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 March 31, 1996
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: 0-19070
PRUDENTIAL-BACHE CAPITAL RETURN FUTURES FUND 3, L.P.
- - --------------------------------------------------------------------------------
(Exact name of Registrant as specified in its charter)
Delaware 13-3544867
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(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
One New York Plaza, 13th Floor, New York, New York 10292
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (212) 778-7866
N/A
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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
PRUDENTIAL-BACHE CAPITAL RETURN FUTURES FUND 3, L.P.
(a limited partnership)
STATEMENTS OF FINANCIAL CONDITION
(Unaudited)
March 31, December 31,
1996 1995
- - ----------------------------------------------------------------------------------------------------
ASSETS
Equity in commodity trading accounts:
Cash $ 5,056,200 $ 5,764,135
U.S. Treasury bills, at amortized cost 14,924,590 15,124,874
Net unrealized gain on open commodity positions 816,277 1,340,794
Options, at market -- 41,162
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Total assets $20,797,067 $22,270,965
------------- ------------
------------- ------------
LIABILITIES AND PARTNERS' CAPITAL
Liabilities
Redemptions payable $ 889,698 $ 877,911
Incentive fees payable 67,355 74,959
Due to affiliates 64,795 77,692
Accrued expenses 54,519 63,404
Management fees payable 49,937 53,350
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Total liabilities 1,126,304 1,147,316
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Commitments
Partners' capital
Limited partners (127,740 and 131,345 units outstanding) 19,473,950 20,572,015
General partner (1,291 and 3,522 units outstanding) 196,813 551,634
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Total partners' capital 19,670,763 21,123,649
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Total liabilities and partners' capital $20,797,067 $22,270,965
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Net asset value per limited and general partnership unit
(``Units'') $ 152.45 $ 156.63
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The accompanying notes are an integral part of these statements
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PRUDENTIAL-BACHE CAPITAL RETURN FUTURES FUND 3, L.P.
(a limited partnership)
STATEMENTS OF OPERATIONS
(Unaudited)
Three months ended
March 31,
-----------------------
1996 1995
- - ---------------------------------------------------------------------------------------------------
REVENUES
Net realized gain (loss) on commodity transactions $ 487,572 $ (430,117)
Change in net unrealized gain/loss on open commodity positions (527,954) 1,103,116
Interest from U.S. Treasury bills 199,285 158,277
Realized gain on reserve assets -- 3,705
Change in net unrealized gain on reserve assets -- (21,307)
Interest from reserve assets -- 256,003
--------- ----------
158,903 1,069,677
--------- ----------
EXPENSES
Commissions 396,483 212,602
Other transaction fees 56,984 37,288
Letter of credit fees -- 52,968
Management fees 152,322 94,416
Incentive fees 67,355 --
General and administrative 48,947 33,940
Amortization of organizational costs -- 3,810
--------- ----------
722,091 435,024
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Net income (loss) $(563,188) $ 634,653
--------- ----------
--------- ----------
ALLOCATION OF NET INCOME (LOSS)
Limited partners $(548,483) $ 622,785
--------- ----------
--------- ----------
General partner $ (14,705) $ 11,868
--------- ----------
--------- ----------
NET INCOME (LOSS) PER WEIGHTED AVERAGE
LIMITED AND GENERAL PARTNERSHIP UNIT
Net income (loss) per weighted average
limited and general partnership unit $ (4.16) $ 3.37
--------- ----------
--------- ----------
Weighted average number of
limited and general partnership
units outstanding 134,867 188,338
--------- ----------
--------- ----------
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STATEMENT OF CHANGES IN PARTNERS' CAPITAL
(Unaudited)
LIMITED GENERAL
UNITS PARTNERS PARTNER TOTAL
- - ----------------------------------------------------------------------------------------------------
Partners' capital--December 31, 1995 134,867 $20,572,015 $551,634 $21,123,649
Net loss -- (548,483) (14,705) (563,188)
Redemptions (5,836) (549,582) (340,116) (889,698)
------- ----------- -------- -----------
Partners' capital--March 31, 1996 129,031 $19,473,950 $196,813 $19,670,763
------- ----------- -------- -----------
------- ----------- -------- -----------
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The accompanying notes are an integral part of these statements
3
PRUDENTIAL-BACHE CAPITAL RETURN FUTURES FUND 3, L.P.
