1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2000
Commission file number 33-94050
CERES FUND, L.P.
(Name of small business issuer in its charter)
TENNESSEE 62-1154702
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
C/O RANDELL COMMODITY CORPORATION
775 RIDGE LAKE BOULEVARD, SUITE 110
MEMPHIS, TENNESSEE 38120
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES AND ZIP CODE)
Registrant's telephone number (901) 766-4590
Securities registered under Section 12(b) of the Exchange Act: NONE
Securities registered under Section 12(g) of the Exchange Act: NONE
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 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 [ ]
The registrant is a limited partnership and, accordingly, has no voting
stock held by non-affiliates or otherwise.
Incorporation by Reference: Registrant's Registration
Statement effective March 9, 1991 and the Prospectus contained therein into Part
IV, Item 14 (a)(3) and Supplement No. 1 dated October 1, 1992, thereto, post
effective Amendment No. 1 dated April 26, 1991, effective April 30, 1991, post
effective Amendment No. 2 dated November 12, 1991, effective November 15, 1992,
post effective Amendment No. 3 dated March 31, 1992, effective April 7, 1992,
Supplement No. 3 dated June 30, 1992, Supplement No. 4 dated November 30, 1992,
post effective Amendment No. 4 dated April 30, 1993, effective May 19, 1993,
post effective Amendment No. 5 dated October 16, 1996, effective October 31,
1996, post effective Amendment dated August 25, 1997, effective September 2,
1997, post effective amendment dated May 30, 1998, effective June 8, 1998, post
effective amendment dated May 30, 1999, effective June 15, 1999, post effective
amendment dated December 9, 1999, and post-effective amendment dated November
24, 2000.
2
PART I
ITEM 1.
(a) BUSINESS
Ceres Fund, L.P. (the "Partnership") is a limited partnership organized
on September 19, 1990, pursuant to a Limited Partnership Agreement (the "Limited
Partnership Agreement") under the Uniform Limited Partnership Act of the State
of Tennessee and funded through an offering of limited partnership units (the
"Units"). The Partnership engages in speculative trading of commodity futures
contracts, forward contracts, commodity options and other interests in
commodities including, without limitation futures contracts and options on
financial instruments, physical commodities and stock indices on organized
exchanges in the U.S. and abroad.
The initial offering to the public of 100,000 Units was closed on
November 29, 1991, and trading began December 1, 1991. Following the
commencement of trading, the Partnership continued the offering of Units,
issuing Units and fractions thereof at the Average Net Asset Value as of the
last business day of the month during which the purchaser's subscription was
received. As of December 31, 2000, a total of 62,266.1596 units had been sold of
which a total of 22,552.6785 were outstanding. The Prospectus is regularly
updated and Units continue to be offered to the public.
The offering was registered under the Securities Act of 1933, as
amended, and members of the National Association of Securities Dealers, Inc. act
as selling agents on a best efforts basis. Effective July 1, 1995, and
continuing during the continuous offering period, the selling commission is 4%
of the issue price of each unit sold, all of which is retained by the selling
agent.
Randell Commodity Corporation, a Tennessee corporation, is the Managing
General Partner of the Partnership (the "Managing General Partner") and RanDelta
Capital Partners, L.P. is the Financial General Partner of the Partnership.
Pursuant to a Customer Agreement (the "Customer Agreement"), Refco, Inc.
("Refco") acts as the commodity broker for the Partnership and performs various
administrative services for it. Services performed for the Partnership by Refco
or the Managing General Partner under the terms of the Customer and the Limited
Partnership Agreements, include the following:
(1) Executing all trades on behalf of the Partnership in conjunction
with the Partnership's Advisor.
(2) Maintaining the Partnership books and records, which limited
partners or their duly authorized representatives may inspect during normal
business hours for any proper purpose upon reasonable written notice to the
Managing General Partner.
(3) Furnishing each limited partner with a monthly statement describing
the performance of the Partnership, which sets forth aggregate management fees,
incentive fees, brokerage commissions and other expenses incurred or accrued by
the Partnership during the month.
(4) Forwarding annual audited financial statements (including a balance
sheet and statement of income) to each limited partner.
(5) Providing each limited partner with tax information necessary for
the preparation of his annual federal income tax return and such other
information as the CFTC may by regulation require.
(6) Performing secretarial and other clerical responsibilities and
furnishing office space and equipment as may be necessary for supervising the
affairs of the Partnership.
3
(7) Administering the purchase, redemption and transfer of Units and
distribution of profits, if any.
The Customer Agreement under which Refco, Inc. acts as the
futures broker for the Partnership may be terminated by the Partnership or Refco
upon 5 days' notice.
Under the terms of the Customer Agreement, the Partnership pays
commodity brokerage commissions to Refco on a round-turn basis in an amount
equal to $32.50 per round-turn. A round-turn is the opening and closing of a
commodity futures position consisting of one contract. One half of the
round-turn commission is charged on the opening of a position and one half is
charged on the close. The Partnership assets earn interest from Refco on 100% of
the average daily equity maintained in cash in the Partnership's trading account
at a rate equal to 80% of the average yield on thirteen week U.S. Treasury Bills
issued during each month.
(b) REGULATION
Under the Commodity Exchange Act, as amended (the "Act"), commodity
exchanges and commodity futures trading are subject to regulation by the
Commodity Futures Trading Commission (the "CFTC"). The Act requires "commodity
pool operators," and "commodity trading advisors," to be registered and to
comply with various reporting and record keeping requirements. The CFTC may
suspend a commodity pool operator's or advisor's registration if it finds that
its trading practices tend to disrupt orderly market conditions or in certain
other situations. In the event that the registration of the Managing General
Partner as a commodity pool operator or as a commodity trading advisor is
terminated or suspended, the Managing General Partner would be unable to
continue to manage the business of the Partnership. Should the Managing General
Partner's registration be suspended, termination of the Partnership might
result. The act also requires Refco to be registered as a "futures commission
merchant."
In addition to such registration requirements, the CFTC and certain
commodity exchanges have established limits on the maximum net long or net short
position which any person may hold or control in particular commodities. The
CFTC has adopted a rule requiring all domestic commodity exchanges to submit for
approval speculative position limits for all futures contracts traded on such
exchanges. Most exchanges also limit the changes in commodity futures contract
prices that may occur during a single trading day. The Partnership will not
trade on any commodity exchanges which are not subject to regulation by any
United States government agency.
