SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1999
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 ____333-85755______
Belmont Financial Fund, Limited Partnership
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(Exact Name of Registrant as Specified in Its Charter)
Delaware 51-0387638
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(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
c/o Corporate Systems, 101 N. Fairfield Drive, Dover DE 19901
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(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, Including Area Code (219) 833-1505
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Former Name, Address and Fiscal Year, if Changed, Since Last Report
No such changes occurred
Indicate by check [X] whether the registrant (1)has filed all reports
required to be filed by Section 13 or 15(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 [ ]
Part 1 - FINANCIAL INFORMATION
Item 1. Financial Statements.
The unaudited financial statements for the Registrant for the third quarter
ended September 30, 1999, and year to date are attached hereto and made a part
hereof.
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
The Registrant has filed for public registration on Form S-1 of 7,000 Units of
Limited Partnership Interests (the "Units"). The Partnership intends to assign
the proceeds from the sale of Units to professional managers ("Commodity
Trading Advisors" as that term is defined by the Commodity Exchange Act, 7
U.S.C. S1, et seq.) to engage in the business of trading commodities. No sales
of Units have been made. All expenses have been paid from (i) the proceeds of
subscription to Units by the individual and corporate General Partner and it's
the principal of the corporate general partner, who is also the sole limited
partner, and (ii) the advance of expenses by the corporate general partner and
its Affiliates. The corporate general partner will be reimbursed for the
expenses advanced.
Sales of Units will commence at the price of $1,000 per Unit upon the effective
date of its Registration Statement. The price was determined by the General
Partner and has no relationship to the current or projected market value of the
Units. All proceeds from the sale of Units will be deposited into escrow and
no operations will commence until the face amount of $700,000 in Units is
sold. After break of escrow and the commencement of operations, Units will
continue to be sold at the month end market value after the addition of profits
and deduction of losses and expenses, including reserves for contingent claims,
until a total of $7,000,000 in Units are sold or the offering terminates. For
complete details, see the Registration Statement on file with the Securities
and Exchange Commission.
Part II - OTHER INFORMATION
Item 1. Legal Proceedings
None
Item 2. Changes in Securities
None
Item 3. Defaults Upon Senior Securities
None
Item 4. Submission of Matters to a Vote of Security Holders
None
Item 5. Other Information
None
1
Item 6. Exhibits and Reports on Form 8-K
(a) None
(b) No reports on Form 8-K
SIGNATURES
Pursuant to the requirements of Section 13 or 15 (d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this Form 10-Q for the
period ended September 30, 1999, to be signed on its behalf by the
undersigned, thereunto duly authorized.
Registrant: Bromwell Financial Fund, Limited Partnership
By Belmont Capital Management, Incorporated
Its General Partner
By: /s/ Shira Del Pacult
Ms. Shira Del Pacult
Sole Director, Sole Shareholder,
President and Treasurer
Date: November 15, 1999
2
BROMWELL FINANCIAL FUND, LIMITED PARTNERSHIP
(A Development Stage Enterprise)
FOR THE PERIOD JANUARY 12, 1999
(DATE OF INCEPTION) TO SEPTEMBER 30, 1999
GENERAL PARTNER:
Belmont Capital Management, Inc.
% Corporate Systems, Inc.
101 North Fairfield Drive
Dover, Kent County, Delaware 19901
To The Partners
Bromwell Financial Fund, Limited Partnership
(a development stage enterprise)
Dover, Kent County, Delaware
We have compiled the accompanying balance sheet of BROMWELL FINANCIAL
FUND, LIMITED PARTNERSHIP (a development stage enterprise) as of September
30, 1999, and the related statements of operations, and cash flows for the
three months ended September 30, 1999 and the period from January 12, 1999
(inception) to September 30, 1999, in accordance with Statements on Standards
for Accounting and Review Services issued by the American Institute of
Certified Public Accountants.
A compilation is limited to presenting in the form of financial
statements information that is the representation of management. We have not
audited or reviewed the accompanying financial statements and, accordingly,
do not express an opinion or any other form of assurance on them.
/s/ Frank L. Sassetti & Co.
