FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2008
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 333-108629
Providence Select Fund, Limited Partnership
(Exact name of registrant as specified in its charter)
Delaware 20-0069251
(State or other jurisdiction of incorporation (I.R.S. Employer
or organization) Identification No.)
505 Brookfield Drive, Dover, DE 19901
(Address of principal executive offices, including zip code)
(800) 331-1532
(Registrant's telephone number, including area code)
(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 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 [ ]
Indicate by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer or a smaller reporting company. See
definition of large accelerated filer," "accelerated filer" and "smaller
reporting company" in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer [ ] Accelerated filer [ ]
Non-accelerated filer [X] Smaller Reporting Company[ ]
Indicate by check mark whether the registrant is a shell company (as defined
in Rule 12b-2 of the Act).
Yes [ ] No [X]
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Sections 12, 13 or 15(d) f the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court. Yes [ ] No [ ] Not applicable.
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date. Not Applicable
<page>
Part 1 - FINANCIAL INFORMATION
Item 1. Financial Statements.
The reviewed financial statements for the Registrant for the three months
ended March 31, 2008 are attached hereto and made a part hereof.
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
General Information
The Registrant (the "Fund") was granted an effective date by the Securities
and Exchange Commission on September 12, 2005. On March 2, 2007, the Fund
commenced business after admission of 46 limited partners, with total
subscriptions of $1,088,370. The Fund, pursuant to the terms of the Limited
Partnership Agreement, is engaged in the business of speculative and high risk
trading of commodity futures and options markets through the services of the
commodity trading advisor its management has selected.
Description of Fund Business
The Fund grants one or more commodity trading advisors ("CTA") a power of
attorney that is terminable at the will of either party to trade the equity
assigned to each CTA by Fund management. NuWave Investment Corp. is the sole
commodity trading advisor of the Fund. The General Partner has reserved the
right to add and delete CTAs and reallocate equity assigned as it shall
determine, in its sole discretion, without prior notice to the partners
(investors). The CTA has discretion to select the trades and does not
disclose the methods it uses to make those determinations in its disclosure
documents or to the Fund or to Fund management. There is no promise or
expectation of a fixed or any other return to the investors. The investors
must look solely to trading profits for a return their investment as the
interest income is expected to be less than the fixed expenses to operate the
Fund.
Assets
The Fund assets will consist of cash used as margin to secure futures
(formerly called commodity) trades entered on its behalf by the commodity
trading advisors it selects. The Fund deposits its cash with one or more
futures commission merchants (brokers) who hold and allocate the cash to use
as margin to secure the trades made. See Subsequent Events, below for a
description in how Fund assets are held. The futures held in the Fund
accounts are valued at the market price on the close of business each day by
the Futures Commission Merchant or Merchants that hold the Fund equity made
available for trading. The Capital accounts of the Partners are immediately
responsible for all profit and losses incurred by trading and payment and
accrual of the expenses of offering partnership interests for sale and the
operation of the partnership. During the first quarter, 2008, the fixed costs
of operation were a management fee of a percentage based on the rate of
trading assigned by NuWave and approved by the General Partner of up to 3.25%
annually and a quarterly incentive fee of 20% paid to the commodity trading
advisor, a quarterly incentive fee of up to 0.5% paid to the general partner,
fixed annual brokerage commissions of 6%, an annual continuing service fee of
3%, and accounting and legal fees that must be paid before the limited
partners may earn a profit on their investment.
The Fund has not in the past and does not intend in the future to borrow from
third parties. Its trades are entered pursuant to a margin agreement with the
futures commission merchant which obligates the fund to the actual loss, if
any, without reference or limit by the amount of cash posted to secure the
trade. The limited partners are not personally liable for the debts of the
Fund, including any trading losses. The Registrant will in the future offer
Units for sale to the public until the balance, as of March 31, 2008 of
$46,281,568 in face amount of registered Units are sold. As of March 31,
2008, of the $50,000,000 in Units registered, $3,718,432 has been sold and,
upon redemption by the holder, will not be resold. Capital available will be
dependent upon the marketing and sales effort put in place by Fund management
to sell the registered limited partnership interests. Absent the registration
of additional Units, the Fund will be capitalized at $50,000,000 subject to
redemption of Units by the holders as they request, which are expected to be
honored by the General Partner.
2
<page>
An Investment in the Fund Depends upon Redemption of Fund Units
The Fund Units are not traded and they have no market value. Liquidity of an
investment in the Fund depends upon the credit worthiness of the exchanges,
brokers, and third parties of off exchange traded futures that hold Fund
equity or have a lien against Fund assets for payment of debts incurred.
Those parties must honor their obligations to the Fund for the Fund to be able
to obtain the return of its cash from the futures commission merchant that
holds the Fund account.
The commodity trading advisor selects the markets and the off exchange
instruments to be traded. The General Partner selects the futures commission
merchants to hold the Fund assets. Both the commodity trading advisor and the
general partner believe all parties who hold Fund assets or are otherwise
obligated to pay value to the Fund are credit worthy. Margin is an amount to
secure the entry of a trade and is not a limit of the profit or loss to be
gained from the trade. The general partner intends to allocate approximately
97% of the Fund equity to be used as margin to enter trades. Although it is
customary for the commodity trading advisor to use 40% or less of the equity
available as margin, there is no limit imposed by the Fund upon the amount of
equity the advisors may commit to margin. It is possible for the Fund to
suffer losses in excess of the margin it posts to secure the trades made.
To have the purchase price or appreciation, if any, of the Units, paid to
them, partners must use the redemption feature of the Partnership.
Distributions, although possible in the sole discretion of the general
partner, are not expected to be made. There is no current market for the
Units sold, none is expected to develop and the partnership agreement limits
the ability of a limited partner to transfer the Units.
Results of Operations
The Fund is subject to ongoing offering and operating expenses; however,
profits or losses are primarily generated by the commodity trading advisor by
methods that are proprietary to it. These results are not to be construed as
an expectation of similar profits in the future.
The Limited Partnership Agreement grants solely to the General Partner the
right to select the trading advisor or advisors and to otherwise manage the
operation of the Fund. The CTA selected is responsible for the selection of
trades. See the Registration Statement, incorporated by reference herein, for
an explanation of the operation of the Fund.
The following comparison between the three month periods ended March 31, 2008
and March 31, 2007 should be read taking into consideration that (i) the Fund
did not commence business until March 2, 2007 and, therefore, had no
expectation of profit generation prior to that; and, (ii) calculations of
profits and losses, including calculation of the net asset value (NAV) and NAV
per Unit, are calculated both for financial reporting purposes, in which the
offering expenses were expensed as incurred during the two periods, and for
subscription and redemption purposes, in which the offering expenses incurred
prior to the commencement of business were deferred until after the twelfth
month following the commencement of business. As of March 4, 2008, these
expenses were amortized on a straight-line basis over the subsequent twenty
four months. See Note 1 to the financial statements herein.
Discussion for Financial Reporting Purposes
The Fund's realized and unrealized trading gains (losses) before commissions
were $556,681 [$148.57 per Unit] and $32,565 [$29.92 per Unit] for the three
months ended March 31, 2008 and March 31, 2007, respectively. The Fund's
results after payment and accrual of expenses for the three months ended March
31, 2008 and March 31, 2007 were profits (losses) of $326,998 [$87.19 per
Unit] and $(35,827) [$(227.27) per Unit], respectively. The NAV per Unit as
of March 31, 2008 and March 31, 2007 were $915.86 and $723.12, respectively.
The increase in NAV per Unit was due primarily to the fact that the Fund was
not operational during approximately two of the three months of the three
month period ended March 31, 2007. Also, the change in NAV and NAV per Unit
include the results of the intervening quarters of 2007.
