SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) /X/ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 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) September 30, December 31, 1999 1998 - ---------------------------------------------------------------------------------------------------- ASSETS Equity in commodity trading accounts: Cash $30,937,971 $47,615,180 Net unrealized gain on open commodity positions 5,348,708 981,485 Net option premiums 281,361 -- ------------- ------------ Net equity 36,568,040 48,596,665 Other receivable 10,658 9,104 ------------- ------------ Total assets $36,578,698 $48,605,769 ------------- ------------ ------------- ------------ LIABILITIES AND TRUST CAPITAL Liabilities Redemptions payable $ 1,011,614 $ 1,735,717 Management fees payable 65,938 88,932 Incentive fee payable -- 1,766,804 ------------- ------------ Total liabilities 1,077,552 3,591,453 ------------- ------------ Commitments Trust capital Limited interests (290,064.890 and 359,949.431 interests outstanding) 35,146,128 44,564,154 General interests (2,930 and 3,636 interests outstanding) 355,018 450,162 ------------- ------------ Total trust capital 35,501,146 45,014,316 ------------- ------------ Total liabilities and trust capital $36,578,698 $48,605,769 ------------- ------------ ------------- ------------ Net asset value per limited and general interest ('Interests') $ 121.17 $ 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) Nine months ended Three months ended September 30, September 30, -------------------------- --------------------------- 1999 1998 1999 1998 - ------------------------------------------------------------------------------------------------------ REVENUES Net realized gain (loss) on commodity transactions $(3,181,210) $1,017,473 $(3,063,477) $ 7,140,800 Change in net unrealized gain on open commodity positions 4,367,223 1,085,121 2,063,418 3,051,130 Interest income 1,144,704 1,473,020 358,637 424,076 ----------- ---------- ----------- ----------- 2,330,717 3,575,614 (641,422) 10,616,006 ----------- ---------- ----------- ----------- EXPENSES Commissions 2,320,247 2,417,893 692,622 571,579 Management fees 671,131 880,518 192,613 188,032 Incentive fees 357,011 646,724 -- 646,724 ----------- ---------- ----------- ----------- 3,348,389 3,945,135 885,235 1,406,335 ----------- ---------- ----------- ----------- Net income (loss) $(1,017,672) $ (369,521) $(1,526,657) $ 9,209,671 ----------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ALLOCATION OF NET INCOME (LOSS) Limited interests $(1,007,489) $ (365,588) $(1,511,391) $ 9,117,563 ----------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- General interests $ (10,183) $ (3,933) $ (15,266) $ 92,108 ----------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- NET INCOME (LOSS) PER WEIGHTED AVERAGE LIMITED AND GENERAL INTEREST Net income (loss) per weighted average limited and general interest $ (3.02) $ (.80) $ (4.85) $ 21.63 ----------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- Weighted average number of limited and general interests outstanding 336,965 463,449 314,726 425,690 ----------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- - ------------------------------------------------------------------------------------------------------ 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 loss -- (1,007,489) (10,183 ) (1,017,672) Redemptions (70,590.541) (8,410,537) (84,961 ) (8,495,498) ------------ ----------- --------- ----------- Trust capital--September 30, 1999 292,994.890 $35,146,128 $355,018 $35,501,146 ------------ ----------- --------- ----------- ------------ ----------- --------- ----------- - ----------------------------------------------------------------------------------------------------- The accompanying notes are an integral part of these statements. 3 PRUDENTIAL SECURITIES STRATEGIC TRUST (a Delaware Business Trust) NOTES TO FINANCIAL STATEMENTS SEPTEMBER 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 September 30, 1999 and the results of its operations for the nine and three months ended September 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'). 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 September 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 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 4 transactions. The Trust presents unrealized gains and losses on open forward positions, if any, 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 September 30, 1999, such segregated assets totalled $26,954,139. 