SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Quarterly report pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 1998 Commission File Number 0-17555 EVEREST FUTURES FUND, L.P. (Exact name of registrant as specified in its charter) Iowa 42-1318186 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 508 North Second St., Suite 302, Fairfield, Iowa 52556 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (515) 472-5500 Not Applicable (Former name, former address and former fiscal year, if changed since last report.) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 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 Part I. Financial Information Item 1. Financial Statements Following are Financial Statements for the fiscal quarter ending September 30, 1998 Fiscal Quarter Year to Date Fiscal Year Fiscal QuarterYear to Date Ended 9/30/98 To 9/30/98 Ended 12/31/97Ended 9/30/97 To 9/30/97 -------------- ------------------------------------------------------- Statement of Financial Condition X X Statement of Operations X X X X Statement of Changes in Partners' Capital X Statement of Cash Flows X X Notes to Financial Statements X EVEREST FUTURES FUND, LP COMBINED STATEMENTS OF FINANCIAL CONDITION UNAUDITED Sep 30, 1998 Dec 31, 1997 ------------- ------------- ASSETS Cash and cash equivalents 46,340,190 31,204,067 Equity in commodity trading accounts: Net unrealized trading gains on open contracts 13,478,775 1,821,509 Amount Due from broker (690,551) 6,314,239 Interest receivable 175,932 121,916 ------------- ------------- Total assets 59,304,346 39,461,731 ============= ============= LIABILITIES AND PARTNERS' CAPITAL Liabilities: Accrued expenses 26,037 29,000 Commissions payable 196,457 161,748 Advisor's management fee payable 195,995 128,722 Advisor's incentive fee payable 753,071 393,681 Redemptions payable 261,240 64,160 Deferred Partnership offering proceeds 0 633,394 Selling and Offering Expenses Payable 10,836 11,953 ------------- ------------- Total liabilities 1,443,636 1,422,658 Minority Interest 579,198 389,459 Partners' Capital: Limited partners (25,253.66 and 18,064.98 units 56,697,525 37,274,229 outstanding at 9/30/98 and 12/31/97, respectively) (see Note 1) General partners (260.11 units and 181.93 units 583,987 375,385 outstanding at 9/30/98 and 12/31/97, respectively) (see Note 1) ------------- ------------- Total partners' capital 57,281,512 37,649,614 ------------- ------------- Total liabilities, minority interest, and partners' capital $59,304,346 $39,461,731 ============= ============= Net asset value per outstanding unit of Partnership interest $2,245.12 $2,063.34 ============= ============= This Statement of Financial Condition, in the opinion of management, reflects all adjustments necessary to fairly state the financial condition of Everest Futures Fund. (See Note 6) EVEREST FUTURES FUND, L.P. COMBINED STATEMENTS OF OPERATIONS For the period January 1, 1998 through September 30, 1998 Jul 1, 1998 Jan 1, 1998 Jul 1, 1997 Jan 1, 1997 through through through through Sep 30, 1998 Sep 30, 1998 Sep 30, 1997 Sep 30, 1997 ------------- ------------- ------------- ------------- REVENUES Gains on trading of commodity futures and forwards contracts, physical commodities and related options: Realized gain (loss) on closed positions 264,024 (3,253,535) 1,912,606 292,099 Change in unrealized gain (loss) on open positions 15,053,132 11,538,732 1,865,735 2,231,163 Net foreign currency translation gain (loss) (15,801) (170,932) (71,512) (71,761) Brokerage Commissions (663,098) (1,870,637) (416,737) (949,744) ------------- ------------- ------------- ------------- Total trading income (loss) 14,638,257 6,243,629 3,290,091 1,501,758 Interest income, net of cash management fees 639,049 1,693,603 375,043 836,478 ------------- ------------- ------------- ------------- Total income (loss) 15,277,306 7,937,232 3,665,134 2,338,236 General and administrative expenses Advisor's management fees 492,948 1,273,395 290,814 641,904 Advisor's incentive fees 745,531 745,531 128,518 128,664 Administrative expenses (129,248) (148,673) 17,407 46,553 ------------- ------------- ------------- ------------- Total general and administrative expenses 1,109,230 1,870,252 436,738 817,121 Minority Interest (143,987) (59,739) 0 0 ------------- ------------- ------------- ------------- Net income (loss) 14,024,089 6,007,241 3,228,396 1,521,115 ============= ============= ============= ============= PROFIT (LOSS) PER UNIT OF PARTNERSHIP INTEREST $557.71 $181.78 $229.44 $92.39 ============= ============= ============= ============= (see Note 1) (see Note 1) This Statement of Operations, in the opinion of management, reflects all adjustments necessary to fairly state the financial condition of Everest Futures Fund. (See Note 6) EVEREST FUTURES FUND, LP COMBINED STATEMENTS OF CHANGES IN PARTNERS' CAPITAL For the period January 1, 1998 through September 30, 1998 Limited General Units* Partners Partners Total ------------- ------------- ------------- ------------- Partners' capital at Jan 1, 1998 18,064.98 $37,274,229 $375,385 $37,649,614 Net profit (loss) 5,944,311 62,930 6,007,240 Additional Units Sold 9,545.00 17,831,428 145,672 17,977,100 (see Note 1) Redemptions (see Note 1) (2,356.33) (4,352,444) 0 (4,352,444) ------------- ------------- ------------- ------------- Partners' capital at September 30, 1998 25,253.66 $56,697,525 $583,987 $57,281,512 ============= ============= ============= ============= Net