THE SCOTT LAW FIRM, P.A.
915 NW 1st Avenue, H907
Miami, Florida 33136
(305) 796-3176
facsimile (305) 961-9949
wscott@wscottlaw.com
May 29, 2008
Ms. Cicely LaMothe
Branch Chief
U.S. Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Atlas Futures Fund, Limited Partnership (the "Fund")
Form 10-K for the year ended 12/31/2007 Filed 3/31/2008
File No. 333-53111
Dear Ms. LaMothe,
We have reproduced below the comments provided in your letter to the
Fund of May 15, 2008, and have supplied their response immediately following
each of the comments. The Fund has considered the below comments in the
preparation of its 2008 first quarter 10-Q filed May 20, 2008 (the "10-Q").
FORM 10-K FOR THE YEAR ENDED DECEMBER 31, 2007
Item 7. Management's Discussion and Analysis of Financial Condition and
Results of Operations
Results of Operations, page 8
1. In future filings, please provide a more robust discussion of your
results of operations including the drivers behind the changes in individual
line items of your statement of operations. For example, we note you
experienced increases in the net realized gains from investments and foreign
currency transactions from 2006 to 2007, but you have not discussed the
factors that contributed to this change. Your disclosures should include the
three-year period covered by the financial statements and use year-to-year
comparisons. Refer to Item 303(a)(3) of Regulation S-K and Release No. 33-
8350 "Interpretation: Commission Guidance Regarding Management's Discussion
and Analysis of Financial Condition and Results of Operations".
Response: The Fund has expanded the Results of Operations discussion in its
10-Q to include period to period comparisons for the three month periods ended
March 31, 2008 and March 31, 2007 of the individual line items from the
statement of operations, with attribution to the drivers behind the changes.
In future 10-K filings, the Fund will expand such disclosures to include the
three year period covered by the financial statements with year-to-year
comparisons as well.
Certifications
2. We note that your certifications were not filed in the exact form as
outlined in Item 601(B)(31)(i) of Regulation S-K. The discrepancies involve
including the certifying individuals title in the opening sentence and
omitting it at the end of the certification. Please confirm that in future
filings, you will file certifications in the exact form as outlined in Item
601(B)(31)(i) of Regulation S-K.
Response: In future filings, the Fund will file certifications in the exact
form as outlined in Item 601(B)(31)(i) of Regulation S-K.
We are available to amplify or clarify any response.
Very truly yours,
/s/ William S. Scott
William Sumner Scott
For the Firm
WSS/lf
cc: Ashley Capital Management, Inc.
General Partner
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ASHLEY CAPITAL MANAGEMENT, INC.
5914 N. 300 West
Fremont, IN 46737
(260) 833-1306
May 29, 2008
Ms. Cicely LaMothe
Branch Chief
U.S. Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Atlas Futures Fund, Limited Partnership (the "Fund")
Form 10-K for the year ended 12/31/2007 Filed 3/31/2008
File No. 333-53111
Dear Ms. LaMothe,
The undersigned general partner of the Fund hereby acknowledges that:
* the Fund is responsible for the adequacy and accuracy of the disclosure
in the filings;
* the staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action with respect
to the filings; and
* the Fund may not assert staff comments as a defense in any proceeding
initiated by the Commission or any person under the Federal securities laws of
the United States.
We are available to amplify or clarify our response.
Very truly yours,
/s/ Michael Pacult
Michael Pacult
President
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