Discussion for Subscription and Redemption Purposes
The Fund's realized and unrealized trading gains (losses) before commissions
were $556,681 [$148.57 per Unit] and $32,565 [$29.92 per Unit] for the three
months ended March 31, 2008 and March 31, 2007, respectively. The Fund's
results after payment and accrual of expenses for the three months ended March
31, 2008 and March 31, 2007 were profits (losses) of $315,927 [$83.34 per
Unit] and $9,389 [$8.62 per Unit], respectively. The net asset value ("NAV")
per Unit as of March 31, 2008, was $986.28, a decrease of 2.2% from the March
31, 2007 NAV per Unit of $1,008.62. The change in NAV and NAV per Unit
include the results of the intervening quarters of 2007.
3
<page>
Discussion for all Purposes
The above described performance was primarily due to the trading of the
commodity trading advisor that has traded for the Fund via its proprietary
methods. If a large movement occurs in a sector that a trading advisor
trades, such as agriculture, financials, metals or softs, it does not
necessarily mean that the trading advisor will engage in trades that capture
such moves. Accordingly, market movements and conditions are not necessarily
correlated with Fund performance. Past performance is not necessarily
indicative of future results.
Net additions (withdrawals) for the three months ended March 31, 2008 and
March 31, 2007 were $36,324 and $1,086,371, respectively. The substantial
difference is primarily due to the commencement of business in March, 2007,
whereupon all subscription proceeds held in the Fund's segregated subscription
depository account were transferred to accounts in the name of the Fund to be
used for trading.
Interest income is earned on the Fund's assets, either through investment in
short term cash instruments or through its deposits with the clearing broker.
Interest income to the Fund varies monthly according to interest rates,
trading performance, subscriptions and redemptions. Interest income for the
three months ended March 31, 2008 was $17,030, a 398.7% increase over the
interest income for the three months ended March 31, 2007 of $3,415. The
increase in interest income for the comparative three month periods was
primarily due to the fact that the Fund was not operational during
approximately two of the three months of the prior period and had
significantly less net assets during the prior period.
Brokerage commissions of 6% are calculated on the Fund's Net Asset Value as of
the end of each month and therefore, vary according to monthly trading
performance, subscriptions and redemptions. Commissions for the three months
ended March 31, 2008 were $51,270, a 1,120.4% increase over the commissions
for three months ended March 31, 2007 of $4,201. The increase in commissions
for the comparative three month periods was primarily due to the fact that the
Fund was not operational during approximately two of the three months of the
prior period and had significantly less net assets during the prior period.
Continuing service fees of 3% are calculated on net asset value of the Units
sold by the selling agents as of the end of each month and therefore, vary
according to monthly trading performance, subscriptions and redemptions. Such
fees for the three months ended March 31, 2008 were $24,688, an 840.5%
increase over such fees for three months ended March 31, 2007 of $2,625. The
increase in continuing service fees for the comparative three month periods
was primarily due to the fact that the Fund was not operational during
approximately two of the three months of the prior period and had
significantly less net assets during the prior period.
Pursuant to the Trading Advisory Agreement, the Fund pays a management fee to
the trading advisor, which is calculated on the value of the Fund equity
allocated to the advisor as of the end of each month, and therefore, is
affected by monthly trading performance, subscriptions and redemptions. See
Note 5 to the financial statements herein for the current and historical
management fee amounts. Management fees for the three months ended March 31,
2008 were $27,584, a 1,476.23% increase over the management fee for the three
months ended March 31, 2007 of $1,750. The increase in management fee for the
comparative three month periods was primarily due to the fact that the Fund
was not operational during approximately two of the three months of the prior
period and had significantly less net assets during the prior period.
Pursuant to the Trading Advisory Agreement, the Fund pays a quarterly
incentive fee to the trading advisor. It also pays the General Partner an
incentive fee. See Note 5 to the financial statements herein for the current
and historical incentive fees. Incentive fees during the three months ended
March 31, 2008 and March 31, 2007 were $107,901 and $6,622, respectively. The
amounts are directly related to the trading performance of the trading
advisor.
Operating expenses include accounting, audit, tax, and legal fees, as well as
printing and postage costs related to reports sent to limited partners.
Operating expenses during the three months ended March 31, 2008 and March 31,
2007 were $35,270 and $56,609, respectively. The decrease over the
comparative three month periods was primarily due to changes in accountants
that were in progress during the prior period and costs related to the
commencement of business.
4
<page>
Inflation has had no material impact on the operations or on the financial
condition of the Fund from inception through March 31, 2008.
Subsequent Events
On March 19, 2008, the Fund sent notice to the limited partners to advise that
(i) effective April 1, 2008, the Fund would have the right to diversify its
cash equity for trading from being solely on deposit with clearing brokers to
deposits at the brokers as well as in the name of the Fund outside of the
clearing brokers in short term Treasury Bills and/or cash management funds
holding only U.S. Treasuries; (ii) effective April 1, 2008, brokerage
commissions that are currently charged as a percentage of assets on deposit
with the clearing broker will be charged upon the assets intended to be used
as equity for trading regardless of where they are deposited and what short-
term investment is utilized, (iii) all other terms of the Fund's prospectus
remain the same, and (iv) the above change in investment procedures will not
increase the costs charged to the fund.
Item 3. Quantitative and Qualitative Disclosures about Market Risk
The business of the Fund is speculative and involves a high degree of risk of
loss. See the Fund's Registration Statement and prospectus contained therein,
incorporated herein, for a full description of the risks attendant to Fund
business.
Item 4T. Controls and Procedures
Disclosure Controls and Procedures
The Registrant has adopted procedures in connection with the operation of its
business including, but not limited to, the review of account statements sent
to the General Partner before the open of business each day that disclose the
positions held overnight in the Fund accounts, the margin to hold those
positions, and the amount of profit or loss on each position, and the net
balance of equity available in each account. The Fund brokerage account
statements and financial books and records accounts are prepared by an
independent CPA Firm and then are reviewed each quarter and audited each year
by a different independent CPA firm.
The General Partner of the Fund, under the actions of its sole principal,
Michael Pacult, has evaluated the effectiveness of the design and operation of
its disclosure controls and procedures (as defined in the Securities Exchange
Act of 1934 Rules 13a-15(e) or 15d-15(e)) with respect to the Fund as of the
end of the period covered by this Report. Based on their evaluation, Mr.
Pacult has concluded that these disclosure controls and procedures are
effective.
Changes in Internal Control over Financial Reporting
There were no changes in the General Partner's internal control over financial
reporting during the quarter ended March 31, 2008 that have materially
affected, or are reasonably likely to materially affect, internal control over
financial reporting applicable to the Fund.
Part II - OTHER INFORMATION
Item 1. Legal Proceedings
There have been no legal proceedings against the Fund, its General Partner,
the CTA, the IB or any of their Affiliates, directors or officers. The FCM,
MF Global Inc. ("MFG"), (MFG was formerly known as Man Financial Inc. ("MFI")
until the change of name to MFG was effected on July 19, 2007), has had the
following described reportable events, none of which, in the opinion of the
FCM, is material to the performance of the FCM on behalf of the Fund's
account:
5
<page>
MF Global Inc. ("MFG") is registered under the Commodity Exchange Act, as
amended, as a futures commission merchant and a commodity pool operator, and
is a member of the National Futures Association in such capacities. In
addition, MFG is registered with the Financial Industry Regulatory Authority
as a broker-dealer. MFG was formerly known as Man Financial Inc. ("MFI")
until the change of name to MFG was effected on July 19, 2007. MFG is a
member of all major U.S. futures exchanges and most major U.S. securities
exchanges. MFG's main office is located at 717 Fifth Avenue, 9th Floor, New
York, New York 10022-8101. MFG's telephone number at such location is (212)
589-6200.