(c) FINANCIAL INFORMATION ABOUT INDUSTRY SEGMENTS
The Partnership's business constitutes only one segment, speculative
trading of commodity futures contracts, for financial reporting purposes. The
Partnership does not engage in sales of goods or services. The Partnership began
trading activities December 1, 1991, at which time Partnership capital was
$1,392,168.
(d) NARRATIVE DESCRIPTION OF BUSINESS
(1) See Items 1(a), (b) and (c) above.
(i) through (xii) - Not applicable.
(xiii) - the Partnership has no employees.
(e) FINANCIAL INFORMATION ABOUT FOREIGN AND DOMESTIC OPERATIONS AND EXPORT SALES
Not applicable because the Partnership does not engage in sales of
goods or services.
ITEM 2. PROPERTIES
The Partnership does not own or lease any properties. The Managing
General Partner operates out of facilities provided by its parent, Randell
Corporation.
4
ITEM 3. LEGAL PROCEEDINGS
The Managing General Partner is not aware of any pending legal
proceedings to which the Partnership is a party or to which any of its assets
are subject.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
N/A - No security holders.
5
PART II
ITEM 5. MARKET FOR THE REGISTRANT'S COMMON STOCK AND RELATED STOCKHOLDER
MATTERS
There is no trading market for the Units, and none is likely to
develop. Units are transferable only after written notice has been given to the
Managing General Partner. Units may be redeemed as of the last day of any
calendar quarter upon 10 days written notice to the Managing General Partner at
the Redemption Net Asset Value (as defined in the Limited Partnership
Agreement).
ITEM 6. SELECTED FINANCIAL DATA
The following is a summary of the total assets of the Partnership as of
December 31, 2000, 1999, 1998, 1997 and 1996, and the results of operations for
each of the years in the five-year period ended December 31, 2000.
Net increase (decrease) in components of Partnership capital from
operations are as follows:
- --------------------------------------------------------------------------------------------------------
2000 1999 1998 1997 1996
- --------------------------------------------------------------------------------------------------------
Realized & unrealized trading $ (150,958) $ 155,301 $(1,711,609) $ (514,269) $2,844,850
gains (losses) net of
brokerage commission and
clearing fees of $254,561,
$346,157, $770,081, $838,772
and $565,229
- --------------------------------------------------------------------------------------------------------
Income (loss) from continuing (165,787) 114,234 (1,724,922) (504,535) 2,413,944
operations
- --------------------------------------------------------------------------------------------------------
Cash dividends per Unit -- -- -- 13.61 14.18
- --------------------------------------------------------------------------------------------------------
Interest Income $ 236,259 247,544 332,240 294,507 187,206
- ----------------------------------------------------------------------------------------------------- --
Management fee 152,088 208,611 259,437 223,279 151,969
- --------------------------------------------------------------------------------------------------------
Administrative expenses 84,000 80,000 72,000 58,403 82,026
- --------------------------------------------------------------------------------------------------------
Incentive fee -- -- 14,116 3,091 384,117
- --------------------------------------------------------------------------------------------------------
Net Gain (loss) per Unit* (6.32) 2.94 (50.01) (19.61) 115.23
- --------------------------------------------------------------------------------------------------------
Total Assets $ 3,666,679 $5,121,209 $ 5,504,092 $ 6,647,645 $4,895,087
- --------------------------------------------------------------------------------------------------------
* Calculated as net earnings(loss) allocated to limited partners divided by
average units outstanding during the year.
6
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.
(a) RESULTS OF OPERATIONS
Trading results were unprofitable for the fiscal year ended December
31, 2000. Trading during the fiscal year resulted in a decrease in net asset
value per Unit from $148.62 to $142.13, a decrease of 4.37% attributable
primarily to losses in soybeans and corn.
Trading results were profitable for the fiscal year ended December 31,
1999. Trading during the fiscal year resulted in an increase in net asset value
per Unit from $146.24 to $148.62, an increase of 1.63% attributable primarily to
gains in soybeans and cotton.
Trading results were unprofitable for the fiscal year ended December
31, 1998. Trading during the fiscal year resulted in a decrease in net asset
value per Unit from $192.66 to $146.24, a decrease of 24.09% attributable
primarily to losses in soybeans and cotton.
(b) LIQUIDITY.
The Partnership does not engage in sales of goods or services. Its only
assets are its investments in its commodity futures trading account, consisting
of cash and net unrealized appreciation on open futures contracts, and interest
receivable. Because of the low margin deposits normally required in commodity
futures trading, relatively small price movements may result in substantial
losses to the Partnership. Such substantial losses could lead to a material
decrease in liquidity. To minimize this risk the Partnership follows certain
policies including:
(1) Partnership funds will be invested only in futures contracts which
are traded in sufficient volume to permit, in the opinion of the Advisor, ease
of taking and liquidating positions.
(2) The Partnership will diversify its positions among various
commodities. The Partnership will not initiate additional positions in a single
commodity if such additional positions would result in a net single long or
short position in such commodity requiring as margin more than 15% of the net
assets of the Partnership.
(3) The Partnership will not establish commodity positions if such
positions would result in required margins in excess of 80% of its net asset
value for all commodities combined.
(4) The Partnership may occasionally accept delivery of a commodity.
Unless such delivery is disposed of promptly by retendering the warehouse
receipt representing the delivery to the appropriate clearing house, the
Partnership's position in the physical commodity will be fully hedged.
(5) The Partnership will not employ the trading technique commonly
known as "pyramiding", in which the speculator uses unrealized profits on
existing positions as margin for the purchase or sale of additional positions in
the same or related commodities.
(6) The Partnership may from time to time employ trading strategies
such as spreads or straddles on behalf of the Partnership. The term "spread"
describes a commodity futures trading strategy involving the simultaneous buying
and selling of futures contracts on the same commodity but involving different
delivery dates or markets and in which the trader expects to earn a profit from
a widening or narrowing of the difference between the prices of the two
contracts.
Other than the risks inherent in commodity futures trading, the
Partnership knows of no trends, demands, commitments, events or uncertainties
which will result in or which are reasonably likely to result in the
Partnership's liquidity increasing or decreasing in any material way. The
Limited Partnership Agreement requires dissolution of the Partnership under
certain circumstances as defined in the Limited Partnership Agreement including
a decrease in the net asset value of a Unit at the close of business on any
business day to less than 50% of the highest average net asset value at which
Units have been sold.