asset value per unit January 1, 1998(see Note 1) 2,063.34 2,063.34 Net profit (loss) per unit (see Note 1) 181.78 181.78 ------------- ------------- Net asset value per unit September 30, 1998 $2,245.12 $2,245.12 * Units of Limited Partnership interest. This Statement of Changes in Partners' Capital, in the opinion of management, reflects all adjustments necessary to fairly state the financial condition of Everest Futures Fund. (See Note 6) EVEREST FUTURES FUND, LP COMBINED STATEMENTS OF CASH FLOWS UNAUDITED Jan 1, 1998 Jan 1, 1997 through through Sep 30, 1998 Sep 30, 1997 ------------- ------------- Net profit (loss) 6,007,241 1,521,115 Adjustments to reconcile net profit (loss) to net cash provided by (used in) operating activities: Change in assets and liabilities: Unrealized gain (loss) on open futures contracts (11,657,266) (2,255,004) Interest receivable (54,016) (65,942) Decrease (Increase) in equity in commodity trading 7,004,790 211,448 Accrued liabilities 458,409 (35,180) 0 Redemptions payable 197,080 163,399 Deferred Offering Proceeds (633,394) (825,703) Selling and Offering Expenses Payable (1,117) 34,002 Increase in minority interest 189,739 224,300 ------------- ------------- Net cash provided by (used in) operating activities 1,511,467 (1,027,565) Cash flows from financing activities: Units Sold 17,977,100 21,892,209 Partner redemptions (4,352,444) (604,060) ------------- ------------- Net cash provided by (used in) financing activities 13,624,657 21,288,149 ------------- ------------- Net increase (decrease) in cash 15,136,123 20,260,584 Cash at beginning of period 31,204,067 8,832,835 ------------- ------------- Cash at end of period $46,340,190 $29,093,419 ============= ============= This Statement of Cash Flows, in the opinion of management, reflects all adjustments necessary to fairly state the financial condition of Everest Futures Fund. (See Note 6) EVEREST FUTURES FUND, L.P. NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30, 1998 (1) GENERAL INFORMATION AND SUMMARY Everest Futures Fund, L.P. (the "Partnership") is a limited partnership organized on June 20, 1988 under the Iowa Uniform Limited Partnership Act. The business of the Partnership is the speculative trading of commodity futures contracts and other commodity interests, including forward contracts on foreign currencies ("Commodity Interests") either directly or through investing in other, including subsidiary, partnerships, funds or other limited liability entities. The Partnership commenced its trading operations on February 1, 1989 and its general partner is Everest Asset Management, Inc. (the "General Partner") a Delaware corporation organized in December 1987. The Partnership was initially organized on June 20, 1988 under the name Everest Energy Futures Fund, L.P. and its initial business was the speculative trading of Commodity Interests, with a particular emphasis on the trading of energy-related commodity interests. However, effective September 12, 1991, the Partnership changed its name to "Everest Futures Fund, L.P." and at the same time eliminated its energy concentration trading policy. The Partnership thereafter has traded futures contracts and options on futures contracts on a diversified portfolio of financial instruments and precious metals and trades forward contracts on currencies. The public offering of the Partnership's units of limited partnership interest ("Units") commenced on or about December 6, 1988. On February 1, 1989, the initial offering period for the Partnership was terminated, by which time the Net Asset Value of the Partnership was $2,140,315.74. Beginning February 2, 1989, an extended offering period commenced which terminated on July 31, 1989, by which time a total of 5,065.681 Units of Limited Partnership Interest were sold. Effective May, 1995 the Partnership ceased to report as a public offering. On July 1, 1995 the Partnership recommended the offering of its Units as a Regulation D, Rule 506 private placement, which continues to the present with a total of $50,789,373 for 28,690 Units sold July 1, 1995 through September 30, 1998. On February 29, 1996, the Partnership amended its Agreement of Limited Partnership permitting the Partnership to conduct its trading business by investing in other partnerships and funds and in subsidiary partnerships or other limited liability entities. Effective the close of business on March 29, 1996, the Partnership invested all of its assets in another limited partnership, Everest Futures Fund II L.P. ("Everest II" or the "Trading Partnership"), a Delaware limited partnership in which the Partnership is the sole limited partner. As a result, the Partnership does not currently invest directly in Commodity Interests. Instead, the Partnership transferred all of its assets to Everest II in return for its Everest II limited partnership interest. Everest II invests directly in Commodity Interests through John W. Henry & Company, Inc. ("JWH"), an independent commodity trading advisor which had hitherto been the advisor to the Partnership. Everest II has two general partners, Everest Asset Management, Inc., the current General Partner of the Partnership and CIS Investments, Inc. ("CISI"), which is a wholly-owned subsidiary of Cargill Investor Services, Inc., the former clearing broker of the Partnership and now the clearing broker for Everest II (the "Clearing Broker"). CIS Financial Services, Inc., an