At any given time, MFG is involved in numerous legal actions and
administrative proceedings, which in the aggregate, are not, as of March 20,
2008, expected to have a material effect upon its condition, financial or
otherwise, or to the services it will render to the Partnership. There have
been no administrative, civil or criminal proceedings pending, on appeal or
concluded against MFG or its principals within the five years preceding the
date of this Memorandum that MFI would deem material for purposes of Part 4 of
the Regulations of the Commodity Futures Trading Commission, except as
follows:
In May, 2006, MFI was sued by the Receiver for Philadelphia Alternate Asset
Fund ("PAAF") and associated entities for common law negligence, common law
fraud, violations of the Commodity Exchange Act and RICO violations (the
"Litigation"). In December, 2007, without admitting any liability of any
party to the Litigation to any other party to the Litigation, the Litigation
was settled with MFI agreeing to pay $69 million, plus $6 million of legal
expenses, to the Receiver, in exchange for releases from all applicable
parties and the dismissal of the Litigation with prejudice. In a related
action, MFI settled a CFTC administrative proceeding (In the Matter of MF
Global, f/k/a Man Financial Inc., and Thomas Gilmartin) brought by the CFTC
against MFI and one of its employees for failure to supervise and
recordkeeping violations. Without admitting or denying the allegations, MFI
agreed to pay a civil monetary penalty of $2 million and accepted a cease and
desist order. MFI has informed the General Partner, the Trading Advisor and
the Placement Agent that the settlements referenced above will not materially
affect MFG or its ability to perform as a clearing broker.
On February 20, 2007, MFI also settled a CFTC administrative proceeding (In
the Matter of Steven M. Camp and Man Financial Inc., CFTC Docket No. 07-04) in
which MFI was alleged to have failed to supervise one of its former associated
persons (AP) who was charged with fraudulently soliciting customers to open
accounts at MFI. The CFTC alleged that the former AP misrepresented the
profitability of a web-based trading system and of a purported trading system
to be traded by a commodity trading advisor. Without admitting or denying the
allegation, MFI agreed to pay restitution to customers amounting to
$196,900.44 and a civil monetary penalty of $120,000. MFI also agreed to a
cease and desist order and to strengthen its supervisory system for overseeing
sales solicitations by employees in connection with accounts to be traded
under letters of direction in favor of third party system providers.
The Fund is not aware of any threatened or potential claims or legal
proceedings to which the Fund is a party or to which any of its assets are
subject. The Fund has no involvement in the claims against the FCM described
above.
Item 1A. Risk Factors
There have been no material changes from risk factors as previously disclosed
in the Fund's 2007 Form 10-K. The risks of the Fund are (1) described fully
in its prospectus filed with its registration statement on Form S-1, which is
incorporated herein by reference (2) described in summary in Part I of this
Form 10-Q, which is incorporated herein by reference.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
None
Item 3. Defaults Upon Senior Securities
None
6
<page>
Item 4. Submission of Matters to a Vote of Security Holders
None
Item 5. Other Information
(a) None
(b) None
Item 6. Exhibits
31.1 Certification of Principal Executive Officer and Principal Financial
Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934
32.1 Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002
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 March 31, 2008, to be signed on its behalf by the undersigned,
thereunto duly authorized.
Registrant: Providence Select Fund, Limited Partnership
By White Oak Financial Services, Incorporated
Its General Partner
By: /s/ Michael Pacult
Mr. Michael Pacult
Sole Director, Sole Shareholder,
President, and Treasurer of the General Partner
Date: May 20, 2008
7
<page>
PROVIDENCE SELECT FUND, LIMITED PARTNERSHIP
(A Delaware Limited Partnership)
THREE MONTHS ENDED MARCH 31, 2008
GENERAL PARTNER:
White Oak Financial Services, Inc.
% Corporate Systems, Inc.
505 Brookfield Drive
Dover, Kent County, Delaware 19901
<page>
Providence Select Fund, Limited Partnership
(A Delaware Limited Partnership)
Index to the Financial Statements
Page
Report of Independent Registered Public Accounting Firm F-2
Statements of Assets and Liabilities F-3
Schedule of Investments - Cash and Securities - March 31, 2008 F-4
Schedule of Investments - Futures Contracts - March 31, 2008 F-5
Schedule of Investments - Cash and Securities - December 31, 2007 F-6
Schedule of Investments - Futures Contracts - December 31, 2007 F-7 F-8
Statement of Operations F-9
Statement of Changes in Net Assets F-10
Statement of Cash Flows F-11
Notes to Financial Statements F-12 F-19
Affirmation of Commodity Pool Operator F-20
F-1
<page>
Jordan, Patke & Associates, Ltd.
Certified Public Accountants
Report of Independent Registered Public Accounting Firm
To the Partners of
Providence Select Fund, Limited Partnership
Dover, Delaware
We have reviewed the accompanying statements of assets and liabilities of
PROVIDENCE SELECT FUND, LIMITED PARTNERSHIP, as of March 31, 2008, and the
related statements of operations, changes in net assets and cash flows for the
three months ended March 31, 2008 and 2007. These financial statements are
the responsibility of the Partnership's management.
We conducted our reviews in accordance with the standards of the Public
Company Accounting Oversight Board (United States). A review of interim
financial information consists principally of applying analytical procedures
and making inquiries of persons responsible for financial and accounting
matters. It is substantially less in scope than an audit conducted in
accordance with the standards of the Public Company Accounting Oversight Board
(United States), the objective of which is the expression of an opinion
regarding the financial statements taken as a whole. Accordingly, we do not
express such an opinion.
Based on our reviews, we are not aware of any material modifications that
should be made to such interim financial statements for them to be in
conformity with accounting principles generally accepted in the United States
of America.
We have previously audited, in accordance with the standards of the Public
Company Accounting Oversight Board (United States), the statement of assets
and liabilities of PROVIDENCE SELECT FUND, LIMITED PARTNERSHIP as of December
31, 2007 and the related statements of operations, changes in net assets and
cash flows for the year then ended (not presented herein); and in our report
dated March 31, 2008 we expressed an unqualified opinion on those financial
statements. In our opinion, the information set forth in the accompanying
statement of assets and liabilities as of December 31, 2007 is fairly stated,
in all material respects, in relation to the statement of assets and
liabilities from which it has been derived.
/s/ Jordan, Patke & Associates, Ltd.
Jordan, Patke & Associates, Ltd.