7
In order to limit credit risks, the Partnership does not enter into
counterparty transactions such as currency or other swaps and it limits its
trading activities to futures and options traded on U.S. commodity exchanges.
(c) CAPITAL RESOURCES
The Partnership does not intend to raise any additional capital through
borrowing. Due to the nature of the Partnership's business, it will make no
significant capital expenditures, and substantially all of its assets are and
will be represented by cash, United States Treasury securities and commodity
futures investments.
The Partnership's capital consists of the capital contributions of the
partners as increased or decreased by gains or losses on commodity futures
trading and by expenses, interest income, redemptions of Units and distributions
of profits, if any. Gains or losses on commodity futures trading cannot be
predicted. Market moves in commodities are dependent upon fundamental and
technical factors which the Partnership may or may not be able to identify.
Partnership expenses consist of, among other things, commissions, management
fees and incentive fees. The level of these expenses is dependent upon the level
of trading and the ability of the Advisors to identify and take advantage of
price movements in the commodity markets, in addition to the level of net assets
maintained. Furthermore, interest income is dependent upon interest rates over
which the Partnership has no control. A forecast cannot be made as to the level
of redemptions in any given period.
(d) INFLATION
Inflation does have an effect on commodity prices and the volatility of
commodity markets; however, continued inflation is not expected to have a
material adverse effect on the Partnership's operations or assets. Because the
Partnership conducts business as a Partnership, and, as such does not pay
federal income taxes, neither the Taxpayer Relief Act of 1997 nor the Tax Reform
Act of 1986 had an effect on its operations or on its tax liability. However,
some expenses may be limited as to deductibility by individual partners.
ITEM 7(A) QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Not Applicable.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
Financial statements meeting the requirements of Regulation S-X are
indexed and included beginning on page F-1 of this report.
The supplementary financial information specified by Item 302 of
Regulation S-K is not applicable.
ITEM 9. CHANGE IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE
None.
8
PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
The Partnership has no directors or executive officers. The Partnership
is managed by its Managing General Partner. Trading decisions for the
Partnership are made by the Managing General Partner.
ITEM 11. EXECUTIVE COMPENSATION
The Partnership has no directors or officers. The Managing General
Partner and Refco perform the services described in "Item 1. Business" herein.
For the fiscal year ended December 31, 2000; incentive fees expensed
totaled $0. Management fees expensed totaled $152,088. A total of $244,141 in
brokerage commissions were paid to Refco.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
(a) SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS
None.
(b) SECURITY OWNERSHIP OF MANAGEMENT
Under the terms of the Limited Partnership Agreement, the Partnership's
affairs are managed by the Managing General Partner, and it has discretionary
authority over the Partnership's investments. As of December 31, 2000, the
General Partner's investment in the Partnership was $298,153.
(c) CHANGES IN CONTROL
None.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
(a) ACCOUNTS OF AFFILIATES OF THE COMMODITY BROKER
The officers, directors and employees and associated persons of Refco
trade in commodity futures contracts for their own accounts. In addition, Refco
is a registered futures commission merchant and executes transactions in
commodity futures contracts for its customers. Thus, it is possible that Refco
could execute transactions for the Partnership in which the other parties to the
transactions are its officers, directors, employees or customers. Such persons
might also compete with the Partnership in making purchases or sales of
contracts without knowing that the Partnership is also bidding on such
contracts.
(b) OTHER ACTIVITIES AND ACCOUNTS OF THE GENERAL PARTNER
The Managing General Partner trades in commodity futures contracts for
its own accounts and for the accounts of other customers. It is possible that
the Managing General Partner may engage in transactions on its own behalf or on
behalf of others having an effect on transactions involving the Partnership.
(c) OTHER RELATIONSHIPS
The sole shareholder of the parent of the Managing General Partner is a
partner in the law firm which is counsel to the Partnership, the Managing
General Partner and the Memphis branch of Refco.
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PART IV
ITEM 14. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES AND REPORTS
(a) (1) FINANCIAL STATEMENTS
See Index to Financial Statements; infra.
(a) (2) FINANCIAL STATEMENT SCHEDULES
Schedules are omitted for the reason that they are not required or are
not applicable or that equivalent information has been included in the financial
statements or the notes thereto.
(a) (3) EXHIBITS
(3) ARTICLES OF INCORPORATION AND BY-LAWS
i) Limited Partnership Agreement dated as of September 19, 1990.*
ii) Certificate of Limited Partnership of the Partnership as filed with the
Shelby County Recorder of Deeds on September 19, 1990.*
(a)(3)(2) Material Contracts
i) Form of Selling Agreement among the Partnership and National Association of
Securities Dealers, Inc. member.*
ii) Form of Customer Agreement between the Partnership and Refco, Inc.*
iii) Form of Subscription Agreement to be executed by each purchaser of Units.*
iv) Form of Escrow of Funds Agreement among the Partnership and National Bank of
Commerce.*
*Incorporated herein by reference to the Partnership's Registration Statement on
Form S-1, Commission File No. 33-37802.
10
CERES FUND, L.P.
INDEX TO FINANCIAL STATEMENTS
--------------------------
Page(s)
Independent Auditors' Report................................................................F-1
Financial Statements:
Statements of Financial Condition as of December 31, 2000 and 1999........................F-2
Statements of Operations for the years ended December 31, 2000, 1999 and 1998.............F-3
Statements of Changes in Partners' Capital for the years ended December 31, 2000
1999 and 1998 ....................................................................F-4
Statements of Cash Flows for the years ended December 31, 2000, 1999 and 1998 ............F-5
Summary of Net Asset Values at December 31, 2000, 1999 and 1998 ..........................F-6
Notes to Financial Statements ............................................................F-9
Schedule of Investments at December 31, 2000.............................................F-15
Affirmation..............................................................................F-16
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INDEPENDENT AUDITORS' REPORT
The Partners
Ceres Fund, L.P.:
We have audited the accompanying statements of financial condition of Ceres
Fund, L.P. (a Tennessee Limited Partnership) as of December 31, 2000 and 1999
and summary of net asset values as of December 31, 2000, 1999 and 1998, and the
related statements of operations, changes in partners' capital and cash flows
for each of the years in the three-year period ended December 31, 2000. These
financial statements are the responsibility of the Partnership's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Ceres Fund, L.P. (a Tennessee
Limited Partnership) as of December 31, 2000 and 1999, and the results of its
operations and its cash flows for each of the years in the three-year period
ended December 31, 2000, in conformity with accounting principles generally
accepted in the United States of America.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplementary information included in
Schedule 1 is presented for purposes of additional analysis and is not a
required part of the basic financial statements. Such information has been
subjected to the auditing procedures applied in the audit of the basic 2000
financial statements and, in our opinion, is fairly stated in all material
respects in relation to the basic 2000 financial statements taken as a whole.