affiliate of the Clearing Broker, acts as the Partnership's currency dealer. CISI and the General Partner are both registered with the CFTC as commodity pool operators and are members of the NFA in such capacity. On September 13, 1996 the Securities and Exchange Commission accepted for filing a Form 10 -- Registration of Securities for the Partnership. Public reporting of Units of the Partnership sold as a private placement commenced at that time and has continued to the present. (2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying financial statements are prepared on a combined basis and include the accounts of Everest Futures Fund, L.P. and Everest Futures Fund II, L.P. All significant intercompany transactions and balances have been eliminated in the accompanying combined financial statements Cash Equivalents Cash equivalents represent short-term highly liquid investments with maturities of three months or less at time of purchase and include money market accounts, securities purchased under agreements to resell, commercial paper, and U.S. government and agency obligations with variable rate and demand features, that qualify them as cash equivalents. Securities purchased under agreements to resell, with overnight maturity, are collateralized by U.S. government and agency obligations and are carried at the amounts at which the securities will subsequently be resold plus accrued interest. Revenue Recognition Realized and unrealized trading gains and losses on commodity and forward contracts, which represent the difference between cost and selling price or quoted market value, are recognized currently. All trading activities are accounted for on a trade-date basis. Deferred Partnership Offering Proceeds Proceeds received during the month from the continuing offering of the Partnership's units of limited partnership interest are deferred pending investment on the first day of the following month. Foreign Currency Translation Effective March 29, 1996, assets and liabilities denominated in foreign currencies are translated at the prevailing exchange rates as of the valuation date. Gains and losses on investment activity are translated at the prevailing exchange rate on the date of each respective transaction while year-end balances are translated at the year-end currency rates. Prior to March 29, 1996, assets and liabilities denominated in foreign currencies, and gains and losses on investment activity were translated at the respective month-end exchange rates as of the valuation date. Realized and unrealized foreign exchange gains or losses are included in "Trading income and (expense)" in the combined statements of operations. Income Taxes Income taxes are not provided for by the Partnership because taxable income of the Partnership is includable in the income tax returns of the partners. Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increase and decrease in net assets from operations during the period. Actual results could differ from those estimates. Reclassifications Certain reclassifications of prior year amounts have been made to conform with the current year presentation. Minority Interest Minority interest represents CISI's interest in the Trading Partnership. (3) THE LIMITED PARTNERSHIP AGREEMENT The Limited Partners and General Partner share in the profits and losses of the Partnership in proportion to the number of Units or Unit equivalents held by each. However, no Limited Partner is liable for obligations of the Partnership in excess of his or her capital contribution and profits, if any, and such other amounts as he may be liable for pursuant to the Iowa Uniform Limited Partnership Act. Distributions of profits are made solely at the discretion of the General Partner. Responsibility for managing the Partnership is vested solely in the General Partner; however, the General Partner has delegated complete trading authority to an unrelated party (note 4). The Trading Partnership bears all expenses incurred in connection with its trading activities, including commodity brokerage commissions and fees payable to the trading advisor, as well as legal, accounting, auditing, printing, mailing and extraordinary expenses. The Partnership bears all of its administrative expenses. Limited Partners may cause any or all of their Units to be redeemed as of the end of any month at net asset value on ten days' prior written notice. The Partnership will be dissolved at December 31, 2020, or upon the occurrence of certain events, as specified in the Limited Partnership Agreement. (4) OTHER AGREEMENTS JWH receives from the Trading Partnership a monthly management fee equal to 0.33% (4% annually) of the Trading Partnership's month-end net asset value, as defined, and a quarterly incentive fee of 15% (20% prior to April 1, 1995) of the Trading Partnership's new net trading profits, as defined. The incentive fee is retained by JWH even though trading losses may occur in subsequent quarters; however, no further incentive fees are payable until any such trading losses (other than losses attributable to redeemed units and losses attributable to assets reallocated to another advisor) are recouped by the Trading Partnership. The Clearing Broker charges the Trading Partnership monthly brokerage commissions equal to 0.50% (1.0833% prior to April 1, 1995) of the Trading Partnership's beginning-of-month net asset value, as defined. Effective November 1, 1995, the General