November 15, 1999
Oak Park, Illinois
BROMWELL FINANCIAL FUND, LIMITED PARTNERSHIP
(A Development Stage Enterprise)
BALANCE SHEET
SEPTEMBER 30, 1999
ASSETS
Cash $1,655
Organizational costs (Note 1) 5,344
------
$6,999
======
LIABILITIES AND PARTNERS' EQUITY
Liabilities -
Due to affiliate (Note 2) $5,344
Partners' Capital -
Limited partners (1 unit)
Initial capital contribution 1,000
Deficit accumulated during development stage (173)
General partner (1 unit)
Initial capital contribution 1,000
Deficit accumulated during development stage (172)
Total Partners' Capital 1,655
------
$6,999
======
The accompanying notes are an integral part
Of the financial statements.
BROMWELL FINANCIAL FUND, LIMITED PARTNERSHIP
(A Development Stage Enterprise)
STATEMENT OF OPERATIONS
FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1999 AND THE PERIOD
JANUARY 12, 1999 (INCEPTION) TO SEPTEMBER 30, 1999
Three Months Initial Period
Ended January 12, 1999 to
September 30, 1999 September 30, 1999
REVENUES $_____ $_____
Total Revenues ______ ______
EXPENSES
Shipping expense 227 227
Bank Charges 345 345
------ ------
Total Expenses $ 345 $ 345
====== ======
NET LOSS $(345) $(345)
====== ======
NET LOSS -
Limited partnership unit $(173) $(173)
General partnership unit $(172) $(172)
The accompanying notes are an integral part
Of the financial statements.
BROMWELL FINANCIAL FUND, LIMITED PARTNERSHIP
(A Development Stage Enterprise)
STATEMENT OF CASH FLOWS
FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1999 AND THE PERIOD
JANUARY 12, 1999 (INCEPTION) TO SEPTEMBER 30, 1999
Three Months Initial Period
Ended January 12, 1999 to
September 30, 1999 September 30, 1999
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss $ (345) $ (345)
Adjustments to reconcile net loss
to net cash used in operating
activities $______ $______
Net Cash Used In
Operating Activities $ (345) $ (345)
======= =======
CASH FLOWS FROM INVESTING ACTIVITIES
CASH FLOWS FROM FINANCING ACTIVITIES
Initial partner contributions 2,000 2,000
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NET INCREASE IN CASH 1,655 1,655
CASH -
Beginning of period _______ _______
End of period $1,655 $1,655
======= =======
NON-CASH INVESTING ACTIVITIES
Organizational and syndication costs
incurred and paid by affiliate $5,344 $5,344
======= =======
The accompanying notes are an integral part
Of the financial statements.
BROMWELL FINANCIAL FUND, LIMITED PARTNERSHIP
(A Development Stage Enterprise)
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 1999
1. NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES
Bromwell Financial Fund, Limited Partnership (the Fund) was
formed January 12, 1999 under the laws of the State of Delaware. The Fund
expects to engage in the speculative trading of futures contracts in
commodities. Belmont Capital Management, Inc. and Shira Pacult are the
general partners and commodity pool operators of Bromwell Financial Fund,
Limited Partnership. The commodity trading advisor (CTA) is expected to be
Ansbacher Investment Management, Inc., which has the authority to trade so
much of the Fund's equity as is allocated to it by the General Partners.
The Partnership is in the development stage and its efforts
through September 30, 1999 have been principally devoted to organizational
activities.
Income Taxes - In accordance with the generally accepted method of
presenting partnership financial statements, the financial statements do not
include assets and liabilities of the partners, including their obligation
for income taxes on their distributive shares of the net income of the Fund
or their rights to refunds on its net loss.
Offering Expenses and Organizational Costs - Offering expenses are to
be reimbursed to the General Partner upon the initial closing.
Organizational costs are capitalized and amortized over sixty months on a
straight line method starting when operations begin.
Registering Costs - Costs incurred for the initial filings with
Securities and Exchange Commission, Commodity Futures Trading Commission,
National Futures Association (the "NFA") and the states where the offering is
expected to be made are accumulated, deferred and charged against the gross
proceeds of offering at the initial closing as part of the offering expenses.
Recurring registration costs, if any, will be charged to expense as incurred.
Revenue Recognition - Commodity futures contracts are recorded on the
trade date and will be reflected in the balance sheet at the difference
between the original contract amount and the market value on the last
business day of the reporting period.