KPMG LLP
Memphis, Tennessee
March 16, 2001
F-1
12
CERES FUND, L.P.
(A Tennessee Limited Partnership)
Statements of Financial Condition
December 31, 2000 and 1999
ASSETS 2000 1999
----------- ---------
Cash $ 43,676 31,505
Equity in commodity futures trading account:
U.S. government obligations at fair value (cost of
$3,547,207 and $4,936,270 at December 31, 2000
and 1999, respectively) 3,557,990 4,965,968
Cash 105,512 71,304
Unrealized (losses) gains on open futures contracts (40,675) 37,320
Open option contracts, at market -- 14,610
Interest receivable 176 502
----------- ---------
Total assets $ 3,666,679 5,121,209
=========== =========
LIABILITIES AND PARTNERS' CAPITAL
Liabilities:
Accrued management fees $ 11,052 15,966
Other accrued expenses 56,807 31,774
Redemptions payable 95,179 151,165
----------- ---------
Total liabilities 163,038 198,905
----------- ---------
Partners' capital:
General partners 298,153 299,618
Limited partners 3,205,488 4,622,686
----------- ---------
Total partners' capital 3,503,641 4,922,304
----------- ---------
$ 3,666,679 5,121,209
=========== =========
See accompanying notes to financial statements
F-2
13
CERES FUND, L.P.
(A Tennessee Limited Partnership)
Statements of Operations
Years ended December 31, 2000, 1999 and 1998
2000 1999 1998
--------- ---------- ----------
Net gains (losses) on trading of commodity futures
and options contracts:
Realized gains (losses) on closed positions $ 170,737 (22,015) (424,683)
Change in unrealized gains (losses) on open
futures contracts (77,995) 504,019 (493,901)
Change in unrealized gains (losses)
on open options contracts 10,861 19,454 (22,944)
--------- ---------- ----------
Net gains (losses) on investments 103,603 501,458 (941,528)
Investment income - interest (note 3) 236,259 247,544 332,240
--------- ---------- ----------
Income (loss) from operations 339,862 749,002 (609,288)
--------- ---------- ----------
Brokerage commissions (note 3) 244,141 331,112 737,296
Exchange, clearing fees and NFA charges 10,420 15,045 32,785
Management fee allocations (note 2) 152,088 208,611 259,437
Incentive fee allocations (note 2) -- -- 14,116
Professional and administrative expenses 84,000 80,000 72,000
Tennessee franchise tax 15,000 -- --
--------- ---------- ----------
505,649 634,768 1,115,634
--------- ---------- ----------
Net earnings (loss) $(165,787) 114,234 (1,724,922)
========= ========== ==========
Net earnings (loss) allocated to
general partner $ (1,465) 16,355 (74,628)
========= ========== ==========
Net earnings (loss) allocated to
limited partners $(164,322) 97,879 (1,650,294)
========= ========== ==========
Average net earnings (loss) per
unit $ (6.32) 2.94 (50.01)
========= ========== ==========
See accompanying notes to financial statements.
F-3
14
CERES FUND, L.P.
(A Tennessee Limited Partnership)
Statements of Changes in Partners' Capital
Years ended December 31, 2000, 1999 and 1998
GENERAL LIMITED
PARTNERS PARTNERS TOTAL
--------- ---------- ----------
Partners' capital at December 31, 1997 $ 357,891 6,126,150 6,484,041
Capital contributions (4,353 units) -- 866,406 866,406
Redemption of units (1,944 units) -- (339,937) (339,937)
Net loss (74,628) (1,650,294) (1,724,922)
--------- ---------- ----------
Partners' capital at December 31, 1998 283,263 5,002,325 5,285,588
Capital contributions (228 units) -- 36,742 36,742
Redemption of units (3,332 units) -- (514,260) (514,260)
Net earnings 16,355 97,879 114,234
--------- ---------- ----------
Partners' capital at December 31, 1999 299,618 4,622,686 4,922,304
Capital contributions (482 units) -- 72,115 72,115
Redemption of units (9,032 units) -- (1,324,991) (1,324,991)
Net loss (1,465) (164,322) (165,787)
--------- ---------- ----------
Partners' capital at December 31, 2000 $ 298,153 3,205,488 3,503,641
========= ========== ==========
Average net asset value per limited partnership unit at:
December 31, 2000; 22,552.6785 units outstanding $ 142.13
==========
December 31, 1999; 31,103.0777 units outstanding $ 148.62
==========
December 31, 1998; 34,206.8517 units outstanding $ 146.24
==========
See accompanying notes to financial statements.
F-4
15
CERES FUND, L.P.
(A Tennessee Limited Partnership)
Statements of Cash Flows
Years ended December 31, 2000, 1999 and 1998
2000 1999 1998
----------- -------- ----------
Cash flows from operating activities:
Net earnings (loss) $ (165,787) 114,234 (1,724,922)
Adjustments to reconcile net earnings (loss) to
net cash provided by (used in) operating activities:
(Increase) decrease in change in net
unrealized losses (gains) on open
futures contracts 77,995 (504,019) 493,901
Decrease (increase) in market value of open
option contracts 14,610 37,265 (41,095)
(Increase) decrease in operating assets:
Investments in commodities futures
trading account 1,373,770 737,699 675,142
Interest receivable 326 2,471 1,422
Increase (decrease) in operating liabilities:
Accrued management fees (4,914) (1,225) (3,664)
Accrued incentive fees -- -- (1,662)
Other accrued expenses 25,033 (31,655) 3,042
----------- -------- ----------
Net cash provided by (used in)
operating activities 1,321,033 354,770 (597,836)
Cash flows from financing activities:
Net proceeds from sale of limited partnership units 72,115 36,742 866,406
Redemptions of limited partnership units (1,380,977) (500,979) (282,753)
----------- -------- ----------
Net cash (used in) provided by
financing activities (1,308,862) (464,237) 583,653
----------- -------- ----------
Net (decrease) increase in cash 12,171 (109,467) (14,183)
Cash at beginning of year 31,505 140,972 155,155
----------- -------- ----------
Cash at end of year $ 43,676 31,505 140,972
=========== ======== ==========
See accompanying notes to financial statements.