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 $6,829,715 at September 30, 1999. There are no segregation requirements for assets related to forward trading. As of September 30, 1999, all open futures, forward and options contracts mature within one year. As of September 30, 1999 and December 31, 1998, gross contract amounts of open futures, forward and options contracts were: 1999 1998 ------------ ------------ Financial Futures and Options Contracts: Commitments to purchase $266,389,082 $ 97,619,028 Commitments to sell 251,189,246 181,380,377 Currency Futures Contracts: Commitments to purchase 32,118,063 50,575,452 Commitments to sell 10,872,935 45,606,627 Other Futures and Options Contracts: Commitments to purchase 31,230,482 -- Commitments to sell 343,149 1,413,262 Currency Forward Contracts: Commitments to purchase 27,748 171,615 Commitments to sell -- 103,545 Other Forward Contracts: Commitments to purchase 16,757,661 -- 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 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. 5 At September 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 $ 719,031 $ 31,487 $ 33,297 $ 7,775 Currencies 298,163 152,825 988,150 166,778 Other 321,250 138,353 11,713 -- Foreign exchanges Financial 424,468 279,032 509,091 215,661 Other 673,243 58,562 3,550 -- Forward Contracts: Currencies -- 39,325 -- 174,102 Other 2,823,511 -- -- -- Options Contracts: Domestic exchanges Financial 1,013 -- -- -- Other 882,900 -- -- -- Foreign exchange Other 186,074 -- -- -- ----------- ----------- ----------- ----------- $ 6,329,653 $ 699,584 $ 1,545,801 $ 564,316 ----------- ----------- ----------- ----------- ----------- ----------- ----------- ----------- The following table presents the average fair value of futures, forward and options contracts during the nine months ended September 30, 1999 and 1998, respectively. 1999 1998 -------------------------- -------------------------- Assets Liabilities Assets Liabilities ---------- ----------- ---------- ----------- Futures Contracts: Domestic exchanges Financial $ 614,338 $ 32,907 $ 787,562 $ 134,009 Currencies 712,448 272,829 814,093 315,517 Other 187,994 232,548 322,124 431,621 Foreign exchanges Financial 998,083 239,515 1,904,090 204,298 Other 367,607 118,898 3,751 28,544 Forward Contracts: Currencies 13,906 112,218 1,465 90 Other 284,730 10,816 120,443 190,690 Options Contracts: Domestic exchanges Financial 35,352 -- 66,101 -- Currencies 53,349 7,074 40,630 -- Other 119,083 3,857 4,900 -- Foreign exchanges Financial -- -- 7,201 -- Other 34,141 3,907 15,134 -- ---------- ----------- ---------- ----------- $3,421,031 $ 1,034,569 $4,087,494 $ 1,304,769 ---------- ----------- ---------- ----------- ---------- ----------- ---------- ----------- 6 The following table presents the average fair value of futures, forward and options contracts during the three months ended September 30, 1999 and 1998, respectively. 1999 1998 -------------------------- -------------------------- Assets Liabilities Assets Liabilities ---------- ----------- ---------- ----------- Futures Contracts: Domestic exchanges Financial $ 617,494 $ 23,606 $1,389,901 $ 60,775 Currencies 412,696 185,153 696,090 492,384 Other 189,248 247,001 132,465 226,164 Foreign exchanges Financial 1,370,200 319,625 2,118,801 414,203 Other 610,868 118,869 9,377 70,578 Forward Contracts: Currencies 28,006 34,055 3,663 226 Other 711,824 13,091 191 258,552 Options Contracts: Domestic exchanges Financial 253 -- -- -- Currencies 69,194 -- -- -- Other 297,707 -- 12,250 -- Foreign exchanges Other 50,490 -- 9,868 -- ---------- ----------- ---------- ----------- $4,357,980 $ 941,400 $4,372,606 $ 1,522,882 ---------- ----------- ---------- ----------- ---------- ----------- ---------- ----------- The following tables present the Trust's trading revenues from futures, forward and options contracts during the nine and three months ended September 30, 1999 and 1998, respectively. Nine Months Ended Three Months Ended September 30, September 30, ----------------------------- ----------------------------- 1999 1998 1999 1998 ------------ ------------ ------------ ------------ Futures Contracts: Domestic exchanges Financial $ 887,418 $ 1,850,457 $ (836,330 ) $ 3,689,540 Currencies (3,565,710 ) (3,540,488 ) (2,358,930 ) 1,073,196 Other (1,962,079 ) (5,631,904 ) (1,143,880 ) (1,601,657) Foreign exchanges Financial 2,315,629 12,604,230 (820,581 ) 7,475,224 Other 1,754,641 3,303 1,098,796 3,303 Forward Contracts: Currencies 7,814 (116,004 ) 9,748 (116,004) Other 2,773,355 (1,277,277 ) 2,823,511 (177,351) Options Contracts: Domestic exchanges Financial (898,213 ) (890,181 ) (219,400 ) -- Currencies (566,174 ) (722,951 ) (143,975 ) (66,426) Other 484,966 (4,940 ) 624,870 -- Foreign exchanges Financial -- (65,754 ) -- -- Currencies -- (48,425 ) -- (48,425) Other (45,634 ) (57,472 ) (33,888 ) (39,470) ------------ ------------ ------------ ------------ $ 1,186,013 $ 2,102,594 $(1,000,059 ) $ 10,191,930 ------------ ------------ ------------ ------------ ------------ ------------ ------------ ------------ 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 September 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 nine and three months ended September 30, 1999 were $8,410,537 and $3,640,252, respectively. Redemptions by the Managing Owner recorded for the nine and three months ended September 30, 1999 were $84,961 and $36,808, respectively. Redemptions of limited interests and general interests recorded from the commencement of operations, May 1, 1996, through September 30, 1999 were $34,628,162 and $238,356, 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 September 30, 1999 was $121.17, a decrease of 2.13% from the December 31, 1998 net asset value per Interest of $123.81, and a decrease of 3.30% from the June 30, 1999 net asset value per Interest of $125.30. Quarterly Market Overview During the quarter, global financial markets experienced heavy volatility. In July, U.S. Federal Reserve policy gave markets a boost. However, record trade deficits, higher employment costs, fears of inflation and higher interest rates in the U.S. quickly caused a reversal in U.S. stock and bond markets. Global stock and 8 bond markets followed U.S. markets demonstrating increased volatility. The U.S. dollar also experienced fluctuations throughout the quarter as signs of a stronger U.S. economy versus the European community supported the dollar's rise to new highs against most major currencies. However, later in the quarter as a record trade gap and stronger than expected European economic data were reported, the U.S. dollar came under pressure and continued to fall against most major currencies and to record lows against the Japanese yen. In the commodities markets, energy prices rose as OPEC members agreed to maintain cuts in oil output. The metal sector experienced extreme movement as gold prices rose to a two-year high following reports that 15 European central banks would limit sales and retain higher gold reserves. Quarterly Trust Performance The Trust incurred losses in the currency sector due to positions in the Japanese yen and British pound sterling. The Japanese yen rallied against the U.S. dollar and European currencies following a stronger than expected second quarter GDP report. The rally was sustained by an optimistic outlook for the Japanese economy and the absence of meaningful intervention by the Bank of Japan. British pound sterling hit an eight-month high against the U.S. dollar. The pound's increase was supported by low inflation, low unemployment and an unexpected interest rate increase by the Bank of England. In the financial sector, trading in Euro Bund (formerly German bond), U.S. Treasury bonds, and Japanese government bonds resulted in losses. Except for Japan, global interest rate markets followed the lead of the U.S. bond market as rates moved higher. On August 24th, the Federal Open Market Committee decided to increase the U.S. federal funds rate by 25 basis points. European bond prices were weaker than U.S. bond prices due to fear of a tightening bias and rate hike by the European Central Bank (ECB). Consequently, ECB President Duisenberg made a public statement about tightening monetary policy in response to inflationary pressures within the euro-zone. In Japan, long-term interest rates rose during the first half of the quarter on concerns that more government bonds may be issued to finance the bailout of the weaker Japanese banks. Trading in the grain sector resulted in losses for the Trust led by long positions in soybeans and corn. Soybean prices fell as drought-related supply concerns were alleviated and the market began to focus on weak domestic demand. Corn reached an eleven-year low as ideal weather conditions prevailed early in the quarter improving the outlook for a large crop. Profits were derived in the metal sector from long positions in gold. Gold prices rose following an auction by the Bank of England which yielded higher-than-expected prices. The market later surged following a joint announcement by 15 European central banks that they would not sell or lease any reserves, other than those previously designated for sale, for a five year period. This announcement removed a tremendous amount of supply uncertainty from the market, and allowed producer demand to send prices higher. 