(a limited partnership)
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 1996
(Unaudited)
A. General
These financial statements have been prepared without audit. In the opinion
of management, the financial statements contain all adjustments (consisting of
only normal recurring adjustments) necessary to present fairly the financial
position of Prudential-Bache Capital Return Futures Fund 3, L.P. (the
``Partnership'') as of March 31, 1996 and the results of its operations for the
three months ended March 31, 1996 and 1995. However, the operating results for
the interim periods may not be indicative of the results expected for a full
year.
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
the Partnership's Annual Report on Form 10-K filed with the Securities and
Exchange Commission for the year ended December 31, 1995 (the ``Annual
Report'').
Certain balances from the prior period have been reclassified to conform with
the current financial statement presentation.
B. Related Parties
Seaport Futures Management, Inc. (the ``General Partner'') and its affiliates
perform services for the Partnership 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. The costs incurred for these services for the three months ended March
31, 1996 and 1995 were:
1996 1995
----------------------------------------------------------------------------------------
Commissions and letter of credit fees $396,483 $ 224,371
General and administrative 27,881 10,089
------------ -----------
$424,364 $ 234,460
------------ -----------
------------ -----------
The Partnership maintains its trading and cash accounts with Prudential
Securities Incorporated (``PSI''), the Partnership's commodity broker and an
affiliate of the General Partner. Approximately seventy-five (75%) of the
Partnership's trading assets is invested in interest-bearing U.S. Government
obligations (primarily U.S. Treasury bills), a significant portion of which is
utilized for margin purposes for the Partnership's commodity trading activities.
As described in the Annual Report, all commissions for brokerage services are
paid to PSI.
When the Partnership engages in forward foreign currency transactions it
trades with PSI who simultaneously engages in back-to-back transactions with an
affiliate who, pursuant to the Partnership's prospectus, is obligated to charge
a competitive price.
Additionally, the Partnership maintained a 9.16% guaranteed investment
contract (``GIC'') which matured on June 30, 1995 with The Prudential Asset
Management Company, Inc., an affiliate of the General Partner. Interest earned
on the GIC for the three months ended March 31, 1995 was $254,108.
C. Credit and Market Risk
Since the Partnership's business is to trade futures, forward and options
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).
Futures, forward and options contracts involve varying degrees of off-balance
sheet risk; and changes in the level of volatility of interest rates, foreign
currency exchange rates or the market values of the contracts (or commodities
underlying the contracts) frequently result in changes in the Partnership's
unrealized gain
4
(loss) on open commodity positions reflected in the statements of financial
condition. The Partnership's exposure to market risk is influenced by a number
of factors including the relationships among the contracts held by the
Partnership as well as the liquidity of the markets in which the contracts are
traded.
Futures and options contracts are traded on organized exchanges and are thus
distinguished from forward contracts which are entered into privately by the
parties. The credit risks associated with futures and options contracts are
typically perceived to be less than those associated with forward contracts,
because exchanges typically provide clearinghouse arrangements in which the
collective credit (subject to certain limitations) of the members of the
exchanges is pledged to support the financial integrity of the exchange. On the
other hand, the Partnership must rely solely on the credit of its broker (PSI)
with respect to forward transactions. The Partnership presents unrealized gains
and losses on open forward positions as a net amount in the statements of
financial condition because it has a master netting agreement with PSI.