Partner receives a management fee from the Clearing Broker of approximately 83% of the brokerage commission charged by the Clearing Broker. Prior to November 1, 1995, no management fee was received by the General Partner. From this management fee, CISI receives a co-general partner fee from the General Partner equal to 1/12 of .40% of the month-end net asset value, as defined. A portion of assets are deposited with a commercial bank and invested under the direction of Horizon Cash Management, Inc. ("Horizon"). Horizon will receive a monthly cash management fee equal to 1/12 of .25% (.25% annually) of the average daily assets under management if the accrued monthly interest income earned on the Partnership's assets managed by Horizon exceeds the 91-day U.S. Treasury bill rate. (5) FINANCIAL INSTRUMENTS WITH OFF-BALANCE SHEET RISK The Partnership was formed to speculatively trade commodity interests. The Partnership's commodity interest transactions and related cash balances are on deposit with the Clearing Broker or CIS Financial Services, Inc. ("CISFS" or "Forwards Currency Broker" and collectively, the "Brokers") at all times. In the event that volatility of trading of other customers of the Brokers impaired the ability of the Brokers to satisfy the obligations to the Partnership, the Partnership would be exposed to off-balance sheet risk. Such risk is defined in Statement of Financial Accounting Standards No. 105 (SFAS 105) as a credit risk. To mitigate this risk, the Clearing Broker, pursuant to the mandates of the Commodity Exchange Act, is required to maintain funds deposited by customers, relating to futures contracts in regulated commodities, in separate bank accounts which are designated as segregated customers' accounts. In addition, the Clearing Broker has set aside funds deposited by customers relating to foreign futures and options in separate bank accounts which are designated as customer secured accounts. Lastly, the Clearing Broker is subject to the Securities and Exchange Commission's Uniform Net Capital Rule which requires the maintenance of minimum net capital at least equal to 4% of the funds required to be segregated pursuant to the Commodity Exchange Act. The Clearing Broker and Forwards Currency Broker both have controls in place to make certain that all customers maintain adequate margin deposits for the positions which they maintain at each Broker. Such procedures should protect the Partnership from the off-balance sheet risk as mentioned earlier. Neither the Clearing Broker or the Forwards Currency Broker engage in proprietary trading and thus have no direct market exposure. The counterparty of the Partnership for futures contracts traded in the United States and most non-U.S. exchanges on which the fund trades is the Clearing House associated with the exchange. In general, Clearing Houses are backed by the membership and will act in the event of nonperformance by one of its members or one of the members' customers and as such should significantly reduce this credit risk. In the cases where the Partnership trades on exchanges on which the Clearing House is not backed by the membership, the sole recourse of the Partnership for nonperformance will be the Clearing House. The Forwards Currency Broker is the counterparty for the Partnership's forwards transactions. CISFS policies require that they execute transactions only with top rated financial institutions with assets in excess of $100,000,000. The Partnership holds futures and futures options positions on the various exchanges throughout the world and forwards positions with CISFS which transacts with various top rated banks throughout the world. As defined by SFAS 105, futures and foreign currency contracts are classified as financial instruments. SFAS 105 requires that the Partnership disclose the market risk of loss from all of its financial instruments. Market risk is defined as the possibility that future changes in market prices may make a financial instrument less valuable or more onerous. If the markets should move against all of the futures positions held by the Partnership at the same time, and if the markets moved such that the trading advisor was unable to offset the futures positions of the Partnership, the Partnership could lose all of its assets and the partners would realize a 100% loss. The Partnership has a contract with one trading advisor who makes the trading decisions on behalf of the Partnership. That trading advisor trades a program which is diversified among the various futures contracts in the financials and metals group on exchanges both in the U.S. and outside the U.S. Such diversification should greatly reduce this market risk. Cash was on deposit with the Clearing Broker in each time period of the financial statements which exceeded the cash requirements of the Commodity Interests of the Partnership. The following chart discloses the dollar amount of the unrealized gain or loss on open contracts related to Commodity Interests for the Partnership as of September 30, 1998: COMMODITY GROUP UNREALIZED GAIN/(LOSS) FOREIGN CURRENCIES 2,692,122 STOCK INDICES 773,032 METALS 0 INTEREST RATE INSTRUMENTS 10,013,621 TOTAL 13,478,775 The range of maturity dates of these exchange traded open contracts is October of 1998 to September of 1999. The average open trade equity for the period of January 1, 1998 to September 30, 1998 was $2,184,155. The margin requirement at September 