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 $328,000 and $65,000 for the nine and three months ended September 30, 1999 as compared to the same periods in 1998 primarily due to the effects of lower 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 $98,000 for the nine months ended September 30, 1999 as compared to the same period in 1998 primarily due to redemptions. Commissions increased $121,000 for the three months ended September 30, 1999 as compared to the same period in 1998 primarily due to strong trading performance during the second half of 1998 as well as the reallocation of trading assets during the third quarter of 1998. During July 1998, Willowbridge Associates, Inc. ('Willowbridge') ceased to serve as a trading manager to the Trust with regard to all trading programs with the exception of its XLIM program, which represented approximately 50% of the Trust's assets. These assets were assigned to Bridgewater Associates, Inc. ('Bridgewater'), who began trading Trust assets on August 26, 1998. As a result, the Trust did not incur commissions or management fees during the period these assets were not allocated for commodities trading. The three month increase was partially offset by redemptions and a reduction in the annual rate of commissions charged to the Trust from 7.75% to 7.5% of the net asset value of the Trust during September 1998. At September 30, 1999, all trading decisions were made by Willowbridge and 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 9 fees decreased $209,000 for the nine months ended September 30, 1999 but increased $5,000 for the three months ended September 30, 1999 as compared to the same periods in 1998 primarily due to the same reasons commissions fluctuated as discussed above. Additionally, the Trust experienced a reduction in the management fee rate during the third quarter of 1998 on the portion of net assets traded by Bridgewater. This reduction from a 3% annual rate to .9756% became effective when the portion of the net assets traded by Willowbridge were reallocated to Bridgewater as discussed above. 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 were earned during the six months ended June 30, 1999. Incentive fees of $647,000 were earned during the three months ended September 30, 1998. 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 September 30, 1999 and December 31, 1998. As of September 30, 1999 and December 31, 1998, the Trust's total capitalization was approximately $35.5 million and $45.0 million, respectively. September 30, 1999 December 31, 1998 --------------------------------- --------------------------------- % of Total % of Total Market Sector Value at Risk Capitalization Value at Risk Capitalization - ------------------------------------- ------------- --------------- ------------- --------------- Commodities $ 4,069,140 11.46% $ 89,400 0.20% Stock Indices 2,242,366 6.32 323,431 0.72 Interest Rates 1,166,863 3.29 1,069,880 2.38 Currencies 579,905 1.63 1,857,167 4.12 ------------- ------- ------------- ----- Total $ 8,058,274 22.70% $ 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 September 30, 1999. Three months ended September 30, 1999 --------------------------------- % of Total Market Sector Value at Risk Capitalization - ------------------------------------- ------------- --------------- Commodities $ 2,395,878 6.55% Stock Indices 1,979,582 5.41 Interest Rates 1,436,069 3.93 Currencies 1,149,468 3.14 ------------- ------- Total $ 6,960,997 19.03% ------------- ------- ------------- ------- The primary trading risk exposures of the Trust at September 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 September 30, 1999. Positions in metals (particularly gold and copper), light crude oil and natural gas account for the majority of this commodities trading risk exposure at September 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 September 30, 1999 and during the three months then ended, positions in Euro Bunds, LIFFE gilts and U.S. Treasury bonds account 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 September 30, 1999 and during the three months then ended resulted from positions in the S&P 500 Index, DAX (Germany) and the OSE Nikkei Dow (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 September 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: November 12, 1999 ---------------------------------------- Steven Carlino Vice President and Treasurer 13