UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) /X/ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 29, 2000 OR / / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______________________ to ______________________ Commission file number: 333-83015 WORLD MONITOR TRUST II-SERIES E - -------------------------------------------------------------------------------- (Exact name of Registrant as specified in its charter) Delaware 13-4058319 - -------------------------------------------------------------------------------- (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) One New York Plaza, 13th Floor, New York, New York 10292 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (212) 778-7866 N/A - -------------------------------------------------------------------------------- Former name, former address and former fiscal year, if changed since last report Indicate by check CK 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 _CK_ No ___ PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS WORLD MONITOR TRUST II--SERIES E (a Delaware Business Trust) STATEMENTS OF FINANCIAL CONDITION (Unaudited) September 29, December 31, 2000 1999 - ---------------------------------------------------------------------------------------------------- ASSETS Cash $ 5,167,263 $ 1,000 Net unrealized gain on open futures contracts 11,903 -- Accrued interest receivable 853 -- ------------- ------------ Total assets $ 5,180,019 $ 1,000 ------------- ------------ ------------- ------------ LIABILITIES AND TRUST CAPITAL Liabilities Redemptions payable $ 76,598 $ -- Accrued expenses payable 32,651 -- Commissions payable 31,284 -- Net unrealized loss on open forward contracts 23,903 -- Management fees payable 10,004 -- ------------- ------------ Total liabilities 174,440 -- ------------- ------------ Commitments Trust capital Limited interests (53,351.870 and 0 interests outstanding) 4,936,192 -- General interests (750 and 10 interests outstanding) 69,387 1,000 ------------- ------------ Total trust capital 5,005,579 1,000 ------------- ------------ Total liabilities and trust capital $ 5,180,019 $ 1,000 ------------- ------------ ------------- ------------ Net asset value per limited and general interest ('Interests') $ 92.52 $ 100.00 ------------- ------------ ------------- ------------ - ---------------------------------------------------------------------------------------------------- The accompanying notes are an integral part of these statements. 2 WORLD MONITOR TRUST II--SERIES E (a Delaware Business Trust) STATEMENTS OF OPERATIONS (Unaudited) For the period from For the period April 6, 2000 from (commencement July 1, 2000 of operations) to to September 29, 2000 September 29, 2000 - ------------------------------------------------------------------------------------------------------ REVENUES Net realized gain (loss) on commodity transactions $ (283,729) $268,949 Change in net unrealized gain/loss on open commodity positions (12,000) (57,801) Interest income 148,477 76,457 ------------------ ------------------ (147,252) 287,605 ------------------ ------------------ EXPENSES Commissions and other transaction fees 159,701 71,533 Management fees 49,263 25,204 General and administrative 38,196 18,979 ------------------ ------------------ 247,160 115,716 ------------------ ------------------ Net income (loss) $ (394,412) $171,889 ------------------ ------------------ ------------------ ------------------ ALLOCATION OF NET INCOME (LOSS) Limited interests $ (388,799) $169,559 ------------------ ------------------ ------------------ ------------------ General interests $ (5,613) $ 2,330 ------------------ ------------------ ------------------ ------------------ NET INCOME (LOSS) PER WEIGHTED AVERAGE LIMITED AND GENERAL INTEREST Net income (loss) per weighted average limited and general interest $ (7.28) $ 3.14 ------------------ ------------------ ------------------ ------------------ Weighted average number of limited and general interests outstanding 54,188 54,781 ------------------ ------------------ ------------------ ------------------ - ------------------------------------------------------------------------------------------------------ STATEMENT OF CHANGES IN TRUST CAPITAL (Unaudited) LIMITED GENERAL INTERESTS INTERESTS INTERESTS TOTAL - ----------------------------------------------------------------------------------------------------- Trust capital--December 31, 1999 10.000 $ -- $ 1,000 $ 1,000 Contributions 58,921.487 5,771,957 74,000 5,845,957 Net loss (388,799) (5,613) (394,412) Redemptions (4,829.617) (446,966) -- (446,966) ----------- ---------- --------- ---------- Trust capital--September 29, 2000 54,101.870 $4,936,192 $69,387 $5,005,579 ----------- ---------- --------- ---------- ----------- ---------- --------- ---------- - ----------------------------------------------------------------------------------------------------- The accompanying notes are an integral part of these statements. 