30, 1998 was $7,831,470. To meet this requirement, the Partnership had on deposit with the Clearing Broker $2,480,067 in segregated funds, $7,903,141 in secured funds and $2,405,016 in non-regulated funds. (6) FINANCIAL STATEMENT PREPARATION The interim financial statements are unaudited but reflect all adjustments that are, in the opinion of management, necessary for a fair statement of the results for the interim periods presented. These adjustments consist primarily of normal recurring accruals. These interim financial statements should be read in conjunction with the audited financial statements of the Partnership for the year ended December 31, 1997, as filed with the Securities and Exchange Commission on March 27, 1998, as part of its Annual Report on Form 10-K. The results of operations for interim periods are not necessarily indicative of the operating results to be expected for the fiscal year. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operation Fiscal Quarter ended September 30, 1998 The Partnership recorded a gain of $14,024,089 or $557.71 per Unit for the third quarter of 1998. This compares to a gain of $3,228,396 or $229.44 per Unit for the third quarter of 1997. The Partnership suffered losses during the first month of the quarter largely as a result of losses in interest rates and stock indices. During the second and third months of the quarter, the Partnership experienced solid gains in interest rates and smaller gains in currencies and stock indices. At September 30, 1998, John W. Henry & Company, Inc. was managing 100% of the Partnership's assets using its Financial and Metals Portfolio. In July, the Partnership incurred losses as unprofitable positions in interest rates and stock indices offset moderate gains in metals. The price of gold declined at month end along with the Japanese yen's fall in world markets; gold and the Japanese yen have moved in lockstep since early June, reflecting the diminishing demand for gold as the region's economies retract. Gains in long-term European bond markets failed to offset losses in other long-term interest rates traded. The Partnership recorded a loss of $587,513 or $23.68 per Unit in July. In August the Partnership posted solid gains, led by profitable positions in global interest rates. Leading gains in the bond market were positions in German and U.S. bonds, which benefited from investors' flight to quality during the month, and the Japanese Government bond, where the yield on the benchmark 10-year bond dropped to 1.105%, a historic low. The U.S. dollar made little progress against the Japanese yen as Japanese officials renewed their threats of intervention in the currency markets. The Partnership recorded a gain of $7,082,890 or $286.39 per Unit in August. In September, the Partnership recorded gains as profitable positions in interest rates and smaller gains in currencies and stock indices offset losses in metals. Except for Australian bonds, which reflected the uncertainty of an upcoming election in that country, positions in all interest rates traded were profitable. Gains were strongest in German, U.S. and Japanese government bonds; in all three markets, yields declined to historic levels. Profitable positions in the German mark and Swiss franc and smaller gains in the British pound offset losses in other currencies traded. Positions in gold and silver resulted in losses as prices of both metals rose. The Partnership recorded a gain of $7,528,712 or $295.00 per Unit in September. During the quarter, additional Units sold consisted of 1,195.09 limited partnership units; and 7.89 general partnership units. Additional Units sold during the quarter represented a total of $2,362,087. Investors redeemed a total of 493.11 Units during the quarter. At the end of the quarter there were 25,513.77 Units outstanding (including 260.11 Units owned by the General Partner). During the fiscal quarter ended September 30, 1998, the Partnership had no credit exposure to a counterparty which is a foreign commodities exchange or to any counterparty dealing in over the counter contracts which was material. See Footnote 5 of the Financial Statements for procedures established by the General Partner to monitor and minimize market and credit risks for the Partnership. In addition to the procedures set out in Footnote 5, the General Partner reviews on a daily basis reports of the Partnership's performance, including monitoring of the daily net asset value of the Partnership. The General Partner also reviews the financial situation of the Partnership's Clearing Broker on a monthly basis. The General Partner relies on the policies of the Clearing Broker to monitor specific credit risks. The Clearing Broker does not engage in proprietary trading and thus has no direct market exposure which provides the General Partner assurance that the Partnership will not suffer trading losses through the Clearing Broker. Year 2000 Issue The Partnership does not have any anticipated costs, problems or uncertainties associated with the Year 2000 issue. The Partnership relies on CISI to provide the Partnership with certain calculations and reports, so if the Year 2000 issue is material to CISI, then it may impact the Partnership. However, the Year 2000 issue is not material for CISI since the administration software has recently been replaced and will be in compliance with Y2000 prior to the end of 1998. In addition, the Clearing Broker