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 June 30, 1996 / / 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: 0-18417 PRUDENTIAL-BACHE CAPITAL RETURN FUTURES FUND L.P. - -------------------------------------------------------------------------------- (Exact name of Registrant as specified in its charter) Delaware 13-3516796 - -------------------------------------------------------------------------------- (State or other jurisdiction of incorporation (I.R.S. Employer or organization) Identification No.) 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 PRUDENTIAL-BACHE CAPITAL RETURN FUTURES FUND L.P. (a limited partnership) STATEMENTS OF FINANCIAL CONDITION (Unaudited) June 30, December 31, 1996 1995 - ---------------------------------------------------------------------------------------------------- ASSETS Equity in commodity trading accounts: Cash $ 3,857,549 $ 4,882,612 U.S. Treasury bills, at amortized cost 13,006,064 15,256,948 Net unrealized gain on open commodity positions 640,504 414,130 ------------- ------------ Total assets $17,504,117 $20,553,690 ------------- ------------ ------------- ------------ LIABILITIES AND PARTNERS' CAPITAL Liabilities Redemptions payable $ 684,070 $ 770,138 Management fees payable 58,005 68,183 Due to affiliates 56,693 47,676 Accrued expenses 46,024 51,018 ------------- ------------ Total liabilities 844,792 937,015 ------------- ------------ Commitments Partners' capital Limited partners (138,586 and 149,378 units outstanding) 16,492,715 18,850,694 General partner (1,400 and 6,070 units outstanding) 166,610 765,981 ------------- ------------ Total partners' capital 16,659,325 19,616,675 ------------- ------------ Total liabilities and partners' capital $17,504,117 $20,553,690 ------------- ------------ ------------- ------------ Net asset value per limited and general partnership unit (``Units'') $ 119.01 $ 126.19 ------------- ------------ ------------- ------------ - ---------------------------------------------------------------------------------------------------- The accompanying notes are an integral part of these statements 2 PRUDENTIAL-BACHE CAPITAL RETURN FUTURES FUND L.P. (a limited partnership) STATEMENTS OF OPERATIONS (Unaudited) Six months ended Three months ended June 30, June 30, -------------------------- ------------------------- 1996 1995 1996 1995 - ------------------------------------------------------------------------------------------------------ REVENUES Net realized gain (loss) on commodity transactions $ (501,525) $7,634,933 $(288,293) $ 3,881,950 Change in net unrealized gain on open commodity positions 226,374 (299,159) 406,244 (3,812,088) Interest from U.S. Treasury bills 365,778 492,131 170,913 266,029 ----------- ---------- --------- ----------- 90,627 7,827,905 288,864 335,891 ----------- ---------- --------- ----------- EXPENSES Commissions 742,887 890,197 349,238 485,995 Management fees 369,009 466,492 174,315 241,394 Incentive fees -- 437,793 -- -- General and administrative 78,269 95,037 30,937 47,123 ----------- ---------- --------- ----------- 1,190,165 1,889,519 554,490 774,512 ----------- ---------- --------- ----------- Net income (loss) $(1,099,538) $5,938,386 $(265,626) $ (438,621) ----------- ---------- --------- ----------- ----------- ---------- --------- ----------- ALLOCATION OF NET INCOME (LOSS) Limited partners $(1,064,338) $5,754,622 $(262,969) $ (423,742) ----------- ---------- --------- ----------- ----------- ---------- --------- ----------- General partner $ (35,200) $ 183,764 $ (2,657) $ (14,879) ----------- ---------- --------- ----------- ----------- ---------- --------- ----------- NET INCOME (LOSS) PER WEIGHTED AVERAGE LIMITED AND GENERAL PARTNERSHIP UNIT Net income (loss) per weighted average limited and general partnership unit $ (7.30) $ 31.77 $ (1.82) $ (2.45) ----------- ---------- --------- ----------- ----------- ---------- --------- ----------- Weighted average number of limited and general partnership units outstanding 150,591 186,902 145,734 178,939 ----------- ---------- --------- ----------- ----------- ---------- --------- ----------- - ------------------------------------------------------------------------------------------------------ STATEMENT OF CHANGES IN PARTNERS' CAPITAL (Unaudited) LIMITED GENERAL UNITS PARTNERS PARTNER TOTAL - ---------------------------------------------------------------------------------------------------- Partners' capital--December 31, 1995 155,448 $18,850,694 $765,981 $19,616,675 Net loss -- (1,064,338) (35,200) (1,099,538) Redemptions (15,462) (1,293,641) (564,171) (1,857,812) -------- ----------- -------- ----------- Partners' capital--June 30, 1996 139,986 $16,492,715 $166,610 $16,659,325 -------- ----------- -------- ----------- -------- ----------- -------- ----------- - ---------------------------------------------------------------------------------------------------- The accompanying notes are an integral part of these statements 3 PRUDENTIAL-BACHE CAPITAL RETURN FUTURES FUND L.P. (a limited partnership) NOTES TO FINANCIAL STATEMENTS JUNE 30, 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 L.P. (the ``Partnership'') as of June 30, 1996 and the results of its operations for the six and three months ended June 30, 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 as 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 six months