The General Partner attempts to minimize both credit and market risks by
requiring the Partnership's Trading Managers to abide by various trading
limitations and policies. The General Partner 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. The General Partner
may impose additional restrictions (through modifications of such trading
limitations and policies) upon the trading activities of the Trading Managers as
it, in good faith, deems to be in the best interests of the Partnership.
PSI, when acting as the Partnership's futures commission merchant in
accepting orders for the purchase or sale of domestic futures and options
contracts, is required by Commodity Futures Trading Commission (``CFTC'')
regulations to separately account for and segregate as belonging to the
Partnership all assets of the Partnership relating to domestic futures and
options trading and is not to commingle such assets with other assets of PSI. At
March 31, 1996 and December 31, 1995, such segregated assets totalled
$20,778,995 and $20,592,976, respectively. Part 30.7 of the CFTC regulations
also requires PSI to secure assets of the Partnership related to foreign futures
and options trading which totalled $33,857 and $1,677,989 at March 31, 1996 and
December 31, 1995, respectively. There are no segregation requirements for
assets related to forward trading.
As of March 31, 1996 and December 31, 1995, the Partnership's open futures,
forward and options contracts mature within one year.
At March 31, 1996 and December 31, 1995, gross contract amounts of open
futures, forward and options contracts are:
March 31, December 31,
1996 1995
------------ ------------
Currency Futures Contracts:
Commitments to purchase $ 7,837,288 $ --
Financial Futures Contracts:
Commitments to purchase $ 22,871,881 $211,622,618
Commitments to sell $100,475,500 $109,152,492
Commodity Futures, Forward
and Options Contracts:
Commitments to purchase $ 31,754,483 $ 19,550,940
Commitments to sell $ 21,370 $ 1,851,942
Included in the gross forward contract amounts are offsetting commitments to
purchase and to sell the same commodity on the same date in the future. The
commitments are economically offsetting but are not, as a technical matter,
offset in the forward market until the settlement date.
The gross contract amounts represent the Partnership's potential involvement
in a particular class of financial instrument (if it were to take or make
delivery on an underlying futures, forward or options contract). The gross
contract amounts significantly exceed the future cash requirements as the
Partnership intends to close out open positions prior to settlement and thus is
generally subject only to the risk of loss arising from
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the change in the value of the contracts. As such, the Partnership considers the
``fair value'' of its futures, forward and options contracts to be the net
unrealized gain or loss on the contracts (plus premiums on options). Thus, the
amount at risk associated with counterparty nonperformance of all contracts is
the net unrealized gain included in the statements of financial condition. The
market risk associated with the Partnership's commitments to sell is unlimited
since the Partnership's potential involvement is to make delivery of an
underlying commodity at the contract price; therefore, it must repurchase the
contract at prevailing market prices.
At March 31, 1996 and December 31, 1995, the fair values of futures, forward
and options contracts were:
March 31, 1996 December 31, 1995
-------------------------------- --------------------------
Fair Value Fair Value
-------------------------------- --------------------------
Assets Liabilities Assets Liabilities
-------------- -------------- ---------- ------------
Futures Contracts:
Domestic exchanges
Commodities $ 938,762 $156,514 $ 831,073 $169,415
Financial 969 -- 247,938 210,938
Currencies 14,988 -- -- --
Foreign exchanges
Commodities 35,581 79,963 20,892 76,963
Financial 115,461 37,222 701,932 3,725
Forward contracts:
Commodities 15,875 31,660 -- --
Options Contracts:
Domestic exchanges
Commodities -- -- 41,162 --
-------------- -------------- ---------- ------------
$1,121,636 $305,359 $1,842,997 $461,041
-------------- -------------- ---------- ------------
-------------- -------------- ---------- ------------
The following table represents the average fair value of futures, forward and
options contracts during the three months ended March 31, 1996 and 1995,
respectively.
