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, 1999 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: 0-23885 PRUDENTIAL SECURITIES STRATEGIC TRUST - -------------------------------------------------------------------------------- (Exact name of Registrant as specified in its charter) Delaware 13-7075398 - -------------------------------------------------------------------------------- (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 PRUDENTIAL SECURITIES STRATEGIC TRUST (a Delaware Business Trust) STATEMENTS OF FINANCIAL CONDITION (Unaudited) June 30, December 31, 1999 1998 - --------------------------------------------------------------------------------------------------- ASSETS Equity in commodity trading accounts: Cash $38,187,531 $47,615,180 Net unrealized gain on open commodity positions 3,471,615 981,485 Options, at market 219,275 -- ----------- ------------ Net equity 41,878,421 48,596,665 Other receivable 19,377 9,104 ----------- ------------ Total assets $41,897,798 $48,605,769 ----------- ------------ ----------- ------------ LIABILITIES AND TRUST CAPITAL Liabilities Redemptions payable $ 1,071,948 $ 1,735,717 Management fees payable 75,826 88,932 Incentive fee payable 45,161 1,766,804 ----------- ------------ Total liabilities 1,192,935 3,591,453 ----------- ------------ Commitments Trust capital Limited interests (321,616.163 and 359,949.431 interests outstanding) 40,297,771 44,564,154 General interests (3,249 and 3,636 interests outstanding) 407,092 450,162 ----------- ------------ Total trust capital 40,704,863 45,014,316 ----------- ------------ Total liabilities and trust capital $41,897,798 $48,605,769 ----------- ------------ ----------- ------------ Net asset value per limited and general interest ('Interests') $ 125.30 $ 123.81 ----------- ------------ ----------- ------------ - --------------------------------------------------------------------------------------------------- The accompanying notes are an integral part of these statements. 2 PRUDENTIAL SECURITIES STRATEGIC TRUST (a Delaware Business Trust) STATEMENTS OF OPERATIONS (Unaudited) Six months ended Three months ended June 30, June 30, --------------------------- --------------------------- 1999 1998 1999 1998 - ------------------------------------------------------------------------------------------------------- REVENUES Net realized loss on commodity transactions $ (117,733) $(6,123,327) $(2,833,962) $(6,631,692) Change in net unrealized gain on open commodity positions 2,303,805 (1,966,009) 2,393,986 (1,742,279) Interest income 786,067 1,048,944 390,941 468,260 ----------- ----------- ----------- ----------- 2,972,139 (7,040,392) (49,035) (7,905,711) ----------- ----------- ----------- ----------- EXPENSES Commissions 1,627,625 1,846,314 780,929 826,747 Management fees 478,518 692,486 222,723 298,198 Incentive fees 357,011 -- 45,161 -- ----------- ----------- ----------- ----------- 2,463,154 2,538,800 1,048,813 1,124,945 ----------- ----------- ----------- ----------- Net income (loss) $ 508,985 $(9,579,192) $(1,097,848) $(9,030,656) ----------- ----------- ----------- ----------- ----------- ----------- ----------- ----------- ALLOCATION OF NET INCOME (LOSS) Limited interests $ 503,902 $(9,483,151) $(1,086,870) $(8,940,335) ----------- ----------- ----------- ----------- ----------- ----------- ----------- ----------- General interests $ 5,083 $ (96,041) $ (10,978) $ (90,321) ----------- ----------- ----------- ----------- ----------- ----------- ----------- ----------- NET INCOME (LOSS) PER WEIGHTED AVERAGE LIMITED AND GENERAL INTEREST Net income (loss) per weighted average limited and general interest $ 1.46 $ (19.86) $ (3.23) $ (19.23) ----------- ----------- ----------- ----------- ----------- ----------- ----------- ----------- Weighted average number of limited and general interests outstanding 348,084 482,328 339,842 469,520 ----------- ----------- ----------- ----------- ----------- ----------- ----------- ----------- - ------------------------------------------------------------------------------------------------------- STATEMENT OF CHANGES IN TRUST CAPITAL (Unaudited) LIMITED GENERAL INTERESTS INTERESTS INTERESTS TOTAL - ----------------------------------------------------------------------------------------------------- Trust capital--December 31, 1998 363,585.431 $44,564,154 $450,162 $45,014,316 Net income -- 503,902 5,083 508,985 Redemptions (38,720.268) (4,770,285) (48,153 ) (4,818,438) ------------ ----------- --------- ----------- Trust capital--June 30, 1999 324,865.163 $40,297,771 $407,092 $40,704,863 ------------ ----------- --------- ----------- ------------ ----------- --------- ----------- - ----------------------------------------------------------------------------------------------------- The accompanying notes are an integral part of these statements. 