ended June 30, 1996 and 1995 were: 1996 1995 ------------------------------------------------------------------------------- Commissions $742,887 $890,197 General and administrative 45,784 53,514 -------- -------- $788,671 $943,711 -------- -------- -------- -------- The costs incurred for these services for the three months ended June 30, 1996 and 1995 were: 1996 1995 ------------------------------------------------------------------------------- Commissions $349,238 $485,995 General and administrative 20,281 26,415 -------- -------- $369,519 $512,410 -------- -------- -------- -------- The Partnership maintains its trading and cash accounts at Prudential Securities Incorporated (``PSI''), the Partnership's commodity broker and an affiliate of the General Partner. Approximately 75% of the Partnership's net asset value 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. 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). 4 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 (loss) on open commodity positions reflected on 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 manager 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 manager 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 June 30, 1996 and December 31, 1995, such segregated assets totalled $13,919,905 and $17,263,200, 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 $3,178,282 and $3,385,792 at June 30, 1996 and December 31, 1995, respectively. There are no segregation requirements for assets related to forward trading. As of June 30, 1996 and December 31, 1995, the Partnership's open forward contracts mature within three months but open futures contracts mature within one year. At June 30, 1996 and December 31, 1995, gross contract amounts of open futures and forward contracts are: June 30, December 31, 1996 1995 ----------- ------------ Financial Futures Contracts: Commitments to purchase $35,183,682 $70,094,468 Commitments to sell $18,850,657 $11,556,783 Currency Forward Contracts: Commitments to purchase $18,827,087 $ 2,908,537 Commitments to sell $31,211,675 $12,481,234 Currency Futures Contracts: Commitments to purchase $ 2,680,988 $ 440,660 Commitments to sell $ 3,661,325 $ 5,021,700 Other Futures Contracts: Commitments to purchase $ 571,240 $ 537,121 Commitments to sell $ 3,469,295 $ 1,300,800 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 or forward contract). The 5 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 the change in the value of the contracts. As such, the Partnership considers the ``fair value'' of its futures and forward contracts to be the net unrealized gain or loss on the contracts. 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 purchase commodities is limited to the gross contract amounts involved, while the market risk associated with its 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 June 30, 1996 and December 31, 1995, the fair values of futures and forward contracts were: June 30, 1996 December 31, 1995 ------------------------ ------------------------ Fair Value Fair Value ------------------------ ------------------------ Assets Liabilities Assets Liabilities -------- ----------- -------- ----------- Futures Contracts: Domestic exchanges Financial $ -- $ 36,700 $116,513 $ -- Currencies 69,205 8,963 5,771 23,988 Other 123,440 123 54,057 600 Foreign exchanges Financial 107,859 20,144 358,529 850 Forward Contracts: Currencies 607,024 201,094 263,960 359,262 -------- ----------- -------- ----------- $907,528 $ 267,024 $798,830 $ 384,700 -------- ----------- -------- ----------- -------- ----------- -------- ----------- The following table presents the average fair values of futures and forward contracts during the six months ended June 30, 1996 and 1995, respectively. Six months ended Six months ended June 30, 1996 June 30, 1995 -------------------------- -------------------------- Average Fair Value Average Fair Value -------------------------- -------------------------- Assets Liabilities Assets Liabilities ---------- ----------- ---------- ----------- Futures Contracts: Domestic exchanges Financial $ 126,713 $ 5,934 $ 114,093 $ 4,052 Currencies 81,222 10,106 192,775 204,094 Other 41,473 13,481 87,247 21,959 Foreign exchanges Financial 237,649 32,410 328,783 22,654 Forward Contracts: Currencies 560,640 477,997 1,893,364 493,161 ---------- ----------- ---------- ----------- $1,047,697 $ 539,928 $2,616,262 $ 745,920 ---------- ----------- ---------- ----------- ---------- ----------- ---------- ----------- The following table presents the average fair values of futures and forward contracts during the three months ended June 30, 1996 and 1995, respectively. Three months ended Three months ended June 30, 1996 June 30, 1995 -------------------------- -------------------------- Average Fair Value Average Fair Value -------------------------- -------------------------- Assets Liabilities Assets Liabilities ---------- ----------- ---------- ----------- Futures Contracts: Domestic exchanges Financial $ 134,552 $ 9,484 $ 110,795 $ 4,950 Currencies 68,516 4,834 166,491 54,671 Other 52,224 6,794 34,018 37,832 Foreign exchanges Financial 112,910 27,037 190,660 21,911 Forward Contracts: Currencies 570,733 532,900 2,884,922 288,523 ---------- ----------- ---------- ----------- $ 938,935 $ 581,049 $3,386,886 $ 407,887 ---------- ----------- ---------- ----------- ---------- ----------- ---------- ----------- 