F-5
16
CERES FUND, L.P.
(A Tennessee Limited Partnership)
Summary of Net Asset Values
December 31, 2000
NUMBER NUMBER NUMBER NUMBER NET ASSET TOTAL LIMITED
SUBSCRIBER OF UNITS OF UNITS OF UNITS OF UNITS VALUE PARTNER NET
ADMISSION DATE SUBSCRIBED WITHDRAWN DISTRIBUTED OUTSTANDING PER UNIT ASSET VALUE
-------------- ----------- ------------- ----------- ----------- --------- ----------
January 1, 1996 43,256.2273 (34,257.4290) 1,793.0394 10,791.8377 $ 142.550 $1,538,258
November 1, 1996 239.4689 (272.9274) 41.3760 7.9175 142.550 1,129
December 1, 1996 155.2598 (182.7844) 27.5246 -- -- --
January 1, 1997 708.7734 (634.1576) -- 74.6158 142.550 10,636
February 1, 1997 1,555.9517 (834.3509) -- 721.6008 142.457 102,797
March 1, 1997 2,630.9876 (814.4287) -- 1,816.5589 142.457 258,781
April 1, 1997 3,704.4494 (734.4429) -- 2,970.0065 142.245 422,468
May 1, 1997 1,381.6388 (637.4066) -- 744.2322 142.035 105,707
June 1, 1997 988.1934 (396.1881) -- 592.0053 142.550 84,390
July 1, 1997 826.3808 (188.8130) -- 637.5678 139.296 88,810
August 1, 1997 493.4459 -- -- 493.4459 140.271 69,216
September 1, 1997 209.0262 -- -- 209.0262 139.949 29,253
October 1, 1997 496.1560 (35.8050) -- 460.3510 140.367 64,618
November 1, 1997 229.6653 -- -- 229.6653 140.415 32,249
December 1, 1997 327.4226 (201.4908) -- 125.9318 140.690 17,717
January 1, 1998 103.8085 (103.8085) -- -- -- --
February 1, 1998 509.8596 (255.8443) -- 254.0153 140.504 35,690
March 1, 1998 1,177.3329 (491.2623) -- 686.0706 140.727 96,549
April 1, 1998 717.5374 (573.3805) -- 144.1569 142.189 20,498
May 1, 1998 422.0476 (114.0062) -- 308.0414 142.189 43,800
June 1, 1998 669.0029 (299.6207) -- 369.3822 142.189 52,522
August 1, 1998 506.3963 (340.1678) -- 166.2285 141.919 23,591
September 1, 1998 29.1615 -- -- 29.1615 148.650 4,335
October 1, 1998 217.9573 -- -- 217.9573 142.183 30,990
March 1, 1999 51.6151 (51.6151) -- -- -- --
April 1, 1999 66.7377 (66.7377) -- -- -- --
May 1, 1999 60.1015 (60.1015) -- -- -- --
June 1, 1999 28.6521 (28.6521) -- -- -- --
September 1, 1999 21.3654 -- -- 21.3654 142.171 3,038
March 1, 2000 319.7433 -- -- 319.7433 142.164 45,456
April 1, 2000 161.7934 -- -- 161.7934 142.091 22,989
------------ ------------ ------------ ------------ --------- ----------
62,266.1596 (41,575.4211) 1,861.9400 22,552.6785 $142.1334 $3,205,488
============ ============ ============ ============ ========= ==========
See accompanying notes to financial statements.
F-6
17
CERES FUND, L.P.
(A Tennessee Limited Partnership)
Summary of Net Asset Values
December 31, 1999
NUMBER NUMBER NUMBER NUMBER NET ASSET TOTAL LIMITED
SUBSCRIBER OF UNITS OF UNITS OF UNITS OF UNITS VALUE PARTNER NET
ADMISSION DATE SUBSCRIBED WITHDRAWN DISTRIBUTED OUTSTANDING PER UNIT ASSET VALUE
-------------- ----------- ------------ ---------- ----------- --------- ----------
January 1, 1996 43,256.2273 (29,128.3907) 1,793.0394 15,920.8760 $ 149.029 $2,372,672
November 1, 1996 239.4689 (158.6871) 41.3760 122.1578 149.029 18,205
December 1, 1996 155.2598 (73.6832) 27.5246 109.1012 149.029 16,259
January 1, 1997 708.7734 (389.1942) -- 319.5792 149.029 47,627
February 1, 1997 1,555.9517 (315.7003) -- 1,240.2514 149.029 184,833
March 1, 1997 2,630.9876 (652.3322) -- 1,978.6554 148.932 294,685
April 1, 1997 3,704.4494 (500.5439) -- 3,203.9055 148.710 476,453
May 1, 1997 1,381.6388 (519.2827) -- 862.3561 148.490 128,051
June 1, 1997 988.1934 (113.8472) -- 874.3462 149.028 130,302
July 1, 1997 826.3808 (6.8935) -- 819.4873 145.625 119,338
August 1, 1997 493.4459 -- -- 493.4459 146.645 72,361
September 1, 1997 209.0262 -- -- 209.0262 146.308 30,582
October 1, 1997 496.1560 (20.4600) -- 475.6960 146.746 69,806
November 1, 1997 229.6653 -- -- 229.6653 146.796 33,714
December 1, 1997 327.4226 (75.5590) -- 251.8636 147.083 37,045
January 1, 1998 103.8085 -- -- 103.8085 147.252 15,286
February 1, 1998 509.8596 (50.8031) -- 459.0565 146.889 67,430
March 1, 1998 1,177.3329 (88.4793) -- 1,088.8536 147.123 160,195
April 1, 1998 717.5374 (154.4626) -- 563.0748 148.651 83,702
May 1, 1998 422.0476 (47.9973) -- 374.0503 148.651 55,603
June 1, 1998 669.0029 (230.3615) -- 438.6414 148.651 65,204
August 1, 1998 506.3963 (16.8074) -- 489.5889 148.369 72,640
September 1, 1998 29.1615 -- -- 29.1615 148.650 4,335
October 1, 1998 217.9573 -- -- 217.9573 148.645 32,398
March 1, 1999 51.6151 -- -- 51.6151 148.640 7,672
April 1, 1999 66.7377 -- -- 66.7377 148.636 9,920
May 1, 1999 60.1015 -- -- 60.1015 148.628 8,933
June 1, 1999 28.6521 -- -- 28.6521 148.644 4,259
September 1, 1999 21.3654 -- -- 21.3654 148.633 3,176
------------ ------------ ------------ ------------ --------- ----------
61,784.6229 (32,543.4852) 1,861.9400 31,103.0777 $148.6247 $4,622,686
============ ============ ============ ============ ========= ==========
See accompanying notes to financial statements.