Lincolnshire, Illinois
May 19, 2008
300 Village Green Drive, Suite 210 * Lincolnshire, Illinois 60069
Phone: (847) 913-5400 * Fax: (847) 913-5435
F-2
<page>
Providence Select Fund, Limited Partnership
(A Delaware Limited Partnership)
Statements of Assets and Liabilities
<table>
<s> <c> <c>
(A Review)
March 31, December 31,
2008 2007
Assets
Investments
Equity in broker trading accounts
Cash and cash equivalents at broker $3,595,572 $3,264,919
Net unrealized gain (loss) on open futures contracts (26,328) 48,797
Total equity in broker trading accounts 3,569,244 3,313,716
Cash 78,767 37,476
Interest receivable 3,728 7,209
Money market fund 1,000 0
Prepaid continuing service fee 24,305 45,650
Total assets 3,677,044 3,404,051
Liabilities
Accrued expenses 16,065 16,959
Due to related parties 16,373 278,658
Accounts payable 15,371 14,887
Accrued management fees 27,584 18,685
Accrued incentive fees 107,900 -
Redemptions payable 69,845 14,278
Total Liabilities 253,138 343,467
Net assets $3,423,906 $3,060,584
Analysis of Net Assets
Limited partners $3,387,537 $3,031,282
General partners 36,369 29,302
Net assets (equivalent to $915.86 and $828.67 per unit) $3,423,906 $3,060,584
Partnership units outstanding
Limited partners units outstanding 3,698.75 3,658.03
General partners units outstanding 39.71 35.36
Total partnership units outstanding 3,738.46 3,693.39
</table>
The accompanying notes are an integral part of the financial statements
F-3
<page>
Providence Select Fund, Limited Partnership
(A Delaware Limited Partnership)
Schedule of Investments - Cash and Securities
March 31, 2008
(A Review)
<table>
<s> <c> <c> <c>
Fair Value Percent
Description Local Currency U.S. Dollars of Net Assets
Cash and cash equivalents in trading accounts:
Cash denominated in U.S. Dollars:
United States Markets 3,421,049 $3,421,049 99.92%
Total cash denominated in U.S. Dollars 3,421,049 99.92%
Total cash and cash equivalents denominated in U.S. Dollars 3,421,049 99.92%
Cash denominated in foreign currency:
Euro Markets - Euro 101,451 160,028 4.67%
British Pound Markets - GBP (15,661) (31,054) -0.91%
Australian Dollar Markets - AUD 15,543 14,190 0.41%
Hong Kong Dollar Markets - HKD 142,617 18,326 0.54%
Japanese Yen Markets - JPY 1,300,000 13,033 0.38%
Total cash denominated in foreign currency 174,523 5.10%
Total cash and cash equivalents in trading accounts $3,595,572 105.02%
Money market fund (1,000.40 shares at $1 per share) 1,000 $1,000 0.03%
</table>
The accompanying notes are an integral part of the financial statements
F-4
<page>
Providence Select Fund, Limited Partnership
(A Delaware Limited Partnership)
Schedule of Investments - Futures Contracts
March 31, 2008
(A Review)
<table>
<s> <c> <c> <c> <c> <c>
Fair Value Percent
Description Expiration Date Contracts Local Currency U.S. Dollars of Net Assets
Net unrealized gain (loss) on open futures contracts
United States commodity futures positions held long:
LME Aluminum US April 2008 1 (4,000) $(4,000) -0.12%
CMX Gold June 2008 1 (2,700) (2,700) -0.08%
NY Light Crude May 2008 2 (14,000) (14,000) -0.41%
NY Natural Gas May 2008 4 27,060 27,060 0.79%
NY RBOB Gas May 2008 6 (11,752) (11,752) -0.34%
CBT T Note 10Y June 2008 9 30,828 30,828 0.90%
IMM Australian Dollar June 2008 3 (2,490) (2,490) -0.07%
IMM Euro FX June 2008 9 30,937 30,937 0.90%
Total United States Commodity Futures Positions 53,883 1.57%
Euro commodity futures positions held long:
EURX E-Bund June 2008 25 (29,500) (46,533) -1.36%
LIF 3M Euribor December 2008 40 (19,500) (30,759) -0.90%
Total European commodity futures positions held long (77,292) -2.26%
British commodity futures positions held long:
LIF Long Gilt June 2008 26 76,440 151,569 4.43%
LIF 3M Sterling Interest Rate December 2008 13 (250) (496) -0.01%
Total British commodity futures positions held long 151,073 4.41%
Total commodity futures positions held long 127,664 3.73%
United States commodity futures positions held short:
LME Copper US June 2008 2 (12,264) (12,264) -0.36%
LME Aluminum US April 2008 13 (140,916) (140,916) -4.12%
LME Aluminum US May 2008 2 6,355 6,355 0.19%
LME Aluminum US June 2008 2 902 902 0.03%
CME Cattle June 2008 4 5,040 5,040 0.15%
NY Heating Oil May 2008 5 19,900 19,900 0.58%
CBOT Corn May 2008 11 (17,600) (17,600) -0.51%
CMX Silver May 2008 1 1,725 1,725 0.05%
EMINI S&P 500 June 2008 3 (1,328) (1,328) -0.04%
IMM British Pounds June 2008 1 2,344 2,344 0.07%
Total United States commodity futures positions held short (135,842) -3.97%
Australian commodity futures positions held short:
SFE SPI 200 June 2008 1 (4,050) (3,698) -0.11%
Total Australian commodity futures positions held short (3,698) -0.11%
Japanese commodity futures positions held short:
SMX NIKKEI June 2008 2 (225,000) (2,256) -0.07%
Total Japanese commodity futures positions held short (2,256) -0.07%
Hong Kong commodity futures positions held short:
Hang Seng April 2008 2 (22,700) (2,917) -0.09%
Total British commodity futures positions held short (2,917) -0.09%
Euro commodity futures positions held short:
MONEP CAC 40 April 2008 1 (1,620) (2,555) -0.07%
DTB DAX Index June 2008 1 (4,263) (6,724) -0.20%
Total Euro commodity futures positions held short (9,279) -0.27%
Total commodity futures positions held short (153,992) -4.50%
Net commodity futures positions $(26,328) -0.77%
</table>
The accompanying notes are an integral part of the financial statements
F-5
<page>
Providence Select Fund, Limited Partnership
(A Delaware Limited Partnership)
Schedule of Investments - Cash and Securities
December 31, 2007
<table>
<s> <c> <c> <c>
Fair Value Percent
Description Local Currency U.S. Dollars of Net Assets
Cash and cash equivalents in trading accounts:
Cash denominated in U.S. Dollars:
United States Markets 3,184,450 $3,184,450 104.05%
Total cash denominated in U.S. Dollars 3,184,450 104.05%
Total cash and cash equivalents denominated in U.S. Dollars 3,184,450 97.54%
Cash denominated in foreign currency:
Euro Markets - Euro 19,810 28,869 0.94%
British Pound Markets - GBP 10,607 21,031 0.69%
Australian Dollar Markets - AUD 31,619 27,709 0.91%
Japanese Yen Markets - JPY 320,000 2,860 0.09%
Total cash denominated in foreign currency 80,469 2.63%
Total cash and cash equivalents $3,264,919 106.68%
</table>
The accompanying notes are an integral part of the financial statements
F-6
<page>
Providence Select Fund, Limited Partnership
(A Delaware Limited Partnership)
Schedule of Investments - Futures Contracts
December 31, 2007
<table>
<s> <c> <c> <c> <c> <c>
Fair Value Percent
Description Expiration Date Contracts Local Currency U.S. Dollars of Net Assets
Net unrealized gain (loss) on open futures contracts
United States commodity futures positions held long:
LME Copper US February 2008 1 (27,569) $(27,569) -0.90%
LME Aluminum US January 2008 1 (1,459) (1,459) -0.05%
LME Aluminum US February 2008 2 (5,170) (5,170) -0.17%
LME Copper US February 2008 1 4,520 4,520 0.15%
CMX Gold February 2008 2 7,000 7,000 0.23%
NY Heating Oil February 2008 1 (214) (214) -0.01%
NYM RBOB Gas February 2008 9 (4,347) (4,347) -0.14%
CBOT Corn March 2008 3 250 250 0.01%
CBOT Soybeans March 2008 2 3,625 3,625 0.12%
CBOT Wheat March 2008 1 (2,013) (2,013) -0.07%
CBT T Note 10Y March 2008 13 14,750 14,750 0.48%
CMX Silver March 2008 3 6,575 6,575 0.21%
IMM Euro FX March 2008 6 (9,406) (9,406) -0.31%
IMM Euro Dollar September 2008 34 13,700 13,700 0.45%
Total United States Commodity Futures Positions 242 0.01%
Austrailian commodity futures positions held long:
SFE 10Y T Bond March 2008 1 (799) (700) -0.02%
Total Austrailian commodity futures positions held long (700) -0.02%
Euro commodity futures positions held long:
MONEP CAC40 January 2008 8 5,560 8,103 0.26%
DTB DAX Index March 2008 2 9,000 13,116 0.43%
EURX E-Bund March 2008 12 (18,810) (27,412) -0.90%
LIF 3M Euribor September 2008 22 4,100 5,975 0.20%
Total European commodity futures positions held long (218) -0.01%
British commodity futures positions held long:
LIF Long Gilt March 2008 6 9,170 18,181 0.59%
LIF 3M Sterling Interest Rate September 2008 17 4,250 8,426 0.28%
Total British commodity futures positions held long 26,607 0.87%