3 WORLD MONITOR TRUST II--SERIES E (a Delaware Business Trust) NOTES TO FINANCIAL STATEMENTS September 29, 2000 (Unaudited) A. General These financial statements have been prepared without audit. In the opinion of Prudential Securities Futures Management Inc. (the 'Managing Owner'), the financial statements contain all adjustments (consisting of only normal recurring adjustments) necessary to present fairly the financial position of World Monitor Trust II--Series E ('Series E') as of September 29, 2000 and the results of its operations for the period from April 6, 2000 (commencement of operations) to September 29, 2000 and for the period from July 1, 2000 to September 29, 2000. Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with generally accepted accounting principles have been omitted. It is suggested that these financial statements be read in conjunction with the financial statements and notes thereto included in World Monitor Trust II's (the 'Trust') annual report on Form 10-K filed with the Securities and Exchange Commission for the year ended December 31, 1999. On April 6, 2000, a sufficient number of subscriptions for Series E had been received and accepted by the Managing Owner to permit Series E to commence trading. New Accounting Guidance In June 2000, the Financial Accounting Standards Board ('FASB') issued Statement No. 138, Accounting for Certain Derivative Instruments and Certain Hedging Activities--an amendment of FASB Statement No. 133 ('SFAS 138'), which became effective for Series E on July 1, 2000. SFAS 138 amends the accounting and reporting standards of FASB Statement No. 133 for certain derivative instruments and certain hedging activities. SFAS 138 has not had a material effect on the carrying value of assets and liabilities within the financial statements. B. Related Parties The Managing Owner of Series E is a wholly owned subsidiary of Prudential Securities Incorporated ('PSI'), which, in turn, is a wholly owned subsidiary of Prudential Securities Group Inc. Series E reimburses the Managing Owner or its affiliates for services it performs for Series E which include but are not limited to: brokerage services; accounting and financial management; registrar, transfer and assignment functions; investor communications, printing and other administrative services. However, the amount of general and administrative expenses incurred by Series E is limited to 1.5% of its net asset value during the year. As a result, a portion of the expenses for the period from April 6, 2000 (commencement of operations) to September 29, 2000 have been borne by the Managing Owner or its affiliates. Additionally, PSI or its affiliates pay the costs of organizing Series E and offering its Interests. The costs incurred by Series E for brokerage services performed by the Managing Owner and its affiliates for Series E for the periods from April 6, 2000 (commencement of operations) to September 29, 2000 and from July 1, 2000 to September 29, 2000 were $147,760 and $75,505, respectively. Due to the 1.5% limitation discussed above, the Partnership did not incur any costs for services provided by the Managing Owner and its affiliates, other than brokerage services, during the period from April 6, 2000 (commencement of operations) to September 29, 2000 and, as such, there are no general and administrative expenses payable to the Managing Owner and its affiliates as of September 29, 2000. All of the proceeds of the offering of Series E are received in the name of Series E and deposited in trading or cash accounts at PSI, Series E's commodity broker. Series E's assets are maintained either on deposit with PSI or, for margin purposes, with the various exchanges on which Series E is permitted to trade. Series E receives interest income on 100% of its average daily equity maintained in cash in its accounts with PSI during each month at the 13-week Treasury bill discount rate. This rate is determined weekly by PSI and represents the rate awarded to all bidders during each week's auction of 13-week Treasury bills. 4 Series E, acting through its trading advisor, executes over-the-counter, spot, forward and/or option foreign exchange transactions with PSI. PSI then engages in back-to-back trading with an affiliate, Prudential-Bache Global Markets Inc. ('PBGM'). PBGM attempts to earn a profit on such transactions. PBGM keeps its prices on foreign currency competitive with other interbank currency trading desks. All over-the-counter currency transactions are conducted between PSI and Series E pursuant to a line of credit. PSI may require that collateral be posted against the marked-to-market positions of Series E. As of September 29, 2000, a non-U.S. affiliate of the Managing Owner owns 102.613 limited interests of Series E. C. Derivative Instruments and Associated Risks Series E is exposed to various types of risk associated with the derivative instruments and related markets in which it invests. These risks include, but