3 PRUDENTIAL SECURITIES STRATEGIC TRUST (a Delaware Business Trust) NOTES TO FINANCIAL STATEMENTS JUNE 30, 1999 (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 Securities Strategic Trust (the 'Trust') as of June 30, 1999 and the results of its operations for the six and three months ended June 30, 1999 and 1998. However, the operating results for the interim periods may not be indicative of the results expected for the 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 Trust's Annual Report on Form 10-K filed with the Securities and Exchange Commission for the year ended December 31, 1998 (the 'Annual Report'). New Accounting Guidance In June 1999, the Financial Accounting Standards Board ('FASB') issued Statement No. 137, Accounting for Derivative Instruments and Hedging Activities--Deferral of the Effective Date of FASB Statement No. 133--an amendment of FASB Statement No. 133, which delayed the effective date of FASB Statement No. 133, Accounting for Derivative Instruments and Hedging Activities ('SFAS 133'). The Trust does not believe the effect of adoption of SFAS 133, now required effective January 1, 2001, will be material. B. Related Parties The managing owner of the Trust is Prudential Securities Futures Management Inc. (the 'Managing Owner'), a wholly owned subsidiary of Prudential Securities Incorporated ('PSI'). The Managing Owner or its affiliates perform services for the Trust 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. Except for costs related to brokerage services, PSI or its affiliates pay the costs of these services in addition to its routine operational, administrative, legal and auditing fees as well as costs paid to organize the Trust and offer its Interests. As described in the Annual Report, all commissions for brokerage services are paid to PSI. The Trust's assets are maintained either in trading or cash accounts at PSI, the Trust's commodity broker, or for margin purposes, with the various exchanges on which the Trust is permitted to trade. PSI credits the Trust monthly with 80% of the interest it earns on the average net assets in the Trust's accounts and retains the remaining 20%. The Trust, acting through its trading managers, 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 the Trust pursuant to a line of credit. PSI may require that collateral be posted against the marked-to-market positions of the Trust. As of June 30, 1999, a non-U.S. affiliate of the Managing Owner owns 293.003 limited interests of the Trust. C. Credit and Market Risk Since the Trust's business is to trade futures, forward (including foreign exchange transactions) 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 or 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 Trust's unrealized gain (loss) on open commodity positions reflected in the statements of financial condition. The Trust's exposure to market 4 risk is influenced by a number of factors including the relationships among the contracts held by the Trust 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 Trust must rely solely on the credit of its broker (PSI) with respect to forward transactions. The Trust 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 Managing Owner attempts to minimize both credit and market risks by requiring the Trust and its trading managers 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 Agreements among the Trust, the Managing Owner and each trading manager, a trading manager will automatically be terminated if the net asset value allocated to that trading manager declines by 33 1/3% in any year or since the initial allocation of assets to that trading manager. Furthermore, the Second Amended and Restated Declaration of Trust and Trust Agreement provides that the Trust will liquidate its positions, and eventually dissolve, if the Trust experiences a decline in the net asset value of 50% in any year or since the commencement of trading activities. In each case, the decline in the net asset value is after giving effect for distributions and redemptions. The Managing Owner 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 Trust. PSI, when acting as the Trust'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 Trust all assets of the Trust relating to domestic futures and options trading and not to commingle such assets with other assets of PSI. At June 30, 1999, such segregated assets totalled $34,950,402. Part 30.7 of the CFTC regulations also requires PSI to secure assets of the Trust related to foreign futures and options trading which totalled $6,981,037 at June 30, 1999. There are no segregation requirements for assets related to forward trading. As