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, 1997 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 1997 1997 ------------- ----------- ASSETS: Cash $ 0 $ 0 Net Receivable From Commodity Broker: Receivable For Cash Retained 326,991 698,663 Net Unrealized Gains on 77,387 (15,714) Open Futures Contracts Net Unexpired Option Premiums 0 30,650 Accrued Interest Receivable 943 2,613 U.S. Treasury Strip Securities 2,345,784 4,185,055 ------------- ----------- (Cost plus Accrued ) TOTAL ASSETS $ 2,751,105 $ 4,901,267 ============= =========== LIABILITIES: Accrued Brokerage Commissions $ 16,698 $ 10,766 Accrued Advisory Fees 2,263 4,064 Accrued Sponsor Fees 5,002 3,127 Other Accrued Expenses 13,358 10,748 Redemptions Payable 115,769 2,244,069 ------------- ----------- 153,090 2,272,774 Minority interest in Trading Company 17,193 14,953 ------------- ----------- TOTAL LIABILITIES 170,283 2,287,727 PARTNERS' CAPITAL: General Partner (86.7171 units - 06/30/97) 91,265 88,455 (86.7171 units - 03/31/97) Limited Partners (2365.4971 units - 06/30/97) 2,489,557 2,525,085 (2475.4971 units - 03/31/97) ------------- ----------- TOTAL PARTNER'S CAPITAL 2,580,822 2,613,540 ------------- ----------- TOTAL LIABILITIES AND PARTNERS' CAPITAL $ 2,751,105 $ 4,901,267 ============= =========== PARTNERSHIP UNITS OUTSTANDING 2,452.214 2,562.214 ============= =========== NET ASSET VALUE PER PARTNERSHIP UNIT $ 1,052.45 $ 1,020.03 ============= =========== 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, 1997 AND MARCH 31, 1997. Three months Three months ended 06/30/97 ended 03/31/97 -------------- -------------- REVENUES Trading Profit (Loss) Net realized gains (losses) $ 16,671 $ 165,745 Net option premiums 3,194 (40,800) Net change in unrealized gains on open futures contracts 93,100 (44,004) Net change in unexpired options (30,650) 30,650 ---------- ------------ Total Trading Results 82,315 111,591 Gain (loss) on sale of U.S. Treasury Strip Securities (1,962) 11,063 Interest income 42,502 77,380 ---------- ------------ Total Revenues 122,855 200,034 EXPENSES Brokerage commissions 17,030 31,802 Management fees 6,658 12,480 Sponsor fees 5,002 9,371 Administrative expenses 8,873 7,845 ---------- ------------ Total Expenses 37,563 61,498 ---------- ------------ INCOME (LOSS) BEFORE ALLOCATION OF MINORITY INTEREST 85,292 138,536 ALLOCATION OF MINORITY INTEREST (2,240) (1,268) ---------- ------------ NET INCOME (LOSS) $83,052 $137,268 ========== ============ Limited Partners 80,241 134,768 General Partner 2,811 2,500 Net income (loss) per unit $32.41 $28.82 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, 1997, AND MARCH 31, 1997. UNITS OF PARTNERSHIP INTEREST LIMITED PARTNERS GENERAL PARTNER TOTAL PARTNERS' CAPITAL, DECEMBER 31, 1996 4,762.2140 4,821,407 89,423 4,910,830 Capital Contributions - - - - Capital Withdrawals (2,200.0000) (2,244,069) - (2,244,069) Capital Distributions - (187,020) (3,469) (190,489) Net Income - 134,768 2,500 137,268 ---------- ------------ ---------- ------------ PARTNERS' CAPITAL, MARCH 31, 1997 2,562.214 2,525,085 88,454 2,613,539 ========== ============ ========== ============ Capital Contributions - - - Capital Withdrawals (110.0000) (115,769) - (115,769) Capital Distributions - - - - Net Income - 80,241 2,811 83,052 ---------- ------------ ---------- ------------ PARTNERS' CAPITAL, JUNE 30, 1997 2,452.214 2,489,557 91,265 2,580,822 ========== ============ ========== ============ NET ASSET VALUE PER PARTNERSHIP UNIT: December 31, 1996: Amount $1,031.21 Units outstanding 4,762.214 March 31, 1997: Amount $1,020.03 Units outstanding 2,562.214 June 30, 1997: Amount $1,052.45 Units outstanding 2,452.214 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, 1997 AND MARCH 31, 1997. Three months Three months ended 6/30/97 ended 3/31/97 --------------- ------------- CASH FLOWS FROM OPERATING ACTIVITIES: Net Income $ 83,052 137,268 Adjustments To Reconcile Net Income To Net Cash Used In Operating Activities: Net Change In Unrealized Gains On Futures Contracts (93,100) 44,004 Net Change In Unrealized Option Premiums 30,650 (30,650) Accrued Interest From U.S. Treasury Strip Securities (39,314) (69,433) Gain on Sale of U.S. Treasury Strip Securities 1,962 (11,063) (Increase) Decrease In Operating Assets: Net Receivable From Commodity Broker For Cash Retained 371,672 19,932 Net Receivable From Commodity Broker For Interest Receivable 1,670 445 Increase (Decrease) In Operating Liabilities: Accrued Brokerage Commissions 5,932 (12,926) Accrued Advisory Fees (1,800) (539) Accrued Sponsor Fees 1,875 (4,018) Other Accrued Expenses 2,610 (897) Redemptions Payable (2,128,300) 1,648,840 Allocation of Income to Minority Interest 2,240 1,268 --------------- ------------- Net cash (used in) provided by operating activities (1,843,903) 1,584,963 NET CASH FLOWS FROM FINANCING ACTIVITIES Limited Partner Additions - - Limited Partner Redemptions (115,769) (2,244,069) Partner Distributions - (190,489) --------------- ------------- Net cash (used in) provided by financing activities (115,769) (2,434,558) NET CASH FLOWS FROM INVESTING ACTIVITIES Maturity of U.S. Treasury Strip - 192,000 Sale of U.S. Treasury Strip Securities 1,876,620 520,327 --------------- ------------- Net cash (used in) provided by investing activities 1,876,620 712,327 NET INCREASE IN CASH - - CASH AT BEGINNING OF PERIOD - - --------------- ------------- CASH AT END OF PERIOD - - =============== ============= 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 Edward M. Jasinski Director of Fund Administration -9- 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, 1997: (A) JUN 30 MAR 31 1997 1997 --------- -------- PARTNERS' CAPITAL $2,580,822 $2,613,540 Partners' Capital decreased $ 32,718 due primarily to net capital withdrawals of $ 115,769 and operating expenses of $ 37,563. The decrease in capital generated by capital withdrawals and operating expenses were offset partially by the appreciation in the value of the U.S. Treasury Strip Securities' interest income of $ 39,314, and realized and unrealized trading gains of futures contracts, options on futures contracts, and currency forwards of $ 82,315. Largest gains from futures trading were concentrated in the stock index and financial markets, namely the S&P 500, Nikkei Avg, and Aussie bond instruments. (B) The U.S. Treasury Strip Securities are valued at the lower of cost plus accrued interest or market value. As of June 30, 1997, the market value of the U.S. Treasury Strip Securities is $ 2,401,367 and the value of said securities at cost plus accrued interest is $ 2,345,784 (as shown on the Combined Statement of Financial Condition). As of March 31, 1997, the market value of the U.S. Treasury Strip Securities was $ 4,195,668 and the value of said securities at cost plus accrued interest was $ 4,185,055.