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 June 30, 1996 OR ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________ to __________ Commission file number 0-21286 THE FOUR SEASONS FUND II L.P. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of # 54-1640874 incorporation or organization) (I.R.S. Employer Identification No.) c/o JAMES RIVER MANAGEMENT CORP. 103 Sabot Park Manakin-Sabot, Virginia (Address of principal executive offices) 23103 (Zip Code) (804) 784-4500 Attention: Mr. Paul Saunders (Registrant's telephone number, including area code) Formerly c/o KIDDER PEABODY FUTURES MANAGEMENT CORP. (Former name, former address and former fiscal year, if changed since last report) 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 STATEMENTS OF FINANCIAL CONDITION (UNAUDITED) JUNE 30 MAR 31 1996 1996 ---------- ---------- ASSETS: Cash $ 0 $ 0 Net Receivable From Commodity Broker: Receivable For Cash Retained 803,953 1,021,542 Net Unrealized Gains on 34,537 26,749 Open Futures Contracts Net Unexpired Option Premiums (27,000) 0 Accrued Interest Receivable 3,569 4,047 U.S. Treasury Strip Securities 5,859,581 6,183,815 (Cost plus Accrued ) ---------- ---------- TOTAL ASSETS $6,674,640 $7,236,153 ========== ========== LIABILITIES: Accrued Brokerage Commissions $ 14,274 $ 47,162 Accrued Advisory Fees 11,034 12,088 Accrued Sponsor Fees 4,172 14,001 Other Accrued Expenses 10,055 17,436 Redemptions Payable 431,601 493,686 ---------- ---------- 471,136 584,374 Minority interest in Trading Company 11,747 13,607 ---------- ---------- TOTAL LIABILITIES 482,883 597,981 PARTNERS' CAPITAL: General Partner (86.7171 units - 06/30/96) 85,100 85,290 (86.7171 units - 03/31/96) Limited Partners (6,222.7129 units - 06/30/96) 6,106,659 6,552,882 (6,662.5168 units - 03/31/96) ---------- ---------- TOTAL PARTNER'S CAPITAL 6,191,759 6,638,172 ---------- ---------- TOTAL LIABILITIES AND PARTNERS' CAPITAL $ 6,674,642 $ 7,236,153 ========== ========== PARTNERSHIP UNITS OUTSTANDING 6,309.4300 6,749.2339 ========== ========== NET ASSET VALUE PER PARTNERSHIP UNIT $ 981.35 $ 983.54 ========== ========== The Accompanying Notes Are An Integral Part Of The Financial Statements. FORM 10-Q PART 1 ITEM 1 FINANCIAL STATEMENTS THE FOUR SEASONS FUND II L.P. STATEMENT OF OPERATIONS (UNAUDITED) - FOR THE THREE MONTHS ENDED JUNE 30, 1996 AND MARCH 31, 1996. Three months Three months ended 6/30/96 ended 3/31/96 REVENUES Trading Profit (Loss) Net realized gains (losses) $ (27,416) $ (288,088) Net option premiums (6,524) 0 Net change in unrealized gains on open futures contracts 7,787 (134,153) Net change in unexpired options (27,000) 0 ------------ -------------- Total Trading Results (53,153) (422,241) Gain (loss) on sale of U.S. Treasury Strip Securities 11,583 44,422 Unrealized gain on U.S. Treasury Strip Securities 0 0 Interest income 105,070 116,458 ------------ -------------- Total Revenues 63,500 (261,361) EXPENSES Brokerage commissions 42,736 48,294 Management fees 16,645 18,647 Sponsor fees 12,497 14,001 Administrative expenses 8,298 10,627 ------------ -------------- Total Expenses 80,176 91,570 ------------ -------------- INCOME (LOSS) BEFORE ALLOCATION OF MINORITY INTEREST (16,676) (352,931) ALLOCATION OF MINORITY INTEREST 1,860 7,070 ------------ -------------- NET INCOME (LOSS) (14,816) (345,861) ============ ============== Limited Partners (14,626) (341,725) General Partner (190) (4,136) Net income (loss) per unit ($2.19) ($47.70) The Accompanying Notes Are An Integral Part Of The Financial Statements. -3- FORM 10-Q PART 1 ITEM 1 FINANCIAL STATEMENTS THE FOUR SEASONS FUND II L.P. STATEMENTS OF PARTNERS' CAPITAL (UNAUDITED) - FOR THE THREE MONTHS ENDED JUNE 30, 1996, AND MARCH 31, 1996. UNITS OF PARTNERSHIP INTEREST LIMITED PARTNERS GENERAL PARTNER TOTAL PARTNERS' CAPITAL, DECEMBER 31, 1995 7251.1800 7,674,871 92,896 7,767,765 Capital Contributions - - - - Capital Withdrawals (501.9461) (493,686) - (493,686) Capital Distributions - (286,578) (3,469) (290,047) Net Income - (341,725) (4,136) (345,861) ---------- ---------- ----------- ---------- PARTNERS' CAPITAL, MARCH 31, 1996 6,749.2339 6,552,883 85,291 6,638,171 Capital Contributions - - - - Capital Withdrawals (439.8039) (431,601) - (431,601) Capital Distributions - 0 0 0 Net Income - (14,626) (190) (14,816) ---------- ---------- ----------- ---------- PARTNERS' CAPITAL, JUNE 30, 1996 6309.4300 6,106,659 85,100 6,191,759 ========== ========== =========== ========== NET ASSET VALUE PER PARTNERSHIP UNIT: December 31, 1995: Amount $ 1,071.24 Units outstanding 7,251.180 March 31, 1996: Amount $ 983.54 Units outstanding 6,749.2339 June 30, 1996: Amount $ 981.35 Units outstanding 6309.4300 The Accompanying Notes Are An Integral Part Of The Financial Statements. FORM 10-Q PART 1 ITEM 1 FINANCIAL STATEMENTS THE FOUR SEASONS FUND II L.P. STATEMENT OF CASH FLOWS (UNAUDITED) - FOR THE THREE MONTHS ENDED JUNE 30, 1996 AND MARCH 31, 1996. Three months Three months ended 6/30/96 ended 3/31/96 CASH FLOWS FROM OPERATING ACTIVITIES: Net Income $ (14,816) $ (345,861) Adjustments To Reconcile Net Income To Net Cash Used In Operating Activities: Net Change In Unrealized Gains On Futures Contracts 19,213 134,153 Net Change In Unrealized Option Premiums - - Accrued Interest From U.S. Treasury Strip Securities (94,523) (101,908) Gain on Sale of U.S. Treasury Strip Securities (11,583) (44,422) (Increase) Decrease In Operating Assets: Net Receivable From Commodity Broker For Cash Retained 217,042 462,580 Net Receivable From Commodity Broker For Interest Receivable 1,025 3,115 Increase (Decrease) In Operating Liabilities: Accrued Brokerage Commissions (32,887) 11,749 Accrued Advisory Fees (1,054) (2,036) Accrued Sponsor Fees (9,829) 3,398 Other Accrued Expenses (7,381) (4,552) Redemptions Payable (62,085) (287,762) Allocation of Income to Minority Interest (1,860) (7,070) ---------- ---------- Net cash (used in) provided by operating activities 16,078 167,245 NET CASH FLOWS FROM FINANCING ACTIVITIES Limited Partner Additions - - Limited Partner Redemptions (431,601) (493,686) Partner Distributions 0 (290,047) ---------- ---------- Net cash (used in) provided by financing activities (431,601) (783,733) NET CASH FLOWS FROM INVESTING ACTIVITIES Maturity of U.S. Treasury Strip - 291,000 Sale of U.S. Treasury Strip Securities 430,341 671,349 ---------- ---------- Net cash (used in) provided by investing activities 430,341 962,349 NET INCREASE IN CASH 0 0 CASH AT BEGINNING OF PERIOD 0 0 ---------- ---------- CASH AT END OF PERIOD 0 0 ========== =========== The Accompanying Notes Are An Integral Part Of The Financial Statements. - 5 - 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 Robert T. Eads Controller -8- 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 THREE MONTHS ENDED June 30, 1996: (A) JUN 30 MAR 31 1996 1996 --------- -------- PARTNERS' CAPITAL $6,191,759 $ 6,638,172 Partners' Capital decreased $ 446,413 due primarily to net losses on trading of futures contracts and options on futures contracts (realized and unrealized) of $ 53,153, capital withdrawals of $ 431,601 and operating expenses of $ 80,176. The largest losses in futures trading were concentrated in the S&P 500 index, with losses also in the U.S. and foreign bond markets. The losses in trading and operating expenses were partially offset by the appreciation in the value of the U.S. Treasury Strip Securities' interest income of $ 94,523, as well as realized market gains of $ 11,583 from the sale of Treasury Strip Securities. (B) The U.S.Treasury Strip Securities are valued at the lower of cost plus accrued interest or market value. As of June 30, 1996, the market value of the U.S. Treasury Strip Securities is $ 5,922,015 and the value of said securities at cost plus accrued interest is $ 5,859,581 (as shown on the Combined Statement of Financial Condition). As of March 31, 1996, the market value of the U.S. Treasury Strip Securities was $ 7,838,190 and the value of said securities at cost plus accrued interest was $ 6,183,815.