are not limited to, risk of loss from fluctuations in the value of derivative instruments held (market risk) and the inability of counterparties to perform under the terms of Series E's investment activities (credit risk). Market risk Trading in futures and forward (including foreign exchange transactions) contracts involves entering into contractual commitments to purchase or sell a particular commodity at a specified date and price. The gross or face amount of the contracts, which is typically many times that of Series E's net assets being traded, significantly exceeds Series E's future cash requirements since Series E intends to close out its open positions prior to settlement. As a result, Series E is generally subject only to the risk of loss arising from the change in the value of the contracts. As such, Series E considers the 'fair value' of its derivative instruments to be the net unrealized gain or loss on the contracts. The market risk associated with Series E's commitments to purchase commodities is limited to the gross or face amount of the contracts held. However, when Series E enters into a contractual commitment to sell commodities, it must make delivery of the underlying commodity at the contract price and then repurchase the contract at prevailing market prices. Since the repurchase price to which a commodity can rise is unlimited, entering into commitments to sell commodities exposes Series E to unlimited risk. Market risk is influenced by a wide variety of factors including government programs and policies, political and economic events, the level and volatility of interest rates, foreign currency exchange rates, the diversification effects among the derivative instruments Series E holds and the liquidity and inherent volatility of the markets in which Series E trades. Credit risk When entering into futures or forward contracts, Series E is exposed to credit risk that the counterparty to the contract will not meet its obligations. The counterparty for futures contracts traded in the United States and on most foreign futures exchanges is the clearinghouse associated with such exchanges. In general, clearinghouses are backed by the corporate members of the clearinghouse who are required to share any financial burden resulting from the nonperformance by one of its members and, as such, should significantly reduce this credit risk. In cases where the clearinghouse is not backed by the clearing members (i.e., some foreign exchanges), it is normally backed by a consortium of banks or other financial institutions. On the other hand, the sole counterparty to Series E's forward transactions is PSI, Series E's commodity broker. Series E has entered into a master netting agreement with PSI and, as a result, presents unrealized gains and losses on open forward positions as a net amount in the statements of financial condition. The amount at risk associated with counterparty nonperformance of all of Series E's contracts is the net unrealized gain included in the statements of financial condition. There can be no assurance that any counterparty, clearing member or clearinghouse will meet its obligations to Series E. The Managing Owner attempts to minimize both credit and market risks by requiring Series E and its trading advisor to abide by various trading limitations and policies. The Managing Owner monitors compliance with these trading limitations and policies which include, but are not limited to, executing and clearing all trades with creditworthy counterparties (currently, PSI is the sole counterparty or broker); limiting the amount of margin or premium required for any one commodity or all commodities combined; and generally limiting transactions to contracts which are traded in sufficient volume to permit the taking and liquidating of positions. Additionally, pursuant to the Advisory Agreement among Series E, the Managing Owner and the trading advisor, Series E shall automatically terminate the trading advisor if the net asset 5 value allocated to the trading advisor declines by 40% from the value at the beginning of any year or since the commencement of trading activities. Furthermore, the First Amended and Restated Declaration of Trust and Trust Agreement of the Trust provides that Series E will liquidate its positions, and eventually dissolve, if Series E experiences a decline in net asset value of 50% from the value at the beginning of any year or since the commencement of trading activities. In each case, the decline in net asset value is after giving effect for distributions, contributions and redemptions. The Managing Owner may impose additional restrictions (through modifications of such trading limitations and policies) upon the trading activities of the trading advisor as it, in good faith, deems to be in the best interests of Series E. PSI, when acting as Series E's futures commission merchant in accepting orders for the purchase or sale of domestic futures contracts, is