is undergoing an intensive review to determine what areas (if any) are not in compliance with Y2000, and expects to be in compliance by the end of 1998. Neither the software replacement nor the compliance review are expected to be material or to yield noncompliance issues that are material. Fiscal Quarter ended September 30, 1997 The Partnership recorded a gain of $3,228,396 or $229.44 per Unit for the third quarter of 1997. The Partnership experienced gains during the first and third months of the quarter as a result of strong profits in global interest rate positions, metals and some currencies. During the second month of the quarter, the Partnership suffered losses in U.S and European interest rates, currencies and metals. Overall, the third quarter of fiscal 1997 ended positively for the Partnership's accounts managed by John W. Henry & Company, Inc. At September 30, 1997, John W. Henry & Company, Inc. was managing 100% of the Partnership's assets. In July, positions in U.S. Treasuries resulted in strong gains as did positions in Japanese Government bonds. In the currency markets, investors traded German marks and Swiss francs for U.S. dollars, pushing the dollar to new highs against both currencies. Silver and gold prices fell reflecting the sale by the Australian central bank of 60% of its gold reserves; the positions held by the Partnership in both metals were profitable. The Partnership recorded a gain of $3,501,485 or $255.43 per Unit in July. In August, trading volatility accounted for losses in the global interest rate sector and metals. Price reversals in the U.S. 30-year bond and U.S. and Australian 10-year notes resulted in losses for the Partnership. While losses occurred in the Deutsche mark and Swiss franc, gains were made in the Japanese yen and the Nikkei stock index. However, the Partnership recorded a loss of $975,395 or $67.07 per Unit in August. In September, moderate gains were recorded for the Partnership, reflecting profitable positions in global interest rate markets and the Japanese Nikkei. The largest gains were derived from positions in the British gilt and Japanese Government bond. Except for the Australian dollar, positions in all other currencies traded resulted in losses. Positions in silver and copper resulted in gains, offsetting losses in gold. The Partnership recorded a gain of $702,306 or $41.08 per Unit in September. During the quarter there were 4,091.83 additional Units sold, including 39.45 Units sold to the General Partner. Additional Units sold during the quarter represented a total of $7,755,886.35. Investors redeemed a total of 107.50 Units during the quarter. At the end of the quarter there were 17,693.04 Units outstanding (including 175.83 Units owned by the General Partner). During the fiscal quarter ended September 30, 1997, the Partnership had no credit exposure to a counterparty which is a foreign commodities exchange or to any counterparty dealing in over the counter contracts which was material. Fiscal Quarter ended June 30, 1998 The Partnership recorded a loss of $4,450,695 or $193.22 per Unit for the second quarter of 1998. This compares to a loss of $1,677,066 or $145.22 per Unit for the second quarter of 1997. During the first and third months of the quarter, the Partnership experienced losses primarily as a result of unprofitable positions in currencies, interest rates and metals, while during the second month gains were recorded primarily due to gains in the currency, interest rate and metals markets. At June 30, 1998, John W. Henry & Company, Inc. was managing 100% of the Partnership's assets using its Financial and Metals Portfolio. In April, positions in nearly all markets traded were unprofitable. Positions in the U.S. 30-year bond and Euro dollar markets resulted in losses for interest rate futures. Unprofitable positions in the German mark and Swiss franc offset gains in other currencies traded. Silver prices fell following reports that a major investment company had sold a third of its holdings. Losses in silver and copper offset profits in gold. The Partnership recorded a loss of $3,302,362 or $153.41 per Unit in April. In May gains were recorded reflecting profitable positions in interest rates, metals and currencies. The strongest gains overall came from positions in the Japanese yen, Japanese Government bond and silver. Silver prices slumped as investors who bought on hopes of rising value lost patience and took profits. Gains were also recorded in positions in the Australian dollar as a nervous market dealt with rumors of further currency devaluations in Asia; the Australian currency fell to a 12-year low against the U.S. dollar. The Partnership recorded a gain of $979,024 or $44.64 per Unit in May. In June losses were recorded due largely to unprofitable positions in global interest rates and metals. Unprofitable positions in the Japanese Government bond led losses in global interest rates as the yield rose from record lows following intervention to support the yen. A marginal gain in the Japanese yen failed to offset losses in the British pound and Swiss franc. Positions in gold and silver also resulted in losses as the prices of both metals remained coupled to movements in the Japanese yen. The Partnership recorded a loss of $2,127,357 or $84.45 per Unit in June. During the quarter, additional Units sold consisted of 4,221.68 limited partnership units; and 36.93 general partnership units. Additional