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 MARCH 31, 1998 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- JAMES RIVER MANAGEMENT CORP. 103 SABOT PARK, 58 BROAD ST. RD MANAKIN-SABOT, VA 23103 804)784-4500 FAX:(804)784-6771 March 14, 1998 Securities and Exchange Commission Attn: 1934 Act Filing Desk 450 Fifth Street - Northwest Washington, D.C. 20549 RE: Form 10-Q for THE FOUR SEASONS FUND II L.P. Commission File No. 0-21286 Dear Sirs: Enclosed for filing on behalf of THE FOUR SEASONS FUND II L.P. are eight (8) signed copies of its Form 10-Q Quarterly Report Under Section 13 or 15 (d) of the Securities and Exchange Act of 1934, for the three months ended March 31, 1998. Very truly yours, Edward M. Jasinski Director of Fund Administration, JAMES RIVER MANAGEMENT CORP. Encls. 8 copies - Form 10-Q - THE FOUR SEASONS FUND II L.P. - 3/31/98 cc: William Kerr (Sidley & Austin) Paul Saunders Kevin Brandt Robert T. Eads Keith Middleton (Arthur Andersen) 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 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 MARCH 31, 1998 AND MARCH 31, 1997: (A) MARCH 31, MARCH 31, 1998 1997 ------------ ------------ PARTNERS' CAPITAL $ 2,646,249 $ 2,613,540 For the three month period ending March 31, 1998, Partners' Capital decreased $ 19,342, due primarily to net withdrawals of $ 56,573 and operating expenses of $ 37,388. The decrease in capital resulting from capital withdrawals and operating expenses was partially offset by the appreciation in the value of the U.S. Treasury Strip Securities' interest of $ 36,796 and the realized and unrealized trading gains of futures contracts, options on futures contracts, and currency forwards of $ 133,190. Largest gains in futures trading were concentrated in the financial and currency markets, namely the S&P 500 Index, and U.S. Dollar index contracts. In comparison, for the three month period ended March 31,1997, Partners' capital decreased $ 2,297,290 due to net withdrawals of $ 2,244,069 and operating expenses of $ 61,498. The decrease in capital generated by capital withdrawals and operating expenses were offset partially by the appreciation in the U.S. Securities' interest of $ 69,433, realized market gains of $ 11,063 from the sale of Treasury Strip Securities, and from the realized and unrealized trading gains of futures contracts, options on futures contracts, and currency fowards of $ 111,591. Largest gains from futures trading were concentrated in the financial and currency markets, namely the S&P 500, US Dollar Index, and the Swiss franc, Deutsche mark, and Japanese yen futures contracts. Significant trading gains were also attributed to currency fowards. (B) The U.S. Treasury Strip Securities are valued at the lower of cost plus accrued interest or market value. As of March 31, 1998, the cost plus accrued interest value (as shown on the Combined Statement of Financial Condition) of the U.S. Treasury Strip Securities is $ 2,208,275 and the value of said securities at market value is $ 2,234,069. As of March 31, 1997, the value of the U.S. Treasury Strip Securities at cost plus accrued interest was $ 4,185,055 and the market value was $ 4,195,668. FORM 10-Q PART 1 ITEM 1 FINANCIAL STATEMENTS THE FOUR SEASONS FUND II L.P. COMBINED STATEMENTS OF FINANCIAL CONDITION March 31, December 31, 1998 1997 --------------- ----------------- (Unaudited) ASSETS: Net Receivable From Commodity Broker: Receivable For Cash Retained $ 482,362 $ 435,891 Net Unrealized Gain on 76,036 32,663 Open Futures Contracts Net Unexpired Option Premiums - (29,400) Accrued Interest Receivable 1,580 1,116 Other - 914 U.S. Treasury Strip Securities (Cost plus Accrued) 2,208,275 2,282,981 --------------- ----------------- TOTAL ASSETS $ 2,768,253 $ 2,724,165 =============== ================= LIABILITIES: Accrued Brokerage Commissions $ 16,281 $ 5,637 Accrued Advisory Fees 4,561 4,461 Accrued Sponsor Fees 5,209 1,753 Other Accrued Expenses 13,229 10,637 Redemptions Payable 56,573 15,000 --------------- ----------------- 95,853 37,488 Minority interest in Trading Company 26,151 21,076 --------------- ----------------- TOTAL LIABILITIES 122,004 58,564 --------------- ----------------- PARTNERS' CAPITAL: General Partner ( 86.7171 units - 03/31/98) 98,118 96,767 ( 86.7171 units - 12/31/97) Limited Partners (2252.0549 units - 03/31/98) 2,548,131 2,568,834 (2302.0549 units - 12/31/97) --------------- ----------------- TOTAL PARTNERS' CAPITAL 2,646,249 2,665,601 --------------- ----------------- TOTAL LIABILITIES AND PARTNERS' CAPITAL $ 2,768,253 $ 2,724,165 =============== ================= PARTNERSHIP UNITS OUTSTANDING 2,338.772 2,388.772 =============== ================= NET ASSET VALUE PER PARTNERSHIP UNIT $ 1,131.47 $ 1,115.89 =============== ================= The accompanying notes are an integral part of these combined 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 MARCH 31, 1998 AND MARCH 31, 1997. 