required by Commodity Futures Trading Commission ('CFTC') regulations to separately account for and segregate as belonging to Series E all assets of Series E relating to domestic futures trading and is not to commingle such assets with other assets of PSI. At September 29, 2000, such segregated assets totalled $4,630,636. Part 30.7 of the CFTC regulations also requires PSI to secure assets of Series E related to foreign futures trading which totalled $548,530 at September 29, 2000. There are no segregation requirements for assets related to forward trading. As of September 29, 2000, Series E's open futures and forward contracts generally mature within one year, although certain interest rate futures contracts have maturities as distant as March 2002. The following table presents the fair value of futures and forward contracts at September 29, 2000: Assets Liabilities -------- ----------- Futures Contracts: Domestic exchanges Interest rates $ 73,944 $ 14,531 Stock indices -- 20,475 Currencies 87,780 69,658 Commodities 42,925 121,396 Foreign exchanges Interest rates 36,264 24,717 Stock indices 36,947 7,871 Commodities 43,644 50,953 Forward Contracts: Currencies 2,584 26,487 -------- ----------- $324,088 $ 336,088 -------- ----------- -------- ----------- 6 WORLD MONITOR TRUST II--SERIES E (a Delaware Business Trust) ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Liquidity and Capital Resources Series E commenced operations on April 6, 2000 with gross proceeds of $5,157,459 allocated to commodities trading. Additional contributions raised through the continuous offering for the period from April 6, 2000 (commencement of operations) to September 29, 2000 resulted in additional proceeds to Series E of $689,498. Additional Interests of Series E will continue to be offered on a weekly basis at the net asset value per Interest until the subscription maximum is sold. Interests in Series E may be redeemed on a weekly basis, but are subject to a redemption fee if transacted within one year of the effective date of purchase. Redemptions from April 6, 2000 (commencement of operations) to September 29, 2000 were entirely on limited interests and totalled $446,966. Redemptions for the period from July 1, 2000 to September 29, 2000 totalled $182,689. Additionally, Interests owned in any series of World Monitor Trust II (Series D, E or F) may be exchanged, without any charge, for Interests of one or more other series of World Monitor Trust II on a weekly basis for as long as Interests in those series are being offered to the public. Future contributions, redemptions and exchanges will impact the amount of funds available for investment in commodity contracts in subsequent periods. At September 29, 2000, 100% of Series E's net assets were allocated to commodities trading. A significant portion of the net assets is held in cash which is used as margin for trading in commodities. Inasmuch as the sole business of Series E is to trade in commodities, Series E continues to own such liquid assets to be used as margin. PSI credits Series E with interest income on 100% of its average daily equity maintained in cash in its accounts with PSI during each month at the 13-week Treasury bill discount rate. This rate is determined weekly by PSI and represents the rate awarded to all bidders during each week's auction of 13-week Treasury bills. The commodities contracts are subject to periods of illiquidity because of market conditions, regulatory considerations and other reasons. For example, commodity exchanges limit fluctuations in commodity futures contract prices during a single day by regulations referred to as 'daily limits.' During a single day, no trades may be executed at prices beyond the daily limit. Once the price of a futures contract for a particular commodity has increased or decreased by an amount equal to the daily limit, positions in the commodity can neither be taken nor liquidated unless traders are willing to effect trades at or within the limit. Commodity futures prices have occasionally moved the daily limit for several consecutive days with little or no trading. Such market conditions could prevent Series E from promptly liquidating its commodity futures positions. Since Series E's business is to trade futures and forward contracts, its capital is at risk due to changes in the value of these contracts (market risk) or the inability of counterparties to perform under the terms of the contracts (credit risk). Series E's exposure to market risk is influenced by a number of factors including the volatility of interest rates and foreign currency exchange rates, the liquidity of the markets in which the contracts are traded and the relationships among the contracts held. The inherent uncertainty of Series E's speculative trading as well as the development of drastic market occurrences could result in monthly losses considerably beyond Series E's experience to date and could ultimately lead to a loss of all or substantially all of investors' capital. The Managing Owner attempts to minimize these risks by requiring Series E and its trading advisor to abide by various trading limitations and policies which include limiting margin amounts, trading only in liquid markets and utilizing stop loss provisions. See Note C to the financial statements for a further discussion of the credit and market risks associated with Series E's futures and forward contracts. Series E does not have, nor does it expect to have, any capital assets. Results of Operations Series E commenced trading operations on April 6, 2000, and as such no comparative information is available for 1999. 