6 The following table presents the net realized gains (losses) and the change in net unrealized gains/losses of futures and forward contracts during the six months ended June 30, 1996 and 1995, respectively. Six months ended June 30, 1996 Six months ended June 30, 1995 ----------------------------------------------- ------------------------------------------------ Change in Change in Net Realized Net Unrealized Net Realized Net Unrealized Gains (Losses) Gains/Losses Total Gains (Losses) Gains/Losses Total -------------- -------------- --------- -------------- -------------- ---------- Futures Contracts: Domestic exchanges Financial $ 364,213 $ (153,213) $ 211,000 $ 569,131 $ (54,913) $ 514,218 Currencies 191,825 78,459 270,284 416,092 201,235 617,327 Other 28,733 69,860 98,593 (26,484) (78,682) (105,166) Foreign exchanges Financial (449,201) (269,964) (719,165) 2,036,528 (369,298) 1,667,230 Currencies (280,885) -- (280,885) 733,222 -- 733,222 Other -- -- -- 7,257 -- 7,257 Forward Contracts: Currencies (356,210) 501,232 145,022 3,899,187 2,499 3,901,686 -------------- -------------- --------- -------------- -------------- ---------- $ (501,525) $ 226,374 $(275,151) $7,634,933 $ (299,159) $7,335,774 -------------- -------------- --------- -------------- -------------- ---------- -------------- -------------- --------- -------------- -------------- ---------- The following table presents the net realized gains (losses) and the change in net unrealized gains/losses of futures and forward contracts during the three months ended June 30, 1996 and 1995, respectively. Three months ended June 30, 1996 Three months ended June 30, 1995 ----------------------------------------------- ----------------------------------------------- Change in Change in Net Realized Net Unrealized Net Realized Net Unrealized Gains (Losses) Gains/Losses Total Gains (Losses) Gains/Losses Total -------------- -------------- --------- -------------- -------------- --------- Futures Contracts: Domestic exchanges Financial $ 275,982 $ (216,606) $ 59,376 $ 393,975 $ 7,275 $ 401,250 Currencies 97,232 26,578 123,810 79,745 (247,807) (168,062) Other 75,227 103,270 178,497 (137,249) 79,547 (57,702) Foreign exchanges Financial (343,991) (61,955) (405,946) 376,144 (51,563) 324,581 Currencies (110,764) -- (110,764) 110,863 -- 110,863 Other -- -- -- 7,257 -- 7,257 Forward Contracts: Currencies (281,979) 554,957 272,978 3,051,215 (3,599,540) (548,325) -------------- -------------- --------- -------------- -------------- --------- $ (288,293) $ 406,244 $ 117,951 $3,881,950 $ (3,812,088) $ 69,862 -------------- -------------- --------- -------------- -------------- --------- -------------- -------------- --------- -------------- -------------- --------- 7 PRUDENTIAL-BACHE CAPITAL RETURN FUTURES FUND 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 12, 1989 with gross proceeds of $139,151,000. After accounting for organizational and offering costs, the Partnership's net proceeds were $137,151,000. At the inception of the Partnership, sixty percent of the net proceeds was allocated to commodities trading activity and forty percent was placed in reserve and invested in investment grade interest-bearing obligations (``Reserve Assets''). On June 30, 1994, the Reserve Assets matured and the resulting proceeds were allocated to commodities trading. As of June 30, 1996, 100% of the Partnership's total net assets were allocated to commodities trading. A significant portion of the net asset value was held in U.S. Treasury bills (which represented approximately 75% of the 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 will continue to own such liquid assets to be used as margin. The percentage that U.S. Treasury bills bears to the net asset value varies each day, and from month to month, as the market value of commodity interests change. The balance of the net asset value 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 manager 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, forward and options contracts. Redemptions by limited partners recorded for the six and three months ended June 30, 1996 were $1,293,641 and $677,167, respectively. Redemptions by the General Partner recorded for the six and three months ended June 30, 1996 were $564,171 and $6,903, respectively. Redemptions by limited partners and the General Partner from commencement of operations, May 12, 1989, through June 30, 1996 totalled $137,009,269 and $1,565,243, respectively. Future redemptions will impact the amount of funds available for investment in commodity contracts in subsequent periods. The Partnership does not have, nor does it expect to have, any capital assets. Results of Operations The net asset value per Unit as of June 30, 1996 was $119.01, a decrease of 5.69% from the December 31, 1995 net asset value per Unit of $126.19. The Partnership's performance was flat in the month of April. Profits in the stock indices, currencies, energies and metals sectors offset losses in the financials sectors. Positions in the Nikkei were profitable as the stock indices sector received support from institutional buyers lured into the equities market by deregulation. The U.S. dollar was the currency of choice in world markets as relatively high U.S. bond yields attracted investors. Profits in the currencies sector were reaped by positions in the German