748,762 101,593
Grains - 3,197,466 76,852
Livestock - 1,949,300 55,800
Softs 1,709,720 1,695,191 11,764
Metals 3,314,600 9,844,978 485,359
Indices 49,175 1,053,308 81,242
------------ ------------ -----------
Totals $103,740,103 $104,099,896 $ 1,079,612
============ ============ ===========
5. Subsequent Event:
On October 8, 1998, Travelers Group Inc. merged with Citicorp Inc.
and changed its name to Citigroup Inc.
8
<PAGE>
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations.
Liquidity and Capital Resources
The Partnership does not engage in the sale of goods or services. Its
only assets are its equity in its commodity futures trading account, consisting
of cash and cash equivalents, Zero Coupons, net unrealized appreciation
(depreciation) on open futures and forward contracts, commodity options and
interest receivable. Because of the low margin deposits normally required in
commodity futures trading, relatively small price movements may result in
substantial losses to the Partnership. While substantial losses could lead to a
substantial decrease in liquidity, no such losses occurred in the Partnership's
third quarter of 1998.
The Partnership's capital consists of capital contributions, as
increased or decreased by gains or losses on commodity futures trading and Zero
Coupons, expenses, interest income, redemptions of Units and distributions of
profits, if any.
For the nine months ended September 30, 1998, Partnership capital
increased 1.1% from $35,596,403 to $35,972,801. This increase was attributable
to net income from operations of $4,134,345 which was partially offset by the
redemption of 2,999 Units totaling $3,757,947 for the nine months ended
September 30, 1998. Future redemptions can impact the amount of funds available
for investments in commodity contract positions in subsequent periods.
Operational Risk
The General Partner administers the business of the Partnership
through various systems and processes maintained by SSBH. SSBH has analyzed the
impact of the year 2000 on its systems and processes and modifications for
compliance are proceeding according to plan. All modifications necessary for
year 2000 compliance are expected to be completed by the first quarter of 1999.
In July 1998, SSB participated in successful industry-wide testing coordinated
by the Securities Industry Association and plans to participate in such tests in
the future. The purpose of industry-wide testing is to confirm that exchanges,
clearing organizations, and other securities industry participants are prepared
for the year 2000.
The most likely and most significant risk to the Partnership associated
with the lack of year 2000 readiness is the failure of outside organizations,
including the commodities exchanges, clearing organizations or regulators with
which the Partnership interacts to resolve their year 2000 issues in a timely
manner. This risk could involve the inability to determine the value of the
Partnership at some point in time and would make effecting purchases or
redemptions of Units in the Partnership infeasible until such valuation was
determinable.
9
<PAGE>
In addition, the General Partner is addressing the technological
implications that will result from regulatory and market changes due to Europe's
Economic and Monetary Union ("EMU").
Risks to the Partnership exist in the lack of experience with this new
currency and the potential impact it can have on the Advisors' trading programs.
Risks also exist in the failure of external information technology and
accounting systems to adequately prepare for the conversion. This issue is
particularly acute in the area of the exchanges, clearing houses and
over-the-counter foreign exchange markets where the futures interests are
traded. If the necessary changes are not properly implemented, the Partnership
could suffer failed trade settlements, inability to reconcile trading positions
and funding disruptions. Such events could result in erroneous entries in the
Partnership's accounts, mispriced transactions, and a delay or inability to
provide timely pricing of Units for the purpose of effecting purchases and
redemptions.
SSB has evaluated its internal systems and made the necessary changes
to accommodate EMU transactions on behalf of the Partnership. The General
Partner will continue to monitor and communicate with the Advisors and related
third-party entities to assure preparation for the EMU conversion and advanced
notification of impending issues or problems.
Results of Operations
During the Partnership's third quarter of 1998, the net asset value per
Unit increased 17.5% from $1,168.61 to $1,372.90, as compared to an increase of
6.8% in the third quarter of 1997. The Partnership experienced a net trading
gain before brokerage commissions and related fees in the third quarter of 1998
of $4,967,956. Gains were recognized in the trading of commodity futures in
currencies, U.S. and non-U.S. interest rates, grains, indices and livestock and
were partially offset by losses recognized in metals, softs and energy products.