7 The net asset value per Interest as of September 29, 2000 was $92.52, a decrease of 7.48% from the April 6, 2000 initial net asset value per Interest of $100.00 and an increase of 3.48% from the June 30, 2000 net asset value per Interest of $89.41. Quarterly Market Overview U.S. economic activity expanded at a moderate pace at the beginning of the third quarter and showed signs of slowing down near quarter-end. Growth in consumer spending slowed from the outsized gains earlier in the year, and sales of new homes dropped from earlier highs. However, business spending continued to surge and industrial production trended upward. Even though expansion in employment slowed considerably in recent months, labor markets remained tight by historical standards and some measures of labor compensation continued to accelerate. The recent decrease in consumer spending resulted from moderate growth of real disposable income in recent months coupled with dips in stock market valuation. Nevertheless, consumer sentiment continued to be buoyant. Consumer prices, as measured by the CPI, increased in June in response to a surge in energy prices, but climbed only modestly in July and August. U.S. Treasury markets were choppy throughout the quarter but ended slightly higher, while Japanese government bonds fell sharply on news of a 25 basis point rate hike. The U.S. Federal Reserve Bank maintained interest rates at 6.50% throughout the quarter due to increasing indications of a slow down in aggregate demand and rising productivity. Conversely, there was a shift by other European and Asian central banks toward tighter domestic monetary policy. At its monetary policy meeting held in August, the Bank of Japan (BOJ) decided to raise rates from 0% to 0.25%. In February 1999, the BOJ adopted a zero interest rate policy, unprecedented both in and out of Japan, to counter the possibility of mounting deflationary pressure and prevent further deterioration of Japan's economy. Over the past year and a half, Japan's economy substantially improved; consequently, the BOJ felt confident that Japan's economy had reached the stage where deflation was no longer an immediate threat. The BOJ's increase in short-term interest rates in August caused the yen to rally sharply against the British pound and U.S. dollar. The U.S. dollar was strong against most major currencies at the beginning of the quarter. The end of September brought a sharp reversal to this trend following intervention by the G-7 central banks to support the euro. This move drove the euro up 5% against the U.S. dollar and the Japanese yen. The euro surged to a high of above $0.90 after the initial wave of euro buying before settling down more than $0.02 below its intervention peaks. Global equity markets experienced choppiness in July and August before declining in September. This was due to growing concern over near record energy costs and warnings of earning shortfalls, particularly from U.S. technology companies. Energy prices continued their upward trend throughout the quarter. In August, the American Petroleum Institute reported that crude inventories were at a 24-year low and by month's end the price per barrel had moved to over $33. On September 22nd, the U.S. announced that it would release 30 million barrels of oil from the U.S. strategic petroleum reserve over the next month in an effort to cap surging energy prices; crude oil prices fell by $2 a barrel. Quarterly Performance of Series E The following is a summary of performance for the major sectors in which Series E traded: Currencies (+): The U.S. Federal Reserve Bank kept interest rates unchanged as inflation appeared to be under control. The dollar gained against the British pound, Swiss franc and euro resulting in gains for short positions in these currencies. The New Zealand dollar declined to a 15-year low against the U.S. dollar, primarily due to concerns regarding poor economic performance and reluctance by the Reserve Bank of New Zealand to take action in support of its currency. Short positions in the New Zealand dollar yielded gains. Energies (+): Long light crude oil, natural gas and gas oil positions resulted in gains as the energy sector continued to push prices higher driven by demand and uncertainty regarding future production and supply levels. Interest rates (-): Losses were incurred in long domestic and European bond positions. The slowing global economy contributed to the negative performance. 