FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 (X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended SEPTEMBER 30, 2000 OR ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________ to __________ Commission file number 0-21286 THE FOUR SEASONS FUND II L.P. (Exact name of registrant as specified in its charter) Delaware # 54-1640874 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) c/o JAMES RIVER MANAGEMENT CORP. 103 Sabot Park Manakin-Sabot, Virginia (Address of principal executive offices) 23103 (Zip Code) (804) 578-4500 Attention: Mr. Paul Saunders (Registrant's telephone number, including area code) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by section 13 or l5(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 X No -1- FORM 10-Q PART 1 ITEM 1 FINANCIAL STATEMENTS THE FOUR SEASONS FUND II L.P. COMBINED CONDENSED STATEMENTS OF FINANCIAL CONDITION AS OF SEPTEMBER 30, 2000 AND DECEMBER 31, 1999. September 30, December 31, 2000 1999 ------------------ ----------------- (Unaudited) (audited) ASSETS Net Receivable From Commodity Broker: Receivable For Cash Retained $ 283,635 $ 284,736 Net Unrealized Gain on (16,240) 18,281 Open Futures Contracts Net Unexpired Option Premiums (4,350) - Accrued Interest Receivable 940 761 Other 300 403 U.S. Treasury Strip Securities (Cost plus Accrued interest) 1,481,245 1,794,281 ---------------- --------------- TOTAL ASSETS $ 1,745,530 $ 2,098,462 ================ =============== LIABILITIES: Accrued Brokerage Commissions $ 18,286 $ 12,906 Accrued Advisory Fees 5,794 3,430 Accrued Sponsor Fees 6,605 3,861 Other Accrued Expenses 11,505 15,928 Redemptions Payable 39,256 - ---------------- --------------- 81,446 36,125 Minority interest in Trading Company 3,411 5,103 ---------------- --------------- TOTAL LIABILITIES 84,857 41,228 ---------------- --------------- PARTNERS' CAPITAL: General Partner ( 22.717 units - 09/30/00) 25,480 26,394 ( 22.717 units - 12/31/99) Limited Partners (1457.909 units - 09/30/00) 1,635,193 2,030,840 (1747.909 units - 12/31/99) ---------------- --------------- TOTAL PARTNERS' CAPITAL 1,660,673 2,057,234 ---------------- --------------- TOTAL LIABILITIES AND PARTNERS' CAPITAL $ 1,745,530 $ 2,098,462 ================ =============== PARTNERSHIP UNITS OUTSTANDING 1,480.626 1,770.626 ================ =============== NET ASSET VALUE PER PARTNERSHIP UNIT $ 1,121.60 $ 1,161.87 ================ =============== The accompanying notes are an integral part of these combined condensed financial statements. -2- FORM 10-Q PART 1 ITEM 1 FINANCIAL STATEMENTS THE FOUR SEASONS FUND II L.P. COMBINED CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED) - FOR THE THREE MONTHS AND NINE MONTHS ENDED SEPTEMBER 30, 2000 AND SEPTEMBER 30, 1999. Three months Three months Nine months Nine months ended 09/30/00 ended 09/30/99 ended 09/30/00 ended 09/30/99 -------------- -------------- -------------- -------------- REVENUES Trading Profit (Loss) Net realized gains $ 48,498 $ 4,996 $ 53,180 $ 55,007 Net option premiums (11,794) (15,260) (32,806) (18,185) Net change in unrealized gains on open futures contracts (46,949) (1,474) (34,521) (35,289) Net change in unexpired options 7,500 9,450 (4,350) - ---------- ---------- ----------- ---------- Total Trading Results (2,745) (2,288) (18,497) 1,534 Gain on sale of U.S. Treasury Strip Securities 4,393 - 6,309 5,555 Interest income 27,305 31,660 87,521 95,241 ---------- ---------- ----------- ---------- Total Revenues 28,953 29,372 75,333 102,330 EXPENSES Brokerage commissions 11,001 13,247 35,660 40,645 Management fees 4,284 5,180 13,918 15,874 Sponsor fees 3,218 3,891 10,454 11,925 Administrative expenses 4,895 5,764 14,160 18,573 ---------- ---------- ----------- ---------- Total Expenses 23,398 28,082 74,192 87,017 ---------- ---------- ----------- ---------- INCOME BEFORE ALLOCATION OF MINORITY INTEREST 5,555 1,290 1,141 15,312 ALLOCATION OF MINORITY INTEREST 364 533 1,691 1,471 ---------- ---------- ----------- ---------- NET INCOME: $ 5,919 $ 1,823 $ 2,832 $ 16,783 ========== ========== =========== ========== Limited Partners $ 5,830 $ 1,800 $ 2,838 $ 16,573 General Partner 89 23 (6) 210 Net income (loss) per unit 3.90 1.02 (0.27) 9.25 The accompanying notes are an integral part of these combined condensed financial statements. -3- FORM 10-Q PART 1 ITEM 1 FINANCIAL STATEMENTS THE FOUR SEASONS FUND II L.P. COMBINED CONDENSED STATEMENT OF PARTNERS' CAPITAL (UNAUDITED) - FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000. UNITS OF PARTNERSHIP INTEREST LIMITED PARTNERS GENERAL PARTNER TOTAL PARTNERS' CAPITAL, DECEMBER 31, 1999 1,770.626 $ 2,030,840 $ 26,394 $ 2,057,234 =========== ============ ============= ============= Capital Withdrawals (290.000) (328,569) - (328,569) Capital Distributions - (69,916) (909) (70,825) Net Income (Loss) - 2,838 (6) 2,832 ----------- ------------ ------------- ------------- PARTNERS' CAPITAL, SEPTEMBER 30, 2000 1,480.626 $ 1,635,193 $ 25,480 $ 1,660,673 =========== ============ ============= ============= December 31, 1999: Amount $1,161.87 Units outstanding 1,770.626 September 30, 2000: Amount $1,121.60 Units outstanding 1,480.626 The accompanying notes are an integral part of these combined condensed statements. -4- FORM 10-Q PART 1 ITEM 1 FINANCIAL STATEMENTS THE FOUR SEASONS FUND II L.P. COMBINED CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED) - FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000 AND SEPTEMBER 30, 1999. 