Total commodity futures positions held long 25,931 0.85%
United States commodity futures positions held short:
LME Aluminum US February 2008 2 4,345 4,345 0.14%
LME Copper US February 2008 1 7,424 7,424 0.24%
LME Aluminum US January 2008 1 3,681 3,681 0.12%
LME Aluminum US March 2008 3 2,829 2,829 0.09%
LME Aluminum US March 2008 2 3,145 3,145 0.10%
LME Aluminum US February 2008 1 12,087 12,087 0.39%
LME Aluminum US February 2008 2 9,463 9,463 0.31%
LME Aluminum US March 2008 1 536 536 0.02%
LME Copper US February 2008 1 (589) (589) -0.02%
LME Copper US March 2008 1 3,300 3,300 0.11%
CME Cattle February 2008 9 7,380 7,380 0.24%
NY Lt Crude February 2008 2 (11,350) (11,350) -0.37%
NY Natural Gas February 2008 3 (7,130) (7,130) -0.23%
CSC Sugar March 2008 5 (4,088) (4,088) -0.13%
EMINI S&P 500 March 2008 1 1,165 1,165 0.04%
IMM British Pounds March 2008 4 150 150 0.00%
IMM Canadian Dollars March 2008 2 (4,890) (4,890) -0.16%
IMM Japanese Yen March 2008 3 (3,113) (3,113) -0.10%
Total United States commodity futures positions held short 24,345 0.80%
</table>
The accompanying notes are an integral part of the financial statements
F-7
<page>
Providence Select Fund, Limited Partnership
(A Delaware Limited Partnership)
Schedule of Investments - Futures Contracts, Continued
December 31, 2007
<table>
<s> <c> <c> <c> <c> <c>
Fair Value Percent
Description Expiration Date Contracts Local Currency U.S. Dollars of Net Assets
Net unrealized gain (loss) on open futures contracts, con't.
Australian commodity futures positions held short:
SFE SPI 200 March 2008 2 (2,700) (2,366) -0.08%
Total Austrailian commodity futures positions held short (2,366) -0.08%
Japanese commodity futures positions held short:
SMX NIKKEI March 2008 2 407,500 3,643 0.12%
Total Japanese commodity futures positions held short 3,643 0.12%
British commodity futures positions held short:
NEW FTSE 100 March 2008 1 (1,390) $(2,756) -0.09%
Total British commodity futures positions held short (2,756) -0.09%
Total commodity futures positions held short 22,866 0.75%
Net commodity futures positions $48,797 1.59%
</table>
The accompanying notes are an integral part of the financial statements
F-8
<page>
Providence Select Fund, Limited Partnership
(A Delaware Limited Partnership)
Statements of Operations
(A Review)
<table>
<s> <c> <c>
Three Months Ended
March 31,
2008 2007
Investment income
Interest income $17,030 $3,415
Total investment income 17,030 3,415
Expenses
Commission expense 51,270 4,201
Management fees 27,584 1,750
Continuing service fee 24,688 2,625
Incentive fees 107,901 6,622
Professional accounting and legal fees 11,082 55,371
Other operating and administrative expenses 24,188 1,238
Total expenses 246,713 71,807
Net investment (loss) (229,683) (68,392)
Realized and unrealized gain (loss) from investments and foreign currency
Net realized gain (loss) from:
Investments 534,488 (714)
Foreign currency transactions 97,318 17,725
Net realized gains from investments and foreign currency transactions 631,805 17,011
Net increase (decrease) in unrealized appreciation (depreciation) from:
Investments (106,547) 21,193
Translation of assets and liabilities in foreign currencies 31,423 (5,639)
Net unrealized appreciation (depreciation) from investments and
translation of assets and liabilities in foreign currencies (75,124) 15,554
Net realized and unrealized income from investments -
and foreign currency 556,681 32,565
Net increase (decrease) in net assets resulting from operations $326,998 $(35,827)
Net income (loss) per unit (for a single unit outstanding during the entire
period)
Limited partnership unit $87.19 $(227.27)
General partnership unit $87.19 $(227.27)
</table>
The accompanying notes are an integral part of the financial statements
F-9
<page>
Providence Select Fund, Limited Partnership
(A Delaware Limited Partnership)
Statement of Changes in Net Assets
(A Review)
<table>
<s> <c> <c> <c>
Partners' Capital
General Limited Total
Three Months Ended March 31, 2008
Net assets at December 31, 2007 $29,302 $3,031,282 $3,060,584
Increase (decrease) in net assets from operations:
Net investment (loss) (2,154) (227,529) (229,683)
Net realized gain from investments and foreign currency transactions 5,926 625,879 631,805
Net increase in unrealized appreciation from investments and
translation of assets and liabilities in foreign currencies (705) (74,419) (75,124)
Net increase in net assets resulting from operations 3,067 323,931 326,998
Subscriptions 4,000 116,072 120,072
Redemptions - (83,748) (83,748)
Transfers -
Offering Costs -
Net assets at March 31, 2008 $36,369 $3,387,537 $3,423,906
Three Months Ended March 31, 2007
Net assets at December 31, 2006 $(131,759) $(131,759) $(263,518)
Increase (decrease) in net assets from operations:
Net investment (loss) (1,685) (66,707) (68,392)
Net realized gain from investments and foreign currency transactions 419 16,592 17,011
Net increase in unrealized appreciation from investments and
translation of assets and liabilities in foreign currencies 383 15,171 15,554
Net (decrease) in net assets resulting from operations (883) (34,944) (35,827)
Subscriptions 24,820 1,061,551 1,086,371
Redemptions - - -
Transfers 1,000 (1,000) -
Offering Costs 126,216 (126,216) -
Net assets at March 31, 2007 $19,394 $767,632 $787,026
</table>
The accompanying notes are an integral part of the financial statements
F-10
<page>
Providence Select Fund, Limited Partnership
(A Delaware Limited Partnership)
Statements of Cash Flows
(A Review)
<table>
<s> <c> <c>
Three Months Ended
March 31,
2008 2007
Cash Flows from Operating Activities
Net increase (decrease) in net assets resulting from operations $326,998 $(35,827)
Adjustments to reconcile net income to net cash provided by
(used in) operating activities:
Changes in operating assets and liabilities:
Unrealized (depreciation) on investments 75,125 (15,554)
(Increase) in interest receivable 3,481 (3,415)
(Increase) in subscriptions receivable - (25,000)
(Increase) in prepaid continuing service fee 21,345 (28,872)
Increase in accrued commissions payable 3,488
Increase in accounts payable 484 -
Increase in accrued management fees 8,899 1,750
Increase in accrued incentive fees 107,900 6,622
Increase in accrued expenses (894) 20,097
Net cash provided by (used in) operating activities 543,338 (76,711)
Cash Flows from Financing Activities
Increase (decrease) in due to related parties (262,285) 16,999
Proceeds from sale of units, net of sales commissions 120,072 1,086,371
Partner redemptions (28,181)
Net cash provided by (used in) financing activities (170,394) 1,103,370
Net increase in cash and cash equivalents 372,944 1,026,659
Cash at the beginning of the period 3,302,395 304
Cash at the end of the period $3,675,339 $1,026,963
End of period cash and cash equivalents consist of:
Cash and cash equivalents at broker $3,595,572 $1,016,280
Money market fund 1,000
Cash 78,767 10,683
Total cash and cash equivalents $3,675,339 $1,026,963
</table>
The accompanying notes are an integral part of the financial statements
F-11
<page>
Providence Select Fund, Limited Partnership
(A Delaware Limited Partnership)
Three Months Ended March 31, 2008 and 2007
1. Nature of the Business
Providence Select Fund, Limited Partnership (the Fund) was formed on May 16,
2003 under the Delaware Uniform Limited Partnership Act. The Fund is engaged
in high risk, speculative and hedge trading of futures and forward contracts,
options on futures and forward contracts, and other instruments selected by
registered commodity trading advisors (CTA's). On March 2, 2007, the Fund
commenced business after admission of 46 limited partners, with total
subscriptions of $1,088,370. The maximum offering is $50,000,000. White Oak
Financial Services, Inc. (White Oak) and Michael Pacult are the General
Partners and commodity pool operators (CPO's) of the Fund. The CTA is NuWave
Investment Corp., which has the authority to trade as much of the Fund's
equity as is allocated to it by the General Partner. The selling agent is
Futures Investment Company (FIC), which is controlled by Michael Pacult and
his wife.