of June 30, 1999, all open futures, forward and options contracts mature within one year. As of June 30, 1999 and December 31, 1998, gross contract amounts of open futures, forward and options contracts were: 1999 1998 ------------ ------------ Financial Futures Contracts: Commitments to purchase $ 93,379,846 $ 97,619,028 Commitments to sell 234,386,891 181,380,377 Currency Futures and Options Contracts: Commitments to purchase 7,050,698 50,575,452 Commitments to sell 71,847,512 45,606,627 Other Futures and Options Contracts: Commitments to purchase 28,282,993 -- Commitments to sell 874,354 1,413,262 Currency Forward Contracts: Commitments to purchase -- 171,615 Commitments to sell 1,929,538 103,545 Other Forward Contracts: Commitments to purchase 52,364 -- The gross contract amounts represent the Trust'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 Trust intends to close out 5 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 Trust considers the 'fair value' of its futures, forward and options 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 Trust'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 Trust'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, 1999 and December 31, 1998, the fair values of open futures, forward and options contracts were: 1999 1998 --------------------------- --------------------------- Assets Liabilities Assets Liabilities ----------- ----------- ----------- ----------- Futures Contracts: Domestic exchanges Financial $ 950,992 $ 61,737 $ 33,297 $ 7,775 Currencies 495,082 146,617 988,150 166,778 Other 395,757 783,250 11,713 -- Foreign exchanges Financial 2,434,262 285,699 509,091 215,661 Other 692,605 166,762 3,550 -- Forward Contracts: Currencies 29,564 30,218 -- 174,102 Other -- 52,364 -- -- Options Contracts: Domestic exchanges Currencies 24,400 -- -- -- Other 194,875 -- -- -- ----------- ----------- ----------- ----------- $ 5,217,537 $ 1,526,647 $ 1,545,801 $ 564,316 ----------- ----------- ----------- ----------- ----------- ----------- ----------- ----------- The following table presents the average fair value of futures, forward and options contracts during the six months ended June 30, 1999 and 1998, respectively. 1999 1998 -------------------------- -------------------------- Assets Liabilities Assets Liabilities ---------- ----------- ---------- ----------- Futures Contracts: Domestic exchanges Financial $ 660,629 $ 42,341 $ 478,766 $ 159,260 Currencies 852,682 304,899 800,884 207,134 Other 216,958 302,960 435,905 588,997 Foreign exchanges Financial 990,613 200,336 1,658,368 84,994 Other 275,029 125,753 -- 446 Forward Contracts: Currencies 8,086 145,169 -- -- Other -- 15,451 171,952 246,969 Options Contracts: Domestic exchanges Financial 50,358 -- 94,429 -- Currencies 40,159 10,105 58,043 -- Other 27,839 5,509 -- -- Foreign exchanges Financial -- -- 10,287 -- Other 19,921 5,581 21,620 -- ---------- ----------- ---------- ----------- $3,142,274 $ 1,158,104 $3,730,254 $ 1,287,800 ---------- ----------- ---------- ----------- ---------- ----------- ---------- ----------- 6 The following table presents the average fair value of futures, forward and options contracts during the three months ended June 30, 1999 and 1998, respectively. 1999 1998 -------------------------- -------------------------- Assets Liabilities Assets Liabilities ---------- ----------- ---------- ----------- Futures Contracts: Domestic exchanges Financial $ 687,623 $ 50,342 $ 264,438 $ 170,600 Currencies 376,343 262,825 1,101,831 307,706 Other 360,646 529,906 275,898 552,576 Foreign exchanges Financial 1,165,843 183,148 686,863 101,271 Other 452,473 220,067 -- -- Forward Contracts: Currencies 14,006 119,690 -- -- Other -- 27,040 128,810 430,580 Options Contracts: Domestic exchanges Financial -- -- 148,251 -- Currencies 24,803 17,684 27,975 -- Other 48,719 9,641 -- -- Foreign exchanges Financial -- -- 18,003 -- Other 34,862 9,767 37,836 -- ---------- ----------- ---------- ----------- $3,165,318 $ 1,430,110 $2,689,905 $ 1,562,733 ---------- ----------- ---------- ----------- ---------- ----------- ---------- ----------- The following tables present the Trust's trading revenues from futures, forward and options contracts during the six and three months ended June 30, 1999 and 1998, respectively. Six Months Ended Three Months Ended June 30, June 30, ----------------------------- ----------------------------- 1999 1998 1999 1998 ------------ ------------ ------------ ------------ Futures Contracts: Domestic exchanges Financial $ 1,723,748 $(1,839,083 ) $ 124,150 $ (340,018 ) Currencies (1,206,779 ) (4,613,684 ) (1,543,537 ) (3,058,986 ) Other (818,200 ) (4,030,247 ) (772,444 ) (2,318,100 ) Foreign exchanges Financial 3,136,210 5,129,006 1,644,163 233,490 Other 