Three months ended Three months ended
March 31, 1996 March 31, 1995
-------------------------------- --------------------------
Average Fair Value Average Fair Value
-------------------------------- --------------------------
Assets Liabilities Assets Liabilities
-------------- -------------- ---------- ------------
Futures Contracts:
Domestic exchanges
Commodities $ 768,572 $156,737 $ -- $ --
Financial 69,146 44,115 656,928 (62,308)
Currencies 79,150 -- -- --
Foreign exchanges
Commodities 124,917 112,928 -- --
Financial 68,042 16,632 -- --
Forward Contracts:
Commodities 5,292 10,553 -- --
Options Contracts:
Domestic exchanges
Commodities 33,216 -- -- --
-------------- -------------- ---------- ------------
$1,148,335 $340,965 $ 656,928 $(62,308)
-------------- -------------- ---------- ------------
-------------- -------------- ---------- ------------
6
The following table represents the net realized gains (losses) and the change
in unrealized gains/losses of futures, forward and options contracts during the
three months ended March 31, 1996 and 1995, respectively:
Three months ended March 31, 1996 Three months ended March 31, 1995
--------------------------------------------- ---------------------------------------------
Change in Change in
Net Realized Unrealized Net Realized Unrealized
Gains (Losses) Gains/Losses Total Gains (Losses) Gains/Losses Total
-------------- ------------ --------- -------------- ------------ ---------
Futures Contracts:
Domestic exchanges
Commodities $ 757,605 $ 120,589 $ 878,194 $ -- $ -- $ --
Financial 221,536 (36,031) 185,505 -- -- --
Currencies (108,315) 14,988 (93,327) -- -- --
Foreign exchanges
Commodities (56,070) 11,689 (44,381) -- -- --
Financial (226,616) (619,968) (846,584) (430,117) 1,103,116 672,999
Forward Contracts:
Commodities 24,002 (15,784) 8,218 -- -- --
Options Contracts:
Domestic exchanges
Commodities (104,882) (3,437) (108,319) -- -- --
Foreign exchanges
Commodities (19,688) -- (19,688) -- -- --
-------------- ------------ --------- -------------- ------------ ---------
$ 487,572 $ (527,954) $ (40,382) $ (430,117) $1,103,116 $ 672,999
-------------- ------------ --------- -------------- ------------ ---------
-------------- ------------ --------- -------------- ------------ ---------
7
PRUDENTIAL-BACHE CAPITAL RETURN FUTURES FUND 3, L.P.
(a limited partnership)
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Liquidity and Capital Resources
The Partnership commenced operations on May 30, 1990 with gross proceeds of
$65,520,000. After accounting for organizational and offering costs, the
Partnership's net proceeds were $64,222,750. At the inception of the
Partnership, sixty percent of the net proceeds was allocated to trading activity
and forty percent was placed in reserve and invested in investment grade
interest-bearing obligations (``Reserve Assets'').
On June 30, 1995, the letter of credit expired and the Reserve Assets became
available for commodities trading. During July, these assets were allocated for
trading to Willowbridge Associates Inc. (``Willowbridge''), a new independent
commodity trading manager to the Partnership. As such, at March 31, 1996, 100%
of the Partnership's net assets were allocated to commodities trading (the
``Adjusted Net Asset Value''). A significant portion of the Adjusted Net Asset
Value was held in U.S. Treasury bills (which represented approximately 73% of
the Adjusted Net Asset Value prior to redemptions payable) and cash, which are
used as margin for the Partnership's trading in commodities. Inasmuch as the
sole business of the Partnership is to trade in commodities, the Partnership
continues to own such liquid assets to be used as margin.
The percentage that U.S. Treasury bills bears to the total net assets varies
each day, and from month to month, as the market value of commodity interests
change. The balance of the total net assets is held in cash. All interest earned
on the Partnership's interest-bearing funds is paid to the Partnership.
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 the Partnership from promptly liquidating its commodity
futures positions.