F-7
18
CERES FUND, L.P.
(A Tennessee Limited Partnership)
Summary of Net Asset Values
December 31, 1998
NUMBER NUMBER NUMBER NUMBER NET ASSET TOTAL LIMITED
SUBSCRIBER OF UNITS OF UNITS OF UNITS OF UNITS VALUE PARTNER NET
ADMISSION DATE SUBSCRIBED WITHDRAWN DISTRIBUTED OUTSTANDING PER UNIT ASSET VALUE
- --------------- ----------- ------------ ---------- ----------- --------- ----------
January 1, 1996 43,256.2273 (27,527.1643) 1,793.0394 17,522.1024 $146.6195 $2,569,082
November 1, 1996 239.4689 (65.0721) 41.3760 215.7728 146.6195 31,636
December 1, 1996 155.2598 (73.6830) 27.5246 109.1014 146.6195 15,996
January 1, 1997 708.7734 (251.8320) -- 456.9414 146.6195 66,997
February 1, 1997 1,555.9517 (225.5000) -- 1,330.4517 146.6194 195,070
March 1, 1997 2,630.9876 (463.1330) -- 2,167.8546 146.5239 317,642
April 1, 1997 3,704.4494 (163.7290) -- 3,540.7204 146.3058 518,028
May 1, 1997 1,381.6388 (259.8730) -- 1,121.7658 146.0901 163,878
June 1, 1997 988.1934 (113.8470) -- 874.3464 146.6194 128,196
July 1, 1997 826.3808 (6.8940) -- 819.4868 143.2701 117,408
August 1, 1997 493.4459 -- -- 493.4459 144.2740 71,191
September 1, 1997 209.0262 -- -- 209.0262 143.9424 30,088
October 1, 1997 496.1560 -- -- 496.1560 144.3731 71,631
November 1, 1997 229.6653 -- -- 229.6653 144.4227 33,169
December 1, 1997 327.4226 -- -- 327.4226 144.7055 47,380
January 1, 1998 103.8085 -- -- 103.8085 144.8718 15,039
February 1, 1998 509.8596 (50.8030) -- 459.0566 144.5137 66,340
March 1, 1998 1,177.3329 -- -- 1,177.3329 144.7433 170,411
April 1, 1998 717.5374 -- -- 717.5374 146.2485 104,939
May 1, 1998 422.0476 -- -- 422.0476 146.2485 61,724
June 1, 1998 669.0029 -- -- 669.0029 146.2485 97,840
August 1, 1998 506.3963 (9.7090) -- 496.6873 145.9705 72,501
September 1, 1998 29.1615 -- -- 29.1615 146.2467 4,265
October 1, 1998 217.9573 -- -- 217.9573 146.2418 31,874
------------ ------------ ------------ ------------ --------- ----------
61,556.1511 (29,211.2394) 1,861.9400 34,206.8517 $146.2376 $5,002,325
============ ============ ============ ============ ========= ==========
See accompanying notes to financial statements.
F-8
19
CERES FUND, L.P.
(A Tennessee Limited Partnership)
Notes to Financial Statements
December 31, 2000 and 1999
(1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(A) ORGANIZATION
Ceres Fund, L.P. (the Partnership) is a Tennessee limited
partnership organized on September 19, 1990 to engage in the
speculative trading of commodities futures contracts and other
commodity interests. Randell Commodity Corporation (Randell) and
RanDelta Capital Partners, L.P. (RanDelta) are the general
partners. Randell serves as the managing general partner and
RanDelta serves as the financial general partner. Randell acts as
commodity trading advisor with respect to the Partnership.
The Partnership solicited subscriptions for a maximum of 100,000
units of limited partnership interest at $105 per unit ($100 net
of commission). During the initial offering period 13,471.6805
units were sold and the Partnership commenced trading commodity
futures contracts on December 1, 1991. The Partnership sells units
as of the end of each month at the then average net asset value
per unit plus a selling commission of 4% in accordance with the
terms of the Limited Partnership Agreement. The Partnership can
continue selling units until the maximum 100,000 units offered
have been sold.
Income and expenses of the Partnership (excluding the Management
Allocation and Incentive Allocation) are allocated pro rata among
the partners based on their respective capital accounts as of the
beginning of the month in which the items of income and expense
accrue, except that limited partners have no liability for
partnership obligations in excess of his or her capital account,
including earnings. The Management Allocation and Incentive
Allocation are allocated to the Limited Partners only in
accordance with the terms of the Limited Partnership Agreement.
Units may not be redeemed during the first six months after they
are purchased. Thereafter, limited partners may redeem their units
at the redemption net asset value per unit as of the end of any
calendar quarter upon ten days written notice to the managing
general partner. The redemption value is based on the net asset
value of all units redeemed as more fully described in the
offering prospectus.
Under the terms of the partnership agreement, the Partnership will
terminate on the earlier of December 31, 2020, or the occurrence
of certain events as more fully described in the Limited
Partnership Agreement.
(B) EQUITY IN COMMODITY FUTURES TRADING ACCOUNT
U.S. government obligations represent investments in U.S. Treasury
Bills with a maturity of 90 days or less and are carried at fair
value and any unrealized gains and losses are reflected in income.
Cash represents deposits at brokers and funds temporarily held in
interest bearing accounts.
F-9
20
CERES FUND, L.P.