The Partnership was in the development stage prior to March 2, 2007 and its
efforts until then were principally devoted to organizational activities.
2. Significant Accounting Polices
Regulation - The Fund is a registrant (effective September 12, 2005) with
the Securities and Exchange Commission (SEC) pursuant to the Securities Act of
1933 (the Act). The Fund is subject to the regulations of the SEC and the
reporting requirements of the Securities and Exchange Act of 1934. The Fund is
also be subject to the regulations of the Commodities Futures Trading
Commission (CFTC), an agency of the U.S. government which regulates most
aspects of the commodity futures industry, the rules of the National Futures
Association and the requirements of various commodity exchanges where the Fund
executes transactions. Additionally, the Fund will be subject to the
requirements of futures commission merchants and interbank market makers
through which the Fund trades.
Offering Costs and Organizational Expenses - For financial reporting
purposes in conformity with U.S. Generally Accepted Accounting Principles
(GAAP), on the Fund's initial effective date, September 12, 2005, the Fund
deducted from Limited Partners' capital the total initial offering costs of
$79,876 as of that date and began expensing all subsequent offering costs.
The commencement of business was contingent upon the sale of at least
$1,030,000 of partnership interests. Organizational and operating costs are
expensed as incurred for GAAP purposes. For all other purposes, including
determining the Net Asset Value per Unit for subscription and redemption
purposes, the Fund capitalized all offering and organizational costs until
after the twelfth month following the commencement of business. The Fund has
agreed to reimburse White Oak and other affiliated companies for all expenses
incurred up to the commencement of business, which was March 2, 2007, until
after the twelfth month following the commencement of business. On March 4,
2008, during the thirteenth month following the commencement of business,
White Oak and its affiliates were reimbursed for all such expenses, which
totaled $274,715.52, and which are being amortized by the Fund on a straight-
line basis at $11,446 per month for twenty four months commencing March 4,
2008. Any partner in the Fund during this twenty four month period will be
exposed to this per month charge on a pro rata basis. As of March 31, 2008
and December 31, 2007, these reimbursement amounts had accumulated to $0 and
$273,745.
Consequently, as of March 31, 2008 and December 31, 2007, the Net Asset
Value and Net Asset Value per Unit for financial reporting purposes and for
all other purposes are as follows:
<table>
<s> <c> <c> <c> <c>
Balance Per Unit Calculation
March 31, December 31, March 31, December 31,
2008 2007 2008 2007
Net Asset Value for financial reporting purposes $3,423,906 $3,060,584 $915.86 $828.67
Adjustment for initial offering costs 79,876 79,876 21.37 21.63
Adjustment for other offering costs and organizational expenses 183,393 194,464 49.06 52.65
Net Asset Value for all other purposes $3,687,175 $3,334,924 $986.28 $902.94
Number of units 3,738.46 3,693.39
</table>
Registration Costs - Costs incurred for the initial filings with Securities
and Exchange Commission, National Association of Securities Dealers, Inc. and
the states where the offering is expected to be made are included in the
offering expenses and, accordingly, are accounted for as described above under
"Offering Costs and Organizational Expenses".
F-12
<page>
Providence Select Fund, Limited Partnership
(A Delaware Limited Partnership)
Three Months Ended March 31, 2008 and 2007
2. Significant Accounting Polices, Continued
Revenue Recognition - Forward contracts, futures and other investments are
recorded on the trade date and will be reflected in the statement of
operations at the difference between the original contract amount and the
market value on the last business day of the reporting period.
Market value of forward contracts, futures and other investments is based
upon exchange or other applicable closing quotations related to the specific
positions.
Interest income is recognized when it is earned.
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.
Income Taxes - The Fund is not required to provide a provision for income
taxes. Income tax attributes that arise from its operations are passed
directly to the individual partners. The Fund may be subject to state and
local taxes in jurisdictions in which it operates.
Statement of Cash Flows - For purposes of the Statement of Cash Flows, the
Fund considers cash at broker, cash and money market funds to be cash
equivalents. Net cash provided by operating activities include no cash
payments for interest or income taxes for the periods ended March 31, 2008 and
2007.
Foreign Currency - Investment securities and other assets and liabilities
denominated in foreign currencies are translated into U.S. dollar amounts at
the date of valuation. Purchases and sales of investment securities and
income and expense items denominated in foreign currencies are translated into
U.S. dollar amounts on the respective dates of such transactions.
The Company does not isolate that portion of the results of operations
resulting from changes in foreign exchange rates on investments from the
fluctuations arising from changes in market prices of securities held. Such
fluctuations are included with the net realized and unrealized gain or loss
from investments.
Reported net realized foreign exchange gains or losses arise from sales of
foreign currencies, currency gains or losses realized between the trade and
settlement dates on securities transactions, and the difference between the
amounts of dividends, interest, and foreign withholding taxes recorded on the
fund's books and the U.S. dollar equivalent of the amounts actually received
or paid. Net unrealized foreign exchange gains and losses arise from changes
in the fair values of assets and liabilities, other than investments in
securities at fiscal period end, resulting from changes in exchange rates.
Reclassification
Certain amounts in the 2007 financial statements were reclassified to
conform with the 2008 presentation.
Recently Issued Accounting Pronouncements
In July 2006, the Financial Accounting Standards Board (FASB) issued
interpretation No. 48 (FIN 48) entitled "Accounting for Uncertainty in Income
Taxes - an interpretation of FASB 109". FIN 48 prescribes the minimum
recognition threshold a tax position must meet in connection with accounting
for uncertainties in income tax positions taken or expected to be taken by an
entity before being measured and recognized in the financial statements.
Adoption of FIN 48 was required for fiscal years beginning after December 15,
2006. The implementation of FIN 48 did not have a material impact on the
Fund's financial statements.
In September 2006, the FASB issued Statement of Financial Accounting
Standards No. 157, "Fair Value Measurements" (FAS 157). FAS 157 defines fair
value, establishes a framework for measuring fair value in accounting
principles generally accepted in the United States of America, and expands
disclosures about fair value measurements. While FAS 157 does not require any
new fair value measurements, for some entities, the application of FAS 157 may
change current practice. FAS 157 is effective for financial statements issued
for fiscal years beginning after November 15, 2007, and interim periods within
those fiscal years. The implementation of FAS 157 is not expected to have a
material impact on the Fund's financial statements.
F-13
<page>
Providence Select Fund, Limited Partnership
(A Delaware Limited Partnership)
Three Months Ended March 31, 2008 and 2007
3. General Partner Duties
The responsibilities of the General Partner, in addition to directing the
trading and investment activity of the Fund, including suspending all trading,
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.