Since the Partnership's business is to trade futures, forward and options
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). The General Partner attempts to minimize these
risks by requiring the Partnership's trading managers to abide by various
trading limitations and policies. See Note C to the financial statements for a
further discussion on the credit and market risks associated with the
Partnership's futures and options contracts.
The Partnership does not have, nor does it expect to have, any capital
assets.
Redemptions by limited partners and the General Partner recorded for the
three months ended March 31, 1996 were $549,582 and $340,116, respectively.
Redemptions by limited partners and the General Partner from commencement of
operations, May 30, 1990, through March 31, 1996 totalled $57,846,773 and
$690,661, respectively. Future redemptions will impact the amount of funds
available for investment in commodity contracts in subsequent periods.
Results of Operations
The net asset value per Unit as of March 31, 1996 was $152.45, a decrease of
2.67% from the December 31, 1995 net asset value per Unit of $156.63.
The Partnership's January gain was a result of trading in both the financial
and non-financial sectors. Profits were taken in the currency, financial and
metals sectors, while losses were sustained in the grain, stock indices, and
meat sectors. The stronger dollar in relation to the Deutsche mark provided the
profits in the foreign exchange sector during the month. There were losses in
the U.S. and international interest rate markets which slightly offset some of
the currency profits. The largest sector profits came from precious
8
metals in both gold and silver. Late in the month, gold moved up strongly from
the increasingly narrow price range below $400 where it had traded for several
years. Silver strengthened as well. The grains, which had added to profits in
the prior month reversed direction, as did the live hog market. In the financial
sector, European bonds rallied during the first half of January but sold off
during the last week of the month. Profits were generated from the German bund
and French and Italian bonds. Losses were taken in long Australian, British,
Canadian, and Swiss bond positions and a short Japanese government bond
position.
The Partnership's performance was negative in the month of February. Trading
was mixed, as profits were earned in the grains, financials, and meats sectors
while losses were incurred in the stock indices, metals and energies sectors. In
the financials sector, U.S. Treasury bonds provided gains which offset losses on
positions in long Australian, French, Italian and Swiss bonds. European interest
rates rose on stronger than expected economic data and a reaction to rising U.S.
interest rates. The grains markets provided profits as the markets responded to
indications of strong worldwide demand. There were also gains in live hogs in
the meats sector. The precious metals sector, which had provided profits in
January, reversed direction, causing losses. Crude oil prices recovered
mid-February from a previous decline only to tumble again at month end,
negatively impacting positions.
The Partnership's performance was negative in the month of March. Profits
earned in the grains, energies and meats sectors were offset by losses in the
currencies, financials, metals, and stock indices sectors. In the financials
sector, losses were taken in selling Australian, British, Canadian, French,
German, Japanese and Swiss bond positions. Except for Japan, world bond prices
reacted negatively to a fall in U.S. bond prices as U.S. non-farm payroll
employment in January was much greater than market expectations and the U.S.
Federal Open Market Committee voted to keep the federal funds rate unchanged at
its February meeting. This changed the sentiment of global bond market
participants such that further short-term interest rate cuts seemed unlikely.
During March, profits were made in the grains markets. The demand for grains,
particularly in the Far East, remained strong. Profits in crude oil occurred as
prices rose on indications of tight supplies. Oil inventories were at historic
lows and oil purchasers were reluctant to add to inventories in the face of
possible sales of Iraqi oil, which could cause lower prices.
As discussed in Liquidity and Capital Resources above, the letter of credit
expired on June 30, 1995. As a result, there were no letter of credit fees
charged during the first quarter of 1996. With the expiration of the letter of
credit, Reserve Assets previously invested in a GIC were allocated to
commodities trading thus increasing the Partnership's Adjusted Net Asset Value,
including its investments in U.S. Treasury bills. This increase in U.S. Treasury
bills resulted in an increase of approximately $41,000 in interest income from
U.S. Treasury bills for the three months ended March 31, 1996 as compared to the
same period in 1995. However, interest income from Reserve Assets was eliminated
following the allocation of Reserve Assets to commodities trading. Additionally,
the interest rate on Reserve Assets was higher than the interest rates on U.S.