655,845 -- 586,533 -- Forward Contracts: Currencies (1,934 ) -- 19,972 -- Other (50,156 ) (1,099,926 ) (52,364 ) (1,682,472 ) Options Contracts: Domestic exchanges Financial (678,813 ) (890,181 ) -- (746,521 ) Currencies (422,199 ) (656,525 ) (294,799 ) (387,587 ) Other (139,904 ) (4,940 ) (139,904 ) (4,940 ) Foreign exchanges Financial -- (65,754 ) -- (65,754 ) Other (11,746 ) (18,002 ) (11,746 ) (3,083 ) ------------ ------------ ------------ ------------ $ 2,186,072 $(8,089,336 ) $ (439,976 ) $(8,373,971 ) ------------ ------------ ------------ ------------ ------------ ------------ ------------ ------------ 7 PRUDENTIAL SECURITIES STRATEGIC TRUST (a Delaware Business Trust) ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Liquidity and Capital Resources The Trust commenced operations on May 1, 1996 with gross proceeds of $12,686,200 allocated to commodities trading. Additional Interests were offered monthly at the then current net asset value per Interest until the continuous offering period expired on January 31, 1998. Additional contributions made during the continuous offering period totalled $51,242,700 including $375,000 of contributions from the Managing Owner. At June 30, 1999, 100% of the Trust's net assets were allocated to commodities trading. A significant portion of the net assets are held in cash which is used as margin for the Trust's trading in commodities. Inasmuch as the sole business of the Trust is to trade in commodities, the Trust continues to own such liquid assets to be used as margin. PSI credits the Trust monthly with 80% of the interest it earns on the average net assets in these accounts and retains the remaining 20%. 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 Trust from promptly liquidating its commodity futures positions. Since the Trust'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 Trust'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 the Trust's speculative trading as well as the development of drastic market occurrences could result in monthly losses considerably beyond the Trust'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 the Trust and its trading managers 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 the Trust's futures, forward and options contracts. Redemptions of limited interests for the six and three months ended June 30, 1999 were $4,770,285 and $2,414,449, respectively. Redemptions by the Managing Owner recorded for the six and three months ended June 30, 1999 were $48,153 and $24,358, respectively. Redemptions of limited interests and general interests recorded from the commencement of operations, May 1, 1996, through June 30, 1999 were $30,987,910 and $201,548, respectively. Future redemptions will impact the amount of funds available for investment in commodity contracts in subsequent periods. The Trust does not have, nor does it expect to have, any capital assets. Results of Operations The net asset value per Interest as of June 30, 1999 was $125.30, an increase of 1.20% from the December 31, 1998 net asset value per Interest of $123.81. Quarterly Market Overview In the United States, as economic indicators strengthened and the Federal Reserve Bank announced they would raise interest rates, the U.S. dollar rose against most major currencies, especially European which were spurred by deteriorating confidence in the Euro. Throughout the second quarter, several issues weighed on world markets including significant price declines in global long-term interest bonds, the U.S. 8 Federal Reserve's tightening of monetary policy and an increased supply of corporate debt. Furthermore, as the U.S. economy generated strength, investors feared possible inflation. U.S. bond prices fell, followed by European bonds which were depressed by rumors regarding Italy's retreat from the European Economic Union. Global stock markets recorded gains over the quarter, supported by solid corporate earnings and improved economies (especially Asian). In the commodity markets, the energy sector rallied as OPEC announced production cuts and lower inventories in oil and gasoline. A consistent tone prevailed in the agricultural and soft commodity markets as favorable seasonal growing conditions continued to weigh on prices. Quarterly Trust Performance The Trust captured gains in the financial sector driven by U.S. Treasury and Japanese government bonds positions. Global bond markets followed the U.S. bond market lead to higher interest rates and lower prices. By mid-June, the U.S. 30-year Treasury bond yield was back above 6.0% in anticipation of tightening by the U.S. Federal Reserve (the 'FED'). Subsequently, on June 30, the FED raised its federal funds rate by 25 basis points. In Japan, the possibility of an improving economy