Units sold during the quarter represented a total of $7,496,559. Investors redeemed a total of 980.24 Units during the quarter. At the end of the quarter there were 24,803.90 Units outstanding (including 252.22 Units owned by the General Partner). During the fiscal quarter ended June 30, 1998, the Partnership had no credit exposure to a counterparty which is a foreign commodities exchange or to any counterparty dealing in over the counter contracts which was material. Fiscal Quarter ended June 30, 1997 The Partnership recorded a loss of $1,677,066 or $145.22 per Unit for the second quarter of 1997. During the first two months of the quarter the Partnership experienced losses primarily as a result of losses in precious metals and foreign exchange. The third month experienced gains due to profitable positions in metals, interest rates and stock indices. Overall, the second quarter of fiscal 1997 ended negatively for the Partnership's accounts managed by John W. Henry & Company, Inc. At June 30, 1997, John W. Henry & Company, Inc. was managing 100% of the Partnership's assets. In April, yields on the U.S. Treasury 30-year bond soared to a nine-month high, only to fall by month end resulting in losses in interest rates. The U.S. dollar continued its rise in the weeks leading up to the meeting of the G-7 finance ministers, reaching new highs against the Japanese yen and the German mark. In precious metals, both gold and silver prices declined as investors' concerns over U.S. inflation subsided. However, the Partnership recorded a loss of $564,694.80 or $51.83 per Unit in April. Worldwide political events upset currency markets in May. The British pound rallied sharply, but briefly, hitting its highest intraday level since August 1992 after a surprise decision by Britain's newly elected Labour Government to give the Bank of England more autonomy in setting interest rates. In Japan, official warnings of intervention to cap the U.S. dollar's rise against the Japanese yen and a report that the Bank of Japan might raise a key interest rate pushed the dollar to a 4 1/2 month low against the Japanese currency. Surprising strength in the polls by French socialists and sharp disagreement in Germany over the use of gold reserves to meet criteria for European union membership threw the future of that monetary union in doubt. Trading in stock indices generated gains, while trading in metals was mixed. The Partnership recorded a loss of $2,033,600.89 or $161.18 per Unit in May. In June, gold prices fell to a four-year low as the U.S. dollar strengthened and inflation indicators remained favorable. Positions in both gold and silver were profitable. Continued uncertainty surrounding the European currency union benefited bond markets outside the EMU circle of nations. In the currency markets, the Swiss monetary authority's determination to keep the franc from appreciating against major currencies succeeded in pushing the price of that currency down. The Partnership recorded a gain of $921,229.59 or $67.79 per Unit in June. During the quarter there were 2,980.95 additional Units sold, including 27.86 Units sold to the General Partner. Additional Units sold during the quarter represented a total of $5,119,517.05. Investors redeemed a total of 166.75 Units during the quarter. At the end of the quarter there were 13,708.72 Units outstanding (including 136.38 Units owned by the General Partner). During the fiscal quarter ended June 30, 1997, the Partnership had no credit exposure to a counterparty which is a foreign commodities exchange or to any counterparty dealing in over the counter contracts which was material. Fiscal Quarter ended March 31, 1998 The Partnership recorded a loss of $3,566,153 or $182.71 per Unit for the first quarter of 1998. This compares to a loss of $30,215 but a gain of $8.17 per Unit for the first quarter of 1997 (see discussion for the fiscal quarter ended March 31, 1997 for further explanation). During the first two months of the quarter, the Partnership experienced losses primarily as a result of unprofitable positions in currencies and interest rates, while during the third month losses were recorded primarily due to losses in metals positions and in the global interest rate market. At March 31, 1998, John W. Henry & Company, Inc. was managing 100% of the Partnership's assets using its Financial and Metals Portfolio. In January, performance was negatively impacted by sharp reversals in Japanese financial markets and in gold. Investor optimism over efforts to revive ailing Asian economies boosted the Japanese yen against the U.S. dollar and gave support to the Nikkei; positions in both resulted in losses for the Partnership. Benign inflation news in Europe and the U.S. boosted bond markets in both regions, resulting in gains for the Partnership. These gains were offset by losses in stock indices and in gold prices. Overall, the Partnership recorded a loss of $1,416,522 or $76.35 per Unit in January. In February, losses were incurred in nearly all currencies traded. Trading was also unprofitable in U.S. Treasury bonds, interest rates and gold. The purchase of large quantities of silver by a major investor caused the prices of the precious metal to soar in world markets, before succumbing to some profit taking at month end; positions in silver resulted in gains for the Partnership. Profitable positions in most European bonds failed to offset losses in other long- and