mark and Swiss franc as the dollar's position in world currency markets was boosted by bearish economic news from Germany. Prices soared in crude oil as refiners rushed to meet the summertime demand for gasoline. Profits 8 were generated in gold and silver although metals markets in general remained trendless. Except for the U.S. sector, positions in interest rates were unprofitable as global markets responded to the threat of U.S. inflation. The Partnership's performance was negative in the month of May. Losses were incurred in the stock indices, financials, currencies, energies and metals sectors. In the financials sector, bond markets remained volatile as investors struggled to interpret conflicting U.S. economic reports out of Washington. Losses were taken in Japanese and British bond positions. Among the factors affecting foreign exchange markets in May were the continued strength of the U.S. dollar against most major currencies and a comparatively vigorous U.S. economy. Gains made in Swiss franc and Australian dollar positions were offset by losses in Japanese yen and German mark positions. Oil prices declined as the energy markets felt political pressure to keep prices down and Iraq reached an agreement with the U.N. on the sale of crude oil to raise money for humanitarian purposes. Positions in crude and heating oil were unprofitable. In the metals sector, losses were taken in silver and gold positions. The Partnership's performance was positive in the month of June. The currencies, metals, energies and stock indices sectors were profitable. Losses were incurred in the financials sector. In the currency markets, the U.S. dollar reached a 28-month high against the Japanese yen early in June, ending down somewhat at month's end, as investors turned to higher yielding currencies such as the British pound. Positions in the Japanese yen and British pound were profitable. Metals markets were impacted by an increase in the world supply of gold. Consequently, gold and silver prices continued their downward trends resulting in profits from short positions. Slight losses were made in the financials sector as trading was more difficult in global bond and stock index markets where trendless price patterns prevailed. Interest income from U.S. Treasury bills decreased by approximately $126,000 and $95,000 for the six and three months ended June 30, 1996 as compared to the same periods in 1995 due to the effect of redemptions on the funds available for investment in U.S. Treasury bills as well as a decrease in interest rates in 1996. Commissions are calculated on the net asset value on the first day of each month and, therefore, vary based on monthly trading performance and redemptions. Commissions decreased by approximately $147,000 and $137,000 for the six and three months ended June 30, 1996 as compared to the same periods in 1995 primarily due to the effect of redemptions on the monthly net asset values. All trading decisions are currently made by John W. Henry & Co., Inc. (the ``Trading Manager''). Management fees are calculated on the net asset value as of the end of each month and, therefore, are affected by trading performance and redemptions. Management fees decreased by approximately $97,000 and $67,000 for the six and three months ended June 30, 1996 as compared to the same periods in 1995 primarily due to the effect of redemptions on the monthly net asset values. Incentive fees are based on New High Net Trading Profits generated by the Trading Manager, as defined in the Advisory Agreement between the Partnership, the General Partner and the Trading Manager. No incentive fees were earned for the six months ended June 30, 1996 but approximately $438,000 was earned for the six months ended June 30, 1995. General and administrative expenses decreased by approximately $17,000 and $16,000 for the six and three months ended June 30, 1996 as compared to the same period in 1995. These expenses include reimbursements of cost 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. These decreases were primarily due to a reduction in overall costs associated with administering the Partnership. 9 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 January 26, 1989, as amended and restated as of March 15, 1989. (Incorporated by reference to Exhibits 3.1 and 4.1 to the Registrant's Annual Report on Form 10-K for the period ended December 31, 1989) 4.2 Subscription Agreement. (Incorporated by reference to Exhibit 4.2 to the Registrant's Annual Report on Form 10-K for the period ended December 31, 1989) 4.3 Request for Redemption. (Incorporated by reference to Exhibit 4.3 to the Registrant's Annual Report on Form 10-K for the period ended December 31, 1989) 27 Financial Data Schedule (filed herewith) (b) Reports on Form 8-K-- Registrant's Current Report on Form 8-K dated May 14, 1996, as filed with the Securities and Exchange Commission on May 16, 1996, relating to Item 4 regarding the change in the Registrant's certifying accountant from Deloitte & Touche LLP to Price Waterhouse LLP. 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. Prudential-Bache Capital Return Futures Fund L.P. By: Seaport Futures Management, Inc. A Delaware corporation, General Partner By: /s/ Steven Carlino Date: August 14, 1996 ---------------------------------------- Steven Carlino Vice President Chief Accounting Officer for the Registrant 11