(A Tennessee Limited Partnership)
Notes to Financial Statements
December 31, 2000 and 1999
(C) FUTURES CONTRACTS AND OPTIONS CONTRACTS
Futures contracts are required to be made on a commodity exchange
and call for the future delivery of various agricultural and
nonagricultural commodities, currencies or financial instruments
at a specified time and place. These contractual obligations,
depending on whether one is a buyer or a seller, may be satisfied
either by taking or making physical delivery of an approved grade
of the particular commodity (or, in the case of some contracts, by
cash settlement) or by making an offsetting sale or purchase of an
equivalent commodity futures contract on the same (or a linked)
exchange prior to the designated date of delivery. In market
terminology, a trader who purchases a futures contract is "long"
in the futures market, and a trader who sells a futures contract
is "short" in the futures market. Outstanding futures contracts
(those that have not been closed out by an offsetting purchase or
sale or by delivery) are known as "open trades" or "open
positions."
Among the agricultural commodities for which there are futures
contracts are corn, oats, wheat, soybeans, soybean oil, soybean
meal, live cattle, live hogs, pork bellies, coffee, sugar, cocoa
and cotton. Nonagricultural commodities for which there are
futures contracts include copper, silver, gold, platinum, lumber,
currency, Treasury bonds and bills, mortgage-backed securities,
Eurodollar deposits, certain petroleum products and stock,
inflation and interest rate related indices.
An option on a futures contract gives the purchaser of the option
the right (but not the obligation) to take a position at a
specified price (the "striking", "strike" or "exercise" price) in
the underlying futures contract. Options have limited life spans,
usually tied to the delivery or settlement date of the underlying
futures contract. Some options, however, expire significantly in
advance of such date. The value of an option at any given point in
time is a function of market volatility and the price level of the
underlying futures contract.
Open futures contracts are valued at the settlement price on the
date of valuation as determined by the exchange on which the
contract was traded. Changes in the market value of open futures
contracts, entered into for speculative investing, are recorded as
unrealized gains or losses in the accompanying statement of
operations. Realized gains and losses (excluding commissions and
other exchange related fees) are recognized when such contracts
are closed.
(D) INCOME TAXES
No provision for income taxes has been made in the accompanying
financial statements since, as a partnership, income and losses
for tax purposes are allocated to the partners for inclusion in
their respective tax returns.
F-10
21
CERES FUND, L.P.
(A Tennessee Limited Partnership)
Notes to Financial Statements
December 31, 2000 and 1999
During 1999 the Tennessee General Assembly passed the Tennessee
Franchise/Excise Tax of 1999 (the Act). Beginning January 1, 2000
the Partnership is subject to corporate tax in Tennessee pursuant
to the provisions of the Act. No state income taxes have been
recorded in the accompanying financial statements because the
partnership had a net loss for the year ended December 31, 2000,
but the Partnership began to incur franchise taxes in 2000. At
December 31, 2000 state net operating loss carryforwards were
approximately $166,000 and a valuation allowance was recorded for
the tax benefit thereon.
(E) MANAGEMENT ESTIMATES
The preparation of financial statements in conformity with
generally accepted accounting principles requires management to
make estimates and assumptions that affect the reported amounts of
assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements and the
reported amounts of revenues and expenses during the reporting
period. Actual results could differ from those estimates.
(F) RECLASSIFICATIONS
Certain 1999 and 1998 amounts have been reclassified to conform to
their 2000 presentation.
(G) AVERAGE NET EARNINGS (LOSS) PER UNIT
The average net earnings (loss) per unit as reported on the
statement of operations was calculated as net earnings (loss)
allocated to the limited partners divided by average outstanding
units during the year. Average outstanding units were 25,997.87,
33,292.18 and 32,999.28 in 2000, 1999 and 1998, respectively.
(H) RECENT ACCOUNTING PRONOUNCEMENT
Statement of Financial Accounting Standard (SFAS) No. 133, "
Accounting for Derivative Instruments and Hedging Activity"
establishes accounting and reporting standards for derivative
instruments, including certain derivative instruments embedded in
other contracts, and for hedging activities. As amended by SFAS
No. 137, this statement is effective for fiscal years, and
quarters of fiscal years beginning after June 15, 2000. The
Partnership will adopt this statement January 1, 2001, and expects
the adoption to have no material impact on the financial
statements of the Partnership.
F-11
22
CERES FUND, L.P.
(A Tennessee Limited Partnership)
Notes to Financial Statements
December 31, 2000 and 1999
(2) MANAGEMENT AGREEMENT
The Partnership has entered into a Management Agreement in consideration
of and as compensation for the services to be rendered by the General
Partners and trading advisor. The Partnership pays a monthly Management
Allocation equal to 1/3 of 1% (4% per annum) of the Adjusted Net Asset
Value of units at month end, plus a quarterly Incentive Allocation of 15%
of any net new appreciation in the adjusted net asset value of units for
the quarter. Such fees were as follows:
2000 1999 1998
--------- --------- ---------
Management fees $ 152,088 $ 208,611 $ 259,437
Incentive fees -- -- 14,116
(3) CUSTOMER AGREEMENT WITH REFCO, INC.
The Partnership entered into a customer agreement with Refco, pursuant to
which the Partnership deposits its assets in a commodity trading account
with Refco who executes trades on behalf of the Partnership. The
Partnership agrees to pay such brokerage and commission charges and fees
as Refco may establish and charge from time to time. Refco charges the
Partnership commissions on commodity trades at the rate of $32.50 per
round-turn. Total commissions charged to the Partnership by Refco in
2000, 1999 and 1998 were $244,141, $331,112 and $737,296, respectively.
The Partnership earns interest on Treasury Bills held in its account, on
interest-bearing accounts and on 80% of the average daily equity
maintained as cash in the Partnership's trading account at a rate that
approximated the average yield on 13-week United States Treasury Bills.
Total interest earned by the Partnership in 2000, 1999 and 1998 was
$236,259, $247,544 and $332,240, respectively.
(4) RELATED PARTIES
The sole shareholder of the parent of the managing General Partner is an
active partner in the law firm which is the counsel to the Partnership,
the General Partners and the Memphis branch of Refco, the Partnership's
commodity broker.
F-12
23
CERES FUND, L.P.