short-term interest rates. The Partnership recorded a loss of $1,566,571 or $79.17 per Unit in February. In March, the U.S. dollar rose against most of its major counterparts, gaining strength from the flight of international capital from a deteriorating Japanese economy and the purchase of dollars to buy U.S. Treasury bonds as yields in key European bond markets hit post-war lows. Positions in the Swiss franc and the German mark resulted in gains for the Partnership. Positions in the U.S. 30-year bond led losses in the global interest rate market. Inflation concerns, fueled by rising oil prices, propelled gold prices sharply higher. Positions in gold were unprofitable, as were positions in silver, which became more volatile during the month. The Partnership recorded a loss of $583,060 or $27.19 per Unit in March. During the quarter, additional Units sold consisted of 4,128.21 limited partnership units; and 33.34 general partnership units. Additional Units sold during the quarter represented a total of $8,118,453. Investors redeemed a total of 882.95 Units during the quarter. At the end of the quarter there were 21,525.53 Units outstanding (including 215.29 Units owned by the General Partner). During the fiscal quarter ended March 31, 1998, the Partnership had no credit exposure to a counterparty which is a foreign commodities exchange or to any counterparty dealing in over the counter contracts which was material. Fiscal Quarter ended March 31, 1997 The Partnership recorded a loss of $30,215 but a gain of $8.17 per Unit for the first quarter of 1997. During the first month of the quarter, the Partnership experienced gains primarily as a result of profits in foreign exchange rates, while during the next two months losses were recorded due in part to the direction of U.S interest rates. Overall, the first quarter of fiscal 1997 ended negatively for the Partnership's accounts managed by John W. Henry & Company, Inc., although investors who held Units for the entire quarter did make a profit in the quarter. In January, the U.S. dollar continued to dominate world currencies, reflecting both sound economic fundamentals and a policy, shared by both the U.S. central bank and Treasury administration officials, in support of a strong dollar. The Japanese yen suffered from problems in the Japanese banking sector. Rising unemployment and weak economic numbers in Germany once again drove the German mark down against the U.S. dollar. Trading in the British pound grew increasingly volatile as prospects for an interest rate increase in Britain weakened. Gold prices reached a three year low at mid-month. The Partnership recorded a profit of $462,923 or $70.99 per Unit in January. In February, the U.S. dollar reached new highs against the German mark, Japanese yen and Swiss franc. The Federal Reserve chairman hinted of a possible hike in interest rates which sent the dollar soaring. Volatility in global interest rate markets continued to be fueled by speculation on the direction of interest rates. Early in the month, central banks in Germany, England and the U.S announced their decisions to keep rates stable. In commodity markets, gold prices rose as demand was rekindled by the lowest spot prices since 1993. The Partnership recorded a loss of $334,934 or $44.81 per Unit in February. In March, speculation over the direction of U.S. interest rates unsettled financial markets around the world. Rising U.S. interest rates, unease over first quarter corporate earnings and lofty stock evaluations resulted in turmoil in U.S equity markets. In Europe, renewed speculation about a delay in the European Union's plans for economic and monetary union pushed the German mark higher against the U.S. dollar. The Partnership recorded a loss of $158,204 or $18.01 per Unit in March. During the quarter, additional units sold consisted of 4,831.23 limited partnership units and 47.67 general partner units. Additional units sold during the quarter represented a total of $9,016,805. Investors redeemed a total of 63.99 Units during the quarter. At the end of the quarter there were 10,894.50 Units outstanding (including 108.52 Units owned by the General Partner). During the fiscal quarter ended March 31, 1997, the Partnership had no credit exposure to a counterparty which is a foreign commodities exchange or to any counterparty dealing in over the counter contracts which was material. Item 3. Quantitative and Qualitative Disclosures About Market Risk Not Applicable. Part II. OTHER INFORMATION Item 1.	Legal Proceedings The Partnership and its affiliates are from time to time parties to various legal actions arising in the normal course of business. The General Partner believes that there is no proceedings threatened or pending against the Partnership or any of its affiliates which, if determined adversely, would have a material adverse effect on the financial condition or results of operations of the Partnership. Item 2.	Changes in Securities None Item 3.	Defaults Upon Senior Securities None Item 4.	Submission of Matters to a Vote of Security Holders None Item 5. Other Information None Item 6. Exhibits and Reports on Form 8-K a) Exhibits None b) Reports on Form 8-K None SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned and thereunto duly authorized. EVEREST FUTURES FUND, L.P. Date: November 12, 1998 By: Everest Asset Management, Inc., its General Partner By: /s/ Peter Lamoureux Peter Lamoureux President