BROMWELL FINANCIAL FUND, LIMITED PARTNERSHIP
(A Development Stage Enterprise)
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 1999
1. NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES - CONTINUED
Revenue Recognition - Continued
Market value of commodity futures contracts is based upon
exchange or other applicable market best available closing quotations.
Use of Accounting 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 reported amounts of revenues and
expenses during the reporting period. Actual results could differ from these
estimates.
Statement of Cash Flows - For purposes of the Statement of Cash Flows,
the Fund will consider only cash and money market funds to be cash
equivalents. Net cash provided by operating activities include no cash
payments for interest or income taxes as of September 30, 1999.
2. DUE TO AFFILIATE
The Fund's individual general partner is a joint owner of Futures
Investment Company and this Company has funded the organizational costs
incurred by the Fund to date.
3. GENERAL PARTNER DUTIES
The responsibilities of the General Partner, in addition to
directing the trading and investment activity of the Fund, includes executing
and filing all necessary legal documents, statements and certificates of the
Fund, retaining independent public accountants to audit the Fund, employing
attorneys to represent the Fund, reviewing the brokerage commission rates to
determine reasonableness, maintaining the tax status of the Fund as a limited
partnership, maintaining a current list of the names, addresses and numbers
of units owned by each Limited Partner and taking such other actions as
deemed necessary or desirable to manage the business of the Partnership.
BROMWELL FINANCIAL FUND, LIMITED PARTNERSHIP
(A Development Stage Enterprise)
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 1999
4. THE LIMITED PARTNERSHIP AGREEMENT
The Limited Partnership Agreement provides, among other things,
that
Capital Account - A capital account shall be established for each
partner. The initial balance of each partner's capital account shall be the
amount of the initial contributions to the partnership.
Monthly Allocations - Any increase or decrease in the Partnership's net
asset value as of the end of a month shall be credited or charged to the
capital account of each Partner in the ratio that the balance of each account
bears to the total balance of all accounts.
Any distribution from profits or partners' capital will be made
solely at the discretion of the General Partners.
Allocation of Profit and Loss for Federal Income Tax Purposes - As of
the end of each fiscal year, the Partnership's realized capital gain or loss
and ordinary income or loss shall be allocated among the Partners, after
having given effect to the fees of the General Partner and the Commodity
Trading Advisors and each Partner's share of such items are includable in the
Partner's personal income tax return.
Redemption - No partner may redeem or liquidate any units until after
the lapse of six months from the date of the investment. Thereafter, a
Limited Partner may withdraw, subject to certain restrictions, any part or
all of his units from the partnership at the net asset value per unit on the
last day of any month on ten days prior written request to the General
Partner. A redemption fee payable to the partnership of a percentage of the
value of the redemption request is charged pursuant to the following
schedule:
* 4% if such request is received ten days prior to the last
trading day of the month in which the redemption is to be effective from the
sixth month to the twelfth month after the date of the investment in the
Fund.
* 3% if such request is received during the next six month
period.
BROMWELL FINANCIAL FUND, LIMITED PARTNERSHIP
(A Development Stage Enterprise)
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 1999
4. THE LIMITED PARTNERSHIP AGREEMENT - CONTINUED
* 2% if such request is received during the next six month
period.
* 1% if such request is received during the next six month
period.
* 0% thereafter.
5. FEES
The Fund will be charged the following fees on a
monthly basis as of the commencement of trading.
* A management fee of 1% (annual rate) of the Fund's net
assets allocated to each CTA to trade will be paid to each CTA and 3% of
equity to the Fund's Corporate General Partners.
* An incentive fee of 20% of "new trading profits" will be
paid to each CTA. "New trading profits" includes all income earned by a CTA
and expense allocated to his activity. In the event that trading produces a
loss, no incentive fees will be paid and all losses will be carried over to
the following months until profits from trading exceed the loss. It is
possible for one CTA to be paid an incentive fee during a quarter or a year
when the Fund experienced a loss.
* The Fund will pay fixed commissions of 11% (annual rate)
of assets assigned to be traded, payable monthly, to the introducing broker
affiliated with the General Partners. The Affiliated Introducing Broker will
pay the costs to clear the trades to the futures commission merchant and all
PIT Brokerage costs which shall include the NFA and exchange fees.