8 Stock indices (-): The global economic slowdown negatively affected the major stock indices. Long positions in the S&P 500, NASDAQ and London FTSE resulted in losses. Interest income is earned on the average daily equity maintained in cash with PSI at the 13-week Treasury bill discount rate and, therefore, varies monthly according to interest rates, trading performance, contributions and redemptions. Interest income was $148,477 for the period from April 6, 2000 (commencement of operations) to September 29, 2000 and $76,457 for the period from July 1, 2000 to September 29, 2000. Commissions are calculated on Series E's net asset value at the end of each week and therefore, vary according to weekly trading performance, contributions and redemptions. Other transaction fees consist of National Futures Association, exchange and clearing fees as well as floor brokerage costs and give-up charges, which are based on the number of trades the trading advisor executes, as well as which exchange, clearing firm or bank on, or through, which the contract is traded. Commissions and other transaction fees were $159,701 for the period from April 6, 2000 (commencement of operations) to September 29, 2000 and $71,533 for the period from July 1, 2000 to September 29, 2000. All trading decisions for Series E are made by Graham Capital Management, L.P. (the 'Trading Advisor'). Management fees are calculated on Series E's net asset value at the end of each week and therefore, are affected by weekly trading performance, contributions and redemptions. Management fees were $49,263 for the period from April 6, 2000 (commencement of operations) to September 29, 2000 and $25,204 for the period from July 1, 2000 to September 29, 2000. Incentive fees are based on the New High Net Trading Profits generated by the Trading Advisor, as defined in the Advisory Agreement among the Trust, the Managing Owner and the Trading Advisor. No incentive fees were generated for the period from April 6, 2000 (commencement of operations) to September 29, 2000. General and administrative expenses were $38,196 for the period from April 6, 2000 (commencement of operations) to September 29, 2000 and $18,979 for the period from July 1, 2000 to September 29, 2000. These expenses include accounting, audit, tax and legal fees as well as printing and postage costs related to reports sent to limited owners. The amount of general and administrative expenses charged to Series E is limited to 1.5% of its net asset value during any one year and, as a result, there were no expenses incurred to reimburse the Managing Owner and its affiliates for costs incurred on behalf of Series E for the period from April 6, 2000 (commencement of operations) to September 29, 2000. New Accounting Guidance In June 2000, FASB issued SFAS 138 which became effective for Series E on July 1, 2000. SFAS 138 amends the accounting and reporting standards of FASB Statement No. 133 for certain derivative instruments and certain hedging activities. SFAS 138 has not had a material effect on the carrying value of assets and liabilities within the financial statements. Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK Information regarding quantitative and qualitative disclosures about market risk is not required pursuant to Item 305(e) of Regulation S-K. 9 PART II. OTHER INFORMATION Item 1. Legal Proceedings--There are no material legal proceedings pending by or against the Registrant or the Managing Owner 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--Effective September 2000, Eleanor L. Thomas was elected by the Board of Directors of Prudential Securities Futures Management Inc. as President replacing Joseph A. Filicetti. Item 6. Exhibits and Reports on Form 8-K (a) Exhibits-- 3.1 and 4.1--First Amended and Restated Declaration of Trust and Trust Agreement of World Monitor Trust II dated as of May 15, 1999 (incorporated by reference to Exhibit 3.1 and 4.1 to Series E's Registration Statement on Form S-1, File No. 333-83015) 4.2--Form of Request for Redemption (incorporated by reference to Exhibit 4.2 to Series E's Registration Statement on Form S-1, File No. 33-83015) 4.3--Form of Exchange Request (incorporated by reference to Exhibit 4.3 to Series E's Registration Statement on Form S-1, File No. 333-83015) 4.4--Form of Subscription Agreement (incorporated by reference to Exhibit 4.4 to Series E's Registration Statement on Form S-1, File No. 333-83015) 27.1--Financial Data Schedule (filed herewith) (b) Reports on Form 8-K--None 10 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. WORLD MONITOR TRUST II--SERIES E By: Prudential Securities Futures Management Inc. A Delaware corporation, Managing Owner By: /s/ Steven Carlino Date: November 13, 2000 ---------------------------------------- Steven Carlino Vice President and Treasurer 11