triggered a bond market rally. In the energy sector, trading in light crude oil provided profits. Crude oil products rallied as extremely hot U.S. weather drove utility demand during June. The rally continued following statements by oil ministers from Saudi Arabia and Mexico regarding the high degree of compliance with current OPEC production cuts. Losses were incurred in the metal sector led by silver, copper, and aluminum. Base metals rallied sharply following announcements that two major companies would significantly cut copper output. If carried out, the estimated production cuts would almost eliminate the estimated global copper supply surplus. Silver experienced extreme volatility throughout the second quarter, and failed to recognize a trend. Additionally, aluminum rallied through April, until the market backed off almost 50% of the bullish move in March. As of May 24, the market corrected, and has since been trending higher. Currency sector positions incurred losses, particularly in the Japanese yen, Australian dollar, and Euro. As the Japanese economy showed signs of recovery, the Bank of Japan intervened by selling yen, fearing a premature strengthening of that currency might dampen growth. The Australian dollar increased in value partly based on indications that Asia's economy may be recovering. However, as gold prices fell to a 20-year low, the commodity-based currencies (i.e. Australian dollar) tumbled as well. Weakness in the Euro continued due to deteriorating confidence in that currency and Italy's possible retraction from the European Economic Union. Consequently, the European Central Bank has been rumored to be considering an interest rate increase. Losses were incurred in the grain sector from soybean, corn and wheat positions. Prices began to trend lower in the grain markets as large corn and soybean crops in South America, coupled with near record plantings in the U.S., kept grain prices under pressure. Interest income is earned on the equity balances held at PSI and, therefore, varies monthly according to interest rates, trading performance and redemptions. Interest income decreased $263,000 and $77,000 for the six and three months ended June 30, 1999 as compared to the same periods in 1998 primarily due to the effects of declining interest rates and redemptions. Commissions are calculated on the Trust's net asset value at the beginning of each month and, therefore, vary according to trading performance and redemptions. Commissions decreased $219,000 and $46,000 for the six and three months ended June 30, 1999 as compared to the same periods in 1998 primarily due to redemptions. Additionally, effective September 1, 1998, the annual rate of commissions charged to the Trust was reduced from 7.75% to 7.5% of the net asset value of the Trust. At June 30, 1999, all trading decisions were made by Willowbridge Associates, Inc. ('Willowbridge') and Bridgewater Associates, Inc. ('Bridgewater') (the 'Trading Managers'). Management fees are calculated on the net asset value allocated to each Trading Manager at the end of each month and, therefore, are affected by trading performance and redemptions. Management fees decreased $214,000 and $75,000 for the six and three months ended June 30, 1999 as compared to the same periods in 1998. These decreases are primarily due to redemptions as well as a reduction in the management fee rate during July 1998 on the portion of net assets traded by Bridgewater. This reduction from a 3% annual rate to .9756% became effective when approximately 50% of the net assets traded by Willowbridge were reallocated to Bridgewater during July 1998. 9 Incentive fees are based on the New High Net Trading Profits generated by each Trading Manager, as defined in the Advisory Agreements among the Trust, the Managing Owner and each Trading Manager. Incentive fees of $357,000 and $45,000 were earned during the six and three months ended June 30, 1999. No incentive fees were earned during the six and three months ended June 30, 1998. New Accounting Guidance In June 1999, the Financial Accounting Standards Board ('FASB') issued Statement No. 137, Accounting for Derivative Instruments and Hedging Activities--Deferral of the Effective Date of FASB Statement No. 133--an amendment of FASB Statement No. 133, which delayed the effective date of FASB Statement No. 133, Accounting for Derivative Instruments and Hedging Activities ('SFAS 133'). The Trust does not believe the effect of adoption of SFAS 133, now required effective January 1, 2001, will be material. Year 2000 Risk A discussion of Year 2000 risk and its effect on the operations of the Trust is included in the Trust's Annual Report. ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK Item 305(c) of Regulation S-K requires disclosure during each interim reporting period of material changes in the quantitative and qualitative market risk information provided as of the end of the immediately preceding year. The following information should be read in conjunction with the Trust's Form 10-K as filed with the Securities Exchange Commission for the year ended December 31, 1998. The following table presents the trading Value at Risk of the Trust's open positions by market sector as of June 30, 1999 and December 31, 1998. As of June 30, 1999 and December 31, 1998, the Trust's total capitalization was approximately $40.7 million and $45.0 million, respectively. June 30, 1999 December 31, 1998 --------------------------------- --------------------------------- % of Total % of Total Market Sector Value at Risk Capitalization Value at Risk Capitalization - ------------------------------------- ------------- --------------- ------------- --------------- Commodities $ 2,359,970 5.80% $ 89,400 0.20% Interest Rates 2,195,027 5.39 1,069,880 2.38 Stock Indicies 2,071,739 5.09 323,431 0.72 Currencies 1,802,396 4.43 1,857,167 4.12 ------------- ------- ------------- ----- Total $ 8,429,132 20.71% $ 3,339,878 7.42% ------------- ------- ------------- ----- ------------- ------- ------------- ----- The following table presents the average trading Value at Risk of the Trust's open positions by market sector for the three months ended June 30, 1999. Three months ended June 30, 1999 --------------------------------- % of Total Market Sector Value at Risk Capitalization - ------------------------------------- ------------- --------------- Commodities $ 1,683,403 4.06% Interest Rates 2,066,543 4.99 Stock Indicies 2,611,622 6.31 Currencies 1,729,517 4.18 ------------- ------- Total $ 8,091,085 19.54% ------------- ------- ------------- ------- The primary trading risk exposures of the Trust at June 30, 1999 and during the three months then ended, by market sector, were: Commodities. The trading managers of the Trust trade a variety of agricultural, metal and energy-related futures contracts which together represent the overall principal market exposure of the Trust as of June 30, 1999. Positions in light crude oil, soybeans and base metals account for the majority of this commodities trading risk exposure at June 30, 1999 and during the three months then ended. 10 Interests Rates. Interest rate movements directly affect the price of sovereign bond positions held by the Trust and indirectly affect the value of its stock index and currency positions. The Trust's primary interest rate exposure is to interest rate fluctuations in the U.S. and other G-7 countries, particularly fluctuations in long-term, as opposed to short-term, rates. At June 30, 1999 and during the three months then ended, positions in U.S. Treasury bonds accounted for the majority of interest rate trading risk for the Trust. Stock Indices. Although the trading managers trade various indices, the Trust's primary equity index exposure at June 30, 1999 and during the three months then ended resulted from positions in the OSE Nikkei Dow Index (Japan). The stock index futures traded by the Trust are, by law, limited to futures on broadly based indices. Currencies. Currency market risk arises from exchange rate fluctuations, primarily fluctuations which disrupt the historical pricing relationships between different currencies and currency pairs. These fluctuations are influenced by interest rate changes as well as political and general economic conditions. Similar to prior periods, the Trust's major exposure as of June 30, 1999 and during the three months then ended resulted from positions in the local currencies of G-7 countries. 11 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--None Item 6. Exhibits and Reports on Form 8-K: (a) Exhibits 3.1 and 4.1--Second Amended and Restated Declaration of Trust and Trust Agreement of the Registrant dated as of December 14, 1995 (incorporated by reference to Exhibit 3.1 to 4.1 to the Registrant's Registration Statement on Form S-1, File No. 33-80443) 4.2--Subscription Agreement (incorporated by reference to Exhibit 4.2 to the Registrant's Registration Statement on Form S-1, File No. 33-80443) 4.3--Request for Redemption (incorporated by reference to Exhibit 4.3 to the Registrant's Registration Statement on Form S-1, File No. 33-80443) 27.1--Financial Data Schedule (filed herewith) (b) Reports on Form 8-K--None 12 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 SECURITIES STRATEGIC TRUST By: Prudential Securities Futures Management Inc. A Delaware corporation, Managing Owner By: /s/ Steven Carlino Date: August 16, 1999 ---------------------------------------- Steven Carlino Vice President and Treasurer 13