The Corporate General Partner has contributed $38,050 in cash for deposit to
the capital of the Fund for a General Partnership interest in the Partnership.
If the net unit value of the partnership falls to less than 50% of the
greater of the original $1,000 selling price, less commissions and other
charges or such higher value earned through trading, then the General Partner
will immediately suspend all trading, provide all limited partners with notice
of the reduction in net unit value and give all limited partners the
opportunity, for fifteen days after such notice, to redeem partnership
interests. No trading shall commence until after the lapse of such fifteen
day period.
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 Partner.
Federal Income Tax Allocations - 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 and
expenses of the Fund.
Subscriptions - Investors must submit subscription agreements and funds at
least five business days prior to month end. Subscriptions must be accepted or
rejected by the general partner within five business days. The investor also
has five business days to withdraw his subscription. Funds are deposited into
an interest bearing subscription account and will be transferred to the Fund's
account after the minimum to commence business has been raised and,
thereafter, on the first business day of the month after the subscription is
accepted. Interest earned on the subscription funds will accrue to the
account of the investor.
Redemptions - A limited partner may request any or all of his investment be
redeemed at the net asset value as of the end of a month. Unless this
requirement is waived, the written request must be received by the general
partner no less than ten days prior to a month end. Redemptions will
generally be paid within twenty days of the effective month end. However, in
various circumstances due to liquidity, etc. the general partner may be unable
to comply with the request on a timely basis. There will be a redemption fee
commencing from the date of purchase of units of 3% during the first four
months, 2% during the second four months, 1% during the third four months and
no redemption fees for redemption requests received in the thirteenth month
or later.
F-14
<page>
Providence Select Fund, Limited Partnership
(A Delaware Limited Partnership)
Three Months Ended March 31, 2008 and 2007
5. Fees
The Fund is charged the following fees:
Until September 1, 2007, a monthly management fee was paid to the CTA based
on the rate of trading assigned by the CTA and approved by the General Partner
of up to 2.5% (annual rate) of the Fund's net assets allocated to the CTA to
trade. As of September 1, 2007, such management fee was increased to up to
3.25% annually.
The Fund pays the Corporate General Partner a fixed brokerage commission of
6% on total Fund net assets, from which the Corporate General Partner pays the
round turn commissions to the futures commission merchant.
A quarterly incentive fee of 20% of "new trading profits" is paid to the CTA
and, until September 1, 2007, up to a 3% quarterly incentive fee was paid to
the Corporate General Partner. As of September 1, 2007, the quarterly
incentive fee to the Corporate General Partner was reduced to up to 0.5%.
"New trading profits" includes all income earned by the CTA and expense
allocated to his activity. In the event that trading produces a loss for the
CTA, 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 the CTA to be paid an incentive fee during a quarter or a year when the
Fund experienced a loss.
The Fund pays the selling agents a 3% continuing service fee based on the
initial investment the first year. Each year thereafter, for so long as the
investment remains in the Fund, the Fund pays this fee at 1/4% monthly based
on the net asset value of the investment.
The General Partner has reserved the right to change the management fee and
the incentive fee at its sole discretion. The total incentive fees may be
increased to 27% if the management fee is eliminated. The Fund may also
increase the management fees paid to the CTA and general partner to 6% of
total net assets if the total incentive fees are decreased to 15%.
6. Related Party Transactions
Financial Accounting Standards Board Interpretation No. 45, Guarantor's
Accounting and Disclosure Requirements for Guarantees, Including Indirect
Guarantees of Indebtedness of Others, identifies certain disclosures to be
made by a guarantor in its financial statements about its obligations under
certain guarantees that it has issued. In the normal course of business, the
Fund has provided general indemnifications to the General Partner, its CTA
and others when they act, in good faith, in the best interests of the Fund.
The Fund is unable to develop an estimate for future payments resulting from
hypothetical claims, but expects the risk of having to make any payments under
these indemnifications to be remote.
F-15
<page>
Providence Select Fund, Limited Partnership
(A Delaware Limited Partnership)
Three Months Ended March 31, 2008 and 2007
6. Related Party Transactions, Continued
"Due to related parties" at March 31, 2008 and December 31, 2007 were
amounts payable to White Oak Financial Services, Inc., Ashley Capital
Management, Inc., Futures Investment Company, and Michael Pacult, president of
Futures Investment Company, White Oak Financial Services, Inc. and Ashley
Capital Management, Inc. The balances result from two types of transactions:
Loans from related parties: Loans from related parties consist of offering,
organizational and operating costs paid by the related parties on behalf of
the Fund and cash advances. These amounts bear no interest or due dates and
are unsecured. The balances are usually paid back within a year from the
start of trading or when the Fund is financially capable of repaying the
advance.
Commissions: The Fund has an agreement to pay commissions to White Oak
Financial Services, Inc. The related party is 100% owned by Michael Pacult,
the Fund's CPO. Commissions payable to White Oak Financial Service, Inc. at
March 31, 2008 and December 31, 2007 were $16,373 and $4,914, respectively.
Incentive fees: White Oak Financial Services, Inc. receives a quarterly
incentive fee (see footnote 5) of new trading profits. As of March 31, 2008,
$2,677 was payable to White Oak Financial Services, which is included in
Incentive Fees Payable on the Statement of Assets and Liabilities. There were
no incentive fees due at December 31, 2007.
Continuing service fee: The Fund pays Futures Investment Company a
continuing service fee. Continuing service fees prepaid to Futures Investment
Company amounted to $24,305 and $45,650 at March 31, 2008 and December 31,
2007, respectively.
The following amounts were due to related parties as of March 31, 2008 and
December 31, 2007:
2008 2007
Futures Investment Company $- $86,017
Ashley Capital Management, Inc. - 62,355
Michael Pacult - 46,650
White Oak Financial Services, Inc. 19,050 83,636
Due to related parties $19,050 $278,658
The following commissions expense and fees were included in Statement of
Operations:
Three Months Ended March 31,
2008 2007
White Oak Financial Services, Inc. - commissions $48,291 $3,488
White Oak Financial Services, Inc. - incentive fee $2,677 $602
Futures Investment Company - continuing service fee $1,531 $2,625
7. Partnership Unit Transactions
As of March 31, 2008 and 2007, partnership units were $915.86 and $723.12
per unit respectively for
financial reporting purposes.
Transactions in partnership units were as follows:
<table>
<s> <c> <c> <c> <c>
Units Amount
2008 2007 2008 2007
Limited Partner Units
Subscriptions 125.80 1,061.56 $116,072 $1,061,551
Redemptions -85.08 - (83,748) -
Net income for the period ended 3/31 - 323,931 (34,944)
Transfers (1.00) (1,000)
Offering costs - (126,216)
Total 40.72 1,060.56 356,255 899,391
General Partner Units
Subscriptions 4.35 24.82 4,000 24,820
Redemptions - - - -
Net income for the period ended 3/31 - 3,067 (883)
Transfers 1.00 1,000
Offering costs - 126,216
Total 4.35 25.82 7,067 151,153
Total Units
Subscriptions 130.15 1,086.38 120,072 1,086,371
Redemptions -85.08 - (83,748) -
Net income for the period ended 3/31 - 326,998 (35,827)
Offering costs - - -
Total 45.07 1,086.38 $363,322 $1,050,544
</table>
F-16
<page>
Providence Select Fund, Limited Partnership
(A Delaware Limited Partnership)
Three Months Ended March 31, 2008 and 2007
8. Trading Activities and Related Risks
The Fund is engaged in speculative trading of U.S. and foreign futures
contracts in commodities. The Fund is exposed to both market risk, the risk
arising from changes in market value of the contracts, and credit risk, the
risk of failure by another party to perform according to the terms of a
contract.