(A Tennessee Limited Partnership)
Notes to Financial Statements
December 31, 2000 and 1999
(5) OFF-BALANCE-SHEET RISK
In the normal course of business, the Partnership enters into
transactions in financial instruments with off-balance-sheet risk. These
financial instruments include financial futures contracts and option
contracts. Futures contracts provide for the delayed delivery of
commodities, whereby the seller agrees to make delivery at a specified
future date, at a specified price. Futures contracts and options on such
contracts are held for trading and arbitrage purposes. The notional value
of these contracts reflect the extent of involvement the Partnership has
in particular types of contracts. Risk arises from movements in
commodities' values. At December 31, 2000, the underlying notional value
of open contract commitments were long $4,206,903 and short $(3,684,450).
The Partnership trades in a variety of futures and options financial
instruments, and all open positions are reported at fair value. Trading
gains, including realized and unrealized gains and losses, from financial
futures contracts and options transactions for the year ended December
31, 2000 was $103,603. The average fair value of open commodity financial
instruments, and the year-end fair value of open commodities are as
follows:
AVERAGE FAIR FAIR VALUE
VALUE OF OPEN OF OPEN POSITIONS AT
POSITIONS DECEMBER 31,
DURING 2000 2000
----------- ---------
Assets (Long Positions) $ 10,146 $ 61,060
Liabilities (Short Positions) (5,997) (101,735)
MARKET RISK
Derivative instruments involve varying degrees of off-balance sheet
market risks, and changes in the level or volatility of interest rates,
foreign currency exchange rates or market values of the underlying
financial instruments or commodities underlying such derivative
instruments frequently result in changes in the Partnership's unrealized
profit (loss) on such derivative instruments as reflected in the
Statements of Financial Condition. The Partnership's exposure to market
risk is influenced by a number of factors, including the relationships
among the derivative instruments held by the Partnership as well as the
volatility and liquidity in the markets in which the financial
instruments are traded.
F-13
24
CERES FUND, L.P.
(A Tennessee Limited Partnership)
Notes to Financial Statements
December 31, 2000 and 1999
CREDIT RISK
The risks associated with exchange-traded contracts are typically
perceived to be less than those associated with over-the-counter
transactions (non-exchange-traded), because exchanges typically (but not
universally) provide clearinghouse arrangements in which the collective
credit (in some cases limited in amount, in some cases not) of the
members of the exchange is pledged to support the financial integrity of
the exchange.
The fair value amounts in the tables on the previous page represent the
extent of the Partnership's market exposure in the particular class of
derivative instrument listed, but not the credit risk associated with
counterparty nonperformance. The credit risk associated with these
instruments from counterparty nonperformance is the net unrealized gain,
if any, included on the Statement of Financial Condition.
(6) FAIR VALUE OF FINANCIAL INSTRUMENTS
SFAS No. 107, Disclosure About Fair Value of Financial Instruments,
extends existing fair value disclosure practices for some instruments by
requiring all entities to disclose the fair value of financial
instruments, both assets and liabilities recognized and not recognized in
the statement of financial condition, for which it is practicable to
estimate fair value. If estimating fair value is not practicable, this
Statement requires disclosures of descriptive information pertinent to
estimating the value of a financial instrument. At December 31, 2000 and
1999, substantially all of the Partnership's financial instruments, as
defined in the Statement, are carried at fair value.
F-14
25
SCHEDULE 1
CERES FUND, L.P.
(A Tennessee Limited Partnership)
Schedule of Investments
December 31, 2000
PAR OR
NUMBER OF FAIR
DESCRIPTION CONTRACTS VALUE
----------- ----------- -----------
United States Treasury Bill due March 8, 2001 $ 700,000 $ 692,357
United States Treasury Bill due March 15, 2001 2,900,000 2,865,633
-----------
3,557,990
-----------
Net cash balances from futures trading 105,512
-----------
Open contracts in futures trading accounts:
March 1 Kansas Wheat (50,000) (17,025)
July 1 Kansas Wheat 50,000 (19,188)
February 1 Live Cattle (25) (9,250)
April 1 Live Cattle (13) (5,460)
June 1 Live Cattle 13 16,810
March 1 Soybeans - CBT 25,000 3,438
March 1 U.S. Treasury - Bond Future 5 2,500
March 1 IOM S&P Index (5) (70,000)
March 1 Corn - CBT 25 11,875
May 1 Corn - CBT 100 26,250
July 1 Corn - CBT 25 19,375
-----------
(40,675)
-----------
Total equity in futures trading accounts 64,837
-----------
Total investments $ 3,622,827
===========
See accompanying independent accountant's report.
F-15
26
AFFIRMATION
STATE OF TENNESSEE )
)
CITY OF MEMPHIS )
I, FRANK L. WATSON, JR. being duly sworn, deposes and says:
1. I am President of Randell Commodity Corporation, the commodity pool
operator and the managing general partner of Ceres Fund, L.P., as named in the
attached Annual Report and am duly authorized to execute this Affirmation.
2. To the best of my knowledge and belief, the information contained in
the attached Annual Report is accurate and complete.
/s/Frank L. Watson, Jr.
- --------------------------------------
Frank L. Watson, Jr., Chairman
Randell Commodity Corporation
SWORN TO AND SUBSCRIBED before me this 28th day of March 2001.
/s/Marty Morgan
- --------------------------------------
Marty Morgan
NOTARY PUBLIC
My Commission Expires: December 29, 2004
F-16
27
SIGNATURES
Pursuant to the requirements of Section 13 or 15 (d) 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, in the City of
Memphis, and State of Tennessee on the 28th day of March 2001
CERES FUND, L.P.
By: RANDELL COMMODITY CORPORATION
Managing General Partner
/s/Frank L. Watson, Jr.
-------------------------------
By: Frank L. Watson, Jr.
Chairman
Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following person on behalf of the
Managing General Partner of the Registrant in the capacities and on the date
indicated.
RANDELL COMMODITY CORPORATION
Managing General Partner of the Registrant
/s/Frank L. Watson, Jr.
--------------------------------
By: Frank L. Watson, Jr., Principal
Executive Officer & Sole Director
March 28th, 2001
28
SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO SECTION
15(D) OF THE ACT BY REGISTRANTS WHICH HAVE NOT REGISTERED SECURITIES PURSUANT TO
SECTION 12 OF THE ACT.
None.