The Partnership experienced a net trading gain before brokerage commissions and
related fees in the third quarter of 1997 of $2,029,661. Gains were recognized
in the trading of commodity futures in currencies, metals, indices, U.S. and
non-U.S. interest rates and energy products and were partially offset by losses
recognized in grains, softs and livestock.
Commodity futures markets are highly volatile. Broad price fluctuations
and rapid inflation increase the risks involved in commodity trading, but also
increase the possibility of profit. The profitability of the Partnership depends
on the existence of major price trends and the ability of the Advisors to
identify correctly
10
<PAGE>
those price trends. Price trends are influenced by, among other things, changing
supply and demand relationships, weather, governmental, agricultural, commercial
and trade programs and policies, national and international political and
economic events and changes in interest rates. To the extent that market trends
exist and the Advisors are able to identify them, the Partnership expects to
increase capital through operations.
Interest income on 80% of the Partnership's daily average equity
maintained in cash was earned at a 30 day Treasury bill rate. Also included in
interest income is the amortization of original issue discount on the Zero
Coupons based on the interest method. Interest income for the three and nine
months ended September 30, 1998 decreased by $46,087 and $156,537, respectively,
as compared to the corresponding periods in 1997. The decrease in interest
income is primarily due to the effect of redemptions on the Partnership's Zero
Coupons and equity maintained in cash.
Brokerage commissions are calculated on the adjusted net asset value on
the last day of each month and, therefore, vary according to trading performance
and redemptions. Accordingly, they must be compared in relation to the
fluctuations in the monthly net asset values. Commissions and fees for the three
and nine months ended September 30, 1998 decreased by $9,716 and $87,640,
respectively, as compared to the corresponding periods in 1997.
All trading decisions for the Partnership are currently being made by
the Advisors. Management fees are calculated as a percentage of the
Partnership's net asset value as of the end of each month and are affected by
trading performance and redemptions. Management fees for the three and nine
months ended September 30, 1998 decreased by $11,312 and $43,584, respectively,
as compared to the corresponding periods in 1997.
Incentive fees are based on the new trading profits generated by each
Advisor as defined in the advisory agreements between the Partnership, the
General Partner and each Advisor. Trading performance for the three and nine
months ended September 30, 1998 resulted in incentive fees of $359,439 and
$373,343, respectively. Trading performance for the three and nine months ended
September 30, 1997 resulted in incentive fees of $87,296 and $208,802,
respectively.
11
<PAGE>
Item. 3 Quantitative and Qualitative Disclosures of Market Risk
The Partnership is subject to SEC Financial Reporting Release No. 48,
regarding quantitative and qualitative disclosures of market risk and will
comply with the disclosure and reporting requirements in its Form 10-K as of
December 31, 1998.
12
<PAGE>
PART II OTHER INFORMATION
Item 1. Legal Proceedings
Between May 1994 and the present, Salomon Brothers Inc.
("SBI"), Smith Barney Inc. ("SB") and The Robinson Humphrey
Company, Inc. ("R-H"), all currently subsidiaries of Salomon
Smith Barney Holdings Inc. ("SSBH"), along with a number of
other broker-dealers, were named as defendants in
approximately 25 federal court lawsuits and two state court
lawsuits, principally alleging that companies that make
markets in securities traded on NASDAQ violated the federal
antitrust laws by conspiring to maintain a minimum spread of
$.25 between the bid and asked price for certain securities.
The federal lawsuits and one state court case were
consolidated for pre-trial purposes in the Southern District
of New York in the fall of 1994 under the caption In re
NASDAQ Market-Makers Antitrust Litigation, United States
District Court, Southern District of New York No.
94-CIV-3996 (RWS); M.D.L. No. 1023. The other state court
suit, Lawrence A. Abel v. Merrill Lynch & Co., Inc. et al.;
Superior Court of San Diego, Case No. 677313, has been
dismissed without prejudice in conjunction with a tolling
agreement.