3/31/98 3/31/97 -------------- ----------- CASH FLOWS FROM OPERATING ACTIVITIES: Net Income $ 132,772 137,268 Adjustments To Reconcile Net Income To Net Cash Provided By Operating Activities: Net Change In Unrealized Gains On Futures Contracts (43,373) 44,004 Net Change In Unrealized Option Premiums (29,400) (30,650) Accrued Interest From U.S. Treasury Strip Securities (36,796) (69,433) Gain on Sale of U.S. Treasury Strip Securities (214) (11,063) (Increase) Decrease In Operating Assets: Net Receivable From Commodity Broker For Cash Retained (46,456) 19,932 Net Receivable From Commodity Broker For Interest Receivable (464) 445 Increase (Decrease) In Operating Liabilities: Accrued Brokerage Commissions 11,542 (12,926) Accrued Advisory Fees 101 (539) Accrued Sponsor Fees 3,456 (4,018) Other Accrued Expenses 2,593 (897) Redemptions Payable 41,573 1,648,840 Allocation of Income to Minority Interest 5,074 1,268 ------------- -------------- Net cash (used in) provided by operating activities (92,364) 1,584,963 ------------- -------------- NET CASH FLOWS FROM FINANCING ACTIVITIES Limited Partner Additions - - Limited Partner Redemptions (56,573) (2,244,069) Partner Distributions (95,551) (190,489) ------------- -------------- Net cash used in financing activities (152,124) (2,434,558) ------------- -------------- NET CASH FLOWS FROM INVESTING ACTIVITIES Maturity of U.S. Treasury Strip 97,000 192,000 Sale of U.S. Treasury Strip Securities 14,716 520,327 ------------- -------------- Net cash provided by investing activities 111,716 712,327 ------------- -------------- 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. 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 MARCH 31, 1998 AND MARCH 31, 1997. 03/31/98 03/31/97 -------------- ------------ REVENUES Trading Profit (Loss) Net realized gains $ 99,850 $ 165,745 Net option premiums (38,564) (40,800) Net change in unrealized gains on open futures contracts 43,373 (44,004) Net change in unexpired options 29,400 30,650 ---------- ---------- Total Trading Results 134,059 111,591 Gain on sale of U.S. Treasury Strip Securities 214 11,063 Interest income 40,961 77,380 ---------- ---------- Total Revenues 175,234 200,034 EXPENSES Brokerage commissions 17,396 31,802 Management fees 6,838 12,480 Sponsor fees 5,136 9,371 Administrative expenses 8,018 7,845 ---------- ---------- Total Expenses 37,388 61,498 ---------- ---------- INCOME BEFORE ALLOCATION OF MINORITY INTEREST 137,846 138,536 ALLOCATION OF MINORITY INTEREST (5,074) (1,268) ---------- ---------- NET INCOME: $132,772 $137,268 ========== ========== Limited Partners $ 127,952 $ 134,768 General Partner 4,820 2,500 Net income per unit 55.58 28.82 The accompanying notes are an integral part of these combined Financial Statements. 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 MARCH 31, 1998, AND DECEMBER 31, 1997. UNITS OF PARTNERSHIP LIMITED GENERAL INTEREST PARTNERS PARTNER TOTAL PARTNERS' CAPITAL, SEPTEMBER 30, 1997 2,402,214 $2,570,155 $96,254 $2,666,410 Capital Contributions -- -- -- -- Capital Withdrawals (13,442) (15,000) -- (15,000) Capital Distributions -- -- -- -- Net Income -- 13,679 512 14,191 --------- ---------- ------- ---------- PARTNERS' CAPITAL, DECEMBER 31, 1997 2,388,772 $2,568,835 $96,767 $2,665,601 ========= ========== ======= ========== Capital Contributions -- -- -- -- Capital Withdrawals (50,000) (56,573) -- (56,573) Capital Distributions -- (92,082) (3,469) (95,551) Net Income -- 127,952 4,820 132,772 --------- ---------- ------- ---------- PARTNERS' CAPITAL, MARCH 31, 1998 2,338,772 $2,548,131 $98,118 $2,646,249 ========= ========== ======= ========== NET ASSET VALUE PER PARTNERSHIP UNIT: September 30, 1997: Amount $1,109.98 Units outstanding 2,402,214 December 31, 1997: Amount $1,115.69 Units outstanding 2,388,772 March 31, 1998: Amount $1,131.47 Units outstanding 2,338,772 The Accompanying Notes Are An Integral Part Of The Financial Statements.