A certain portion of cash in trading accounts are pledged as collateral for
commodities trading on margin. Additional deposits may be necessary for any
loss on contract value. The Commodity Exchange Act requires a broker to
segregate all customer transactions and assets from such broker's proprietary
activities.
Each U.S. commodity exchange, with the approval of the CFTC and the futures
commission merchant, establish minimum margin requirements for each traded
contract. The futures commission merchant may increase the margin
requirements above these minimums for any or all contracts. In general, the
amount of required margin should never fall below 10% of the Net Asset Value.
The cash deposited in trading accounts at March 31, 2008 and December 31, 2007
was $3,595,572 and $3,264,919, respectively, which equals approximately
105.0% and 106.7% of Net Asset Value, respectively. Cash exceeded Net Asset
Value because of accrued expenses and partner redemptions at March 31, 2008
and December 31, 2007. Cash payments for these expenses are expected to be
made prior to the end of the next quarter.
Trading in futures contracts involves entering into contractual commitments
to purchase or sell a particular commodity at a specified date and price. The
gross or face amount of the contract, which is typically many times that of
the Fund's net assets being traded, significantly exceeds the Fund's future
cash requirements since the Fund intends to close out its open positions prior
to settlement. As a result, the Fund is generally subject only to the risk of
loss arising from the change in the value of the contracts. The market risk is
limited to the gross or face amount of the contracts held of approximately
$37,093,507 on long positions at March 31, 2008 and $29,248,921 on long
positions at December 31, 2007. However, when the Fund enters
into a contractual commitment to sell commodities, it must make delivery of
the underlying commodity at the contract price and then repurchase the
contract at prevailing market prices or settle in cash. Since the repurchase
price to which a commodity can rise is unlimited, entering into commitments to
sell commodities exposes the Fund to unlimited potential risk.
Market risk is influenced by a wide variety of factors including government
programs and policies, political and economic events, the level and volatility
of interest rates, foreign currency exchange rates, the diversification
effects among the derivative instruments the Fund holds and the liquidity and
inherent volatility of the markets in which the Fund trades.
The net unrealized gains (losses) on open commodity futures contracts at
March 31, 2008 were $(26,328).
Open contracts generally mature within three months of March 31, 2008. The
latest maturity for open futures contracts is in December 2008. However, the
Fund intends to close all contracts prior to maturity.
Credit risk is the possibility that a loss may occur due to the failure of a
counter party to perform according to the terms of a contract.
The Fund has a substantial portion of its assets on deposit with financial
institutions. In the event of a financial institution's insolvency, recovery
of Fund deposits may be limited to account insurance or other protection
afforded deposits.
The Fund has established procedures to actively monitor market risk and
minimize credit risk although there can be no assurance that it will succeed.
The basic market risk control procedures consist of continuously monitoring
open positions, diversification of the portfolio and maintenance of a
desirable margin-to-equity ratio. The Fund seeks to minimize credit risk
primarily by depositing and maintaining its assets at financial institutions
and brokers which it believes to be creditworthy.
F-17
<page>
Providence Select Fund, Limited Partnership
(A Delaware Limited Partnership)
Three Months Ended March 31, 2008 and 2007
9. Derivative Financial Instruments and Fair Value of Financial Instruments
A derivative financial instrument is a financial agreement whose value is
linked to, or derived from, the performance of an underlying asset. The
underlying asset can be currencies, commodities, interest rates, stocks, or
any combination. Changes in the underlying asset indirectly affect the value
of the derivative. As the instruments are recognized at fair value, those
changes directly affect reported income.
All investment holdings are recorded in the statement of financial condition
at their net asset value (fair value) at the reporting date. Financial
instruments (including derivatives) used for trading purposes are recorded in
the statement of financial condition at fair value at the reporting date.
Realized and unrealized changes in fair values are recognized in net
investment gain (loss) in the period in which the changes occur. Interest
income arising from trading instruments is included in the statement of
operations as part of interest income.
Notional amounts are equivalent to the aggregate face value of the
derivative financial instruments. Notional amounts do not represent the
amounts exchanged by the parties to derivatives and do not measure the Fund's
exposure to credit or market risks. The amounts exchanged are based on the
notional amounts and other terms of the derivatives.
10. Financial Instruments with Off-Balance Sheet Credit and Market Risk
All financial instruments are subject to market risk, the risk that future
changes in market conditions may make an instrument less valuable or more
onerous. As the instruments are recognized at fair market value, those
changes directly affect reported income.
Included in the definition of financial instruments are securities,
restricted securities and derivative financial instruments. Theoretically,
the investments owned by the Fund directly are exposed to a market risk (loss)
equal to the notional value of the financial instruments purchased and
substantial liability on certain financial instruments purchased short.
Generally, financial instruments can be closed. However, if the market is not
liquid, it could prevent the timely close-out of any unfavorable positions or
require the Fund to hold those positions to maturity, regardless of the
changes in their value or the trading advisor's investment strategies.
Credit risk represents the accounting loss that would be recognized at the
reporting date if counterparties failed to perform as contracted.
Concentrations of credit risk (whether on or off balance sheet) that arise
from financial instruments exist for groups of counterparties when they have
similar economic characteristics that would cause their ability to meet
contractual obligations to be similarly affected by changes in economic or
other conditions.
11. Indemnifications
In the normal course of business, the Fund enters into contracts and
agreements that contain a variety of representations and warranties and which
provide general indemnifications. The Fund's maximum exposure under these
arrangements is unknown, as this would involve future claims that may be made
against the Fund that have not yet occurred. The Fund expects the risk of any
future obligation under these indemnifications to be remote.
F-18
<page>
Providence Select Fund, Limited Partnership
(A Delaware Limited Partnership)
Three Months Ended March 31, 2008 and 2007
12. Financial Highlights
The following information presents per unit operating performance data and
other supplemental financial data for the three months ended March 31, 2008
and 2007. This information has been derived from information presented in the
financial statements.
<table>
<s> <c> <c>
Three Months Ended
March 31,
2008 2007
Performance per Unit (4)
Net unit value, beginning of the period $828.67 $(131,759.00)
Net realized and unrealized gains on
commodity transactions 148.57 29.92
Investment and other income 4.56 3.14
Expenses (1) (65.94) (260.33)
Net increase (decrease) related to operations 87.19 (227.27)
Reallocation of initial offering costs - 132,709.39
Net increase for the period 87.19 132,482.12
Net unit value at the end of the period $915.86 $723.12
Net assets, end of period (000) 3,424 787
Total return (2) 10.52 % (23.91)%
Number of units outstanding at the end of the period 3738.46 1088.38
Ratio to average net assets (3)
Investment and other income 2.12 % 5.20 %
Expenses (1) (30.44)% (109.68)%
</table>
Total returns are calculated based on the change in value of a unit during
the period. An individual partner's total return and ratios may vary from the
above total return and ratios based on the timing of additions and
redemptions.
(1) Includes brokerage commissions
(2) Not annualized
(3) Annualized
(4) Investments in other income and expenses and net realized and unrealized
gains and losses on commodity transactions are calculated based on a single
unit outstanding during the period. Reallocation of initial offering costs is
a balancing amount necessary to reconcile the change in net unit value.
F-19
<page>
Providence Select Fund, Limited Partnership
Affirmation of the Commodity Pool Operator
Three Months Ended March 31, 2008 and 2007
*****************************************************************************
To the best of the knowledge and belief of the undersigned, the information
contained in this report is accurate and complete.
/s/ Michael Pacult May 20, 2008
Michael Pacult Date
President, White Oak Financial Services, Inc.
General Partner
Providence Select Fund, Limited Partnership
F-20
<page>