In consolidated action, the plaintiffs purport to represent
a class of persons who bought one or more of what they
currently estimate to be approximately 1,650 securities on
NASDAQ between May 1, 1989 and May 27, 1994. They seek
unspecified monetary damages, which would be trebled under
the antitrust laws. The plaintiffs also seek injunctive
relief, as well as attorney's fees and the costs of the
action. (The state cases seek similar relief.) Plaintiffs in
the consolidated action filed an amended consolidated
complaint that defendants answered in December 1995. On
November 26, 1996, the Court certified a class composed of
retail purchasers. A motion to include institutional
investors in the class and to add class representatives was
granted. In December 1997, SBI, SB and R-H, along with
several other broker-dealer defendants, executed a
settlement agreement with the plaintiffs. This agreement has
been preliminarily approved by the U.S. District Court for
the Southern District of New York but is subject to final
approval.
On July 17, 1996, the Antitrust Division of the Department
of Justice filed a complaint against a number of firms that
act as market makers in NASDAQ stocks. The complaint
basically alleged that a common understanding arose among
NASDAQ market makers which worked to keep quote spreads in
NASDAQ stocks
13
<PAGE>
artificially wide. Contemporaneous with the filing of the
complaint, SBI, SB and other defendants entered into a
stipulated settlement agreement, pursuant to which the
defendants would agree not to engage in certain practices
relating to the quoting of NASDAQ securities and would
further agree to implement a program to ensure compliance
with federal antitrust laws and with the terms of the
settlement. In entering into the stipulated settlement, SBI
and SB did not admit any liability. There are no fines,
penalties, or other payments of monies in connection with
the settlement. In April 1997, the U.S. District Court for
the Southern District of New York approved the settlement.
In May 1997, plaintiffs in the related civil action (who
were permitted to intervene for limited purposes) appealed
the district court's approval of the settlement. The appeal
was argued in March 1998 and was affirmed in August 1998.
The Securities and Exchange Commission ("SEC") is also
conducting a review of the NASDAQ marketplace, during which
it has subpoenaed documents and taken the testimony of
various individuals including SBI and SB personnel. In July
1996, the SEC reached a settlement with the National
Association of Securities Dealers and issued a report
detailing certain conclusions with respect to the NASD and
the NASDAQ market.
In December 1996, a complaint seeking unspecified monetary
damages was filed by Orange County, California against
numerous brokerage firms, including SB, in the U.S.
Bankruptcy Court for the Central District of California.
Plaintiff alleged, among other things, that the defendants
recommended and sold to plaintiff unsuitable securities. The
case (County of Orange et al. v. Bear Stearns & Co. Inc. et
al.) has been stayed by agreement of the parties.
Item 2. Changes in Securities and Use of Proceeds - 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. (a) Exhibits - None
(b) Reports on Form 8-K - None
14
<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. SMITH BARNEY PRINCIPAL
PLUS FUTURES FUND L.P.
By: Smith Barney Futures Management Inc.
(General Partner)
By:
David J. Vogel, President
Date:
Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.
By: Smith Barney Futures Management Inc.
(General Partner)
By:
David J. Vogel, President
Date:
By
Daniel A. Dantuono
Chief Financial Officer and
Director
Date:
15
<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. SMITH
BARNEY PRINCIPAL PLUS FUTURES FUND L.P.
By: Smith Barney Futures Management Inc.
(General Partner)
By: /s/ David J. Vogel, President
David J. Vogel, President
Date: 11/12/98
Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.
By: Smith Barney Futures Management Inc.
(General Partner)
By: /s/ David J. Vogel, President
David J. Vogel, President
Date: 11/12/98
By /s/ Daniel A. Dantuono
Daniel A. Dantuono
Chief Financial Officer and
Director
Date: 11/12/98
15
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000944697
<NAME> SMITH BARNEY PRINCIPAL PLUS FUTURES FUND L.P.
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> SEP-30-1998
<CASH> 11,811,946
<SECURITIES> 25,307,123
<RECEIVABLES> 965,702
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 38,084,771
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 38,084,771
<CURRENT-LIABILITIES> 2,111,970
<BONDS> 0
0
0
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