9/30/00 9/30/99 -------------------- ------------------ CASH FLOWS FROM OPERATING ACTIVITIES: Net Income $ 2,832 16,783 Adjustments To Reconcile Net Income To Net Cash Used in Operating Activities: Net Change In Unrealized Gains On Futures Contracts 34,521 35,289 Net Change In Unrealized Option Premiums 4,350 - Accrued Interest From U.S. Treasury Strip Securities (81,611) (88,126) Gain on Sale of U.S. Treasury Strip Securities (6,309) (5,555) (Increase) Decrease In Operating Assets: Net Receivable From Commodity Broker For Cash Retained 1,204 48,435 Net Receivable From Commodity Broker For Interest Receivable (179) 256 Increase (Decrease) In Operating Liabilities: Accrued Brokerage Commissions 5,380 8,276 Accrued Advisory Fees 2,364 (2,104) Accrued Sponsor Fees 2,744 2,478 Other Accrued Expenses (4,424) 1,362 Redemptions Payable 39,256 (21,210) Allocation of Income to Minority Interest (1,691) (1,471) -------------- ------------ Net cash used in operating activities (4,395) (22,370) -------------- ------------ NET CASH FLOWS FROM FINANCING ACTIVITIES Limited Partner Redemptions (328,569) (91,979) Partner Distributions (70,825) (73,991) -------------- ------------ Net cash used in financing activities (399,394) (165,970) -------------- ------------ NET CASH FLOWS FROM INVESTING ACTIVITIES Maturity of U.S. Treasury Strip 71,000 75,000 Sale of U.S. Treasury Strip Securities 329,957 96,557 -------------- ------------ Net cash provided by investing activities 400,957 171,557 -------------- ------------ NET INCREASE IN CASH - - CASH AT BEGINNING OF PERIOD - - -------------- ------------ CASH AT END OF PERIOD - - ============== ============ The accompanying notes are an integral part of these combined condensed statements. -5- Form 10-Q Part 1 Item 2 Management's Discussion THE FOUR SEASONS FUND II L.P. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND OPERATING RESULTS FOR THE NINE MONTH AND THREE MONTH PERIODS ENDED SEPTEMBER 30, 2000 AND 1999: (A) SEPT 30, SEPT 30, 2000 1999 -------- -------- PARTNERS' CAPITAL $1,660,673 2,064,850 For the nine month period ending September 30, 2000, Partners' Capital decreased $ 396,561 due primarily to capital withdrawals of $ 328,569, capital distributions of $ 70,825, operating expenses of $ 74,192, and realized and unrealized trading losses of futures contracts, options on futures, and currency forwards of $ 18,497. The decrease in capital resulting from capital withdrawals, capital distributions, trading losses, and operating expenses was partially offset by the increase in accrued interest of the Treasury strip securities of $ 81,611. The largest losses in futures trading were concentrated in S&P 500 index contracts, while gains were recognized in 10-year notes and US Treasury bond futures contracts. In comparison, for the nine month period ending September 30, 1999, Partners' Capital decreased $ 149,187 due primarily to capital withdrawals of $ 91,979, capital distributions of $ 73,991, and operating expenses of $ 87,107. The decrease in capital resulting from capital withdrawals, capital distributions, and operating expenses was partially offset by the increase in accrued interest of the Treasury strip securities of $ 88,126 and the realized trading gains of futures contracts, options on futures contracts, and currency forwards of $ 1,534. The largest gains in futures trading were concentrated in S&P 500 index contracts. -6- For the three month period ending September 30, 2000, Partners' Capital decreased $ 33,337, due primarily to capital withdrawals of $ 39,256 and operating expenses of $ 23,398. The decrease in capital was partially offset by the increase in accrued interest of the Treasury strip securities of $ 24,875. The largest losses in futures trading and options on futures trading were recognized in the S&P 500 index contracts, while the largest gains were accumulated in 5-year CBOT notes, US bond futures, and foreign currency futures trading. For the three month period ending September 30, 1999, Partners' Capital decreased $ 12,170 , due primarily to net options premiums of $ (15,260) and operating expenses of $ 28,082. The decrease in capital was partially offset by the increase in accrued interest of the Treasury strip securities of $ 29,395. The largest losses in futures trading and options on futures trading were recognized in the S&P 500 index contracts and 10-year Treasury note contracts. (B) The U.S. Treasury Strip Securities are valued at the lower of cost plus accrued interest or market value. As of September 30, 2000, the cost plus accrued interest value (as shown on the Combined Condensed Statements of Financial Condition) of the U.S. Treasury Strip Securities is $ 1,481,245 and the value of said securities at market value is $ 1,514,983. As of December 31, 1999, the value of the U.S. Treasury Strip Securities at cost plus accrued interest was $ 1,794,281 and the market value was $ 1,819,710. -7- EXHIBITS None PART II None 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. THE FOUR SEASONS FUND II L.P. (Registrant) By JAMES RIVER MANAGEMENT CORP. (General Partner) By Edward M. Jasinski Director of Fund Administration -8-