Treasury bills. As a result of the above, as well as the effect of trading
performance and redemptions on the funds available for investment in U.S.
Treasury bills, interest income (from both U.S. Treasury bills and Reserve
Assets) decreased by approximately $215,000 for the three months ended March 31,
1996 as compared to the same period in 1995.
Commissions are calculated on the Adjusted Net Asset Value on the first day
of each month and, therefore, vary based on monthly trading performance and
redemptions. The Adjusted Net Asset Value increased when the letter of credit
expired and Reserve Assets were allocated to commodities trading as discussed
above. However, the commission rate decreased by 1/2 of 1% from 8% (inclusive of
letter of credit fees) to 7.5% effective July 1, 1995. The combination of these
factors caused commissions plus letter of credit fees to increase by
approximately $131,000 for the three months ended March 31, 1996 as compared to
the same period in 1995.
Other transaction fees consist of National Futures Association, exchange,
floor brokerage and clearing fees which are based on the number of trades the
trading managers execute. Other transaction fees increased by approximately
$20,000 for the three months ended March 31, 1996 as compared to the same period
in 1995 primarily due to increased trading volume.
All trading decisions are currently being made by Sjo, Inc. and Willowbridge
(the ``Trading Managers''). Management fees are calculated on the Adjusted Net
Asset Value allocated to each Trading Manager as of the end of each month and,
therefore, are affected by trading performance and redemptions. Additionally,
the Adjusted Net Asset Value increased when Reserve Assets were allocated to
commodities trading as
9
discussed above. As a result, management fees increased by approximately $58,000
for the three months ended March 31, 1996 as compared to the same period in
1995.
Incentive fees are based on New High Net Trading Profits generated by each
Trading Manager, as defined in the Advisory Agreements between the Partnership,
the General Partner and each Trading Manager. Despite overall trading losses for
the Partnership, Willowbridge made profits, earning incentive fees of
approximately $67,000 during the three months ended March 31, 1996. No
incentive fees were earned during the three months ended March 31, 1995.
General and administrative expenses increased by approximately $15,000 for
the three months ended March 31, 1996 as compared to the same period in 1995.
These expenses include reimbursements of costs incurred by the General Partner
on behalf of the Partnership, in addition to accounting, audit, tax and legal
fees as well as printing and postage costs related to reports sent to limited
partners. The increase was primarily due to the timing of certain accruals
recorded in the respective periods.
10
PART II. OTHER INFORMATION
Item 1. Legal Proceedings--There are no material legal proceedings pending by or
against the Registrant or the General Partner.
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
4.1 Agreement of Limited Partnership of the Registrant, dated as
of November 27, 1989 as amended and restated as of January
30, 1990 (incorporated by reference to Exhibits 3.1 and 4.1
to the Registrant's Quarterly Report on Form 10-Q for the
period ended June 30, 1990)
4.2 Subscription Agreement (incorporated by reference to
Exhibit 4.2 to the Registrant's Registration
Statement on Form S-1, File No. 33-32355)
4.3 Request for Redemption (incorporated by
reference to Exhibit 4.3 to the Registrant's
Registration Statement on Form S-1, File No.
33-32355)
10.15 Form of Foreign Currency Addendum to
Brokerage Agreement between the
Registrant and PSI (filed herewith)
27.1 Financial Data Schedule
(filed herewith)
(b) Reports on Form 8-K--No reports on Form 8-K were filed during the
period covered by this report.
11
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.
Prudential-Bache Capital Return Futures Fund 3, L.P.
By: Seaport Futures Management, Inc.
A Delaware corporation, General Partner
By: /s/ Steven Carlino Date: May 15, 1996
----------------------------------------
Steven Carlino
Vice President
Chief Accounting Officer for the Registrant
12