FORM 10-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 (FEE REQUIRED)
For the fiscal year ended: December 31, 2001
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Commission File number: 333-85755
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Bromwell Financial Fund, Limited Partnership
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(Exact name of registrant as specified in charter)
Delaware 51-0387638
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(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
5916 N. 300 West
Fremont, IN 46737
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(Address of principal executive offices)
(219) 833-1306
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Registrant's telephone number
Securities registered pursuant to Section 12(b) of the Act:
Title of each class. Name of each exchange on which registered.
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None None
Securities registered pursuant to Section 12(g) of the Act:
Units of Limited Partnership Interest
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(Title of Class)
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 [ ] No [ X ]
Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K (Sect 229.405 of this chapter) is not contained
herein, and will not be contained, to the best of registrant's knowledge, in
definitive proxy or information statements incorporated by reference in Part
III of this Form 10-K or any amendment to this Form 10-K. [ ]
State the aggregate market value of the voting stock held by non-affiliates
of the registrant. The aggregate market value shall be computed by reference
to the price at which the stock was sold, or the average bid and asked prices
of such stock, as of a specified date within 60 days prior to the date of
filing. None
There is no market for the Units of Partnership interests and none is expected
to develop. This is a commodity pool. The Units are registered to permit the
initial sale of Units at month end net asset value.
Documents Incorporated by Reference
Audited Financial Statements for Registrant filed with the United States
Securities and Exchange Commission within 90 days of the years ended December
31, 1999 and 2000 at Registration No. 333-85755.
Registration Statement and all amendments thereto filed with the United
States Securities and Exchange Commission at Registration No. 333-85755 are
incorporated by reference to Parts I, II, III, and IV.
PART I
Item 1. Business
On March 16, 2000, the registration statement filed by Bromwell Financial
Fund, Limited Partnership, (the "Fund") with the Securities and Exchange
Commission (the "SEC") and the disclosure document filed with the Commodity
Futures Trading Commission (the "CFTC") was declared effective. Offers and
sales of the Fund's limited partnership interests (the "Units") at the price
of $1,000 per Unit commenced on that date to residents of the states selected
by the General Partner. As of July 11, 2000, the Fund had sold in excess of
the $700,000 in face amount of Units, the amount required to break escrow and
deliver the sales proceeds to the Fund accounts to permit it to commence the
speculative trading of commodity futures. Trading commenced in July, 2000.
Units are currently offered and sold at the net asset value per Unit ("NAV")
determined after addition of profits and deduction of losses, expenses, and
reserves, at the close on the last business day of each month. See the
financial statements for the total value of the Fund and the NAV as of the
date of the statements.
The trades for the Fund are selected and placed with the futures commission
merchant, i.e., broker, for the account of the Fund by one or more commodity
trading advisors ("CTAs") selected by the General Partner of the Fund.
Initially, the Fund account was traded by solely Ansbacher Investment
Management, Inc. as the sole CTA. As of September, 2000, approximately 30%
of the Fund's equity was allocated to Mangin Capital Management, Inc., CTA,
with the remaining 70% allocated to Ansbacher. The books and records of the
CTAs are kept and are available for inspection by the Partners at their
office. The CTAs are paid a management fee of one percent (1%) of the equity
assigned to them to manage plus an incentive fee of twenty percent (20%) of
New Net Profit, as that term is defined in the partnership agreement which
governs the operation of the Fund. The Fund Partnership Agreement is
included as Exhibit A to the prospectus delivered to the prospective
investors and filed as part of the Registration Statement. The Partnership
Agreement is incorporated herein by reference.
None of the purchasers of Limited Partnership Units has a voice in the
management of the Partnership. Reports of the Net Asset Value of the
Partnership are sent to all purchasers of Units at the end of each month.
The General Partner provides its management services for a management fee of
three percent (3%) per year payable at the rate of one-quarter of one percent
(1/4th of 1%) per month.
Futures Investment Company, an introducing broker which is Affiliated with
the General Partner, provides all clearing costs, including pit brokerage
fees, which include floor brokerage, NFA and exchange fees for eleven
twelfths of one percent (11/12 of 1%) of total equity per month [eleven
percent (11%) per year] on deposit at Vision Limited Partnership, the
independent futures commission merchant selected by the General Partner and
FIC to hold the money and place the trades selected by the CTA for the Fund.
The business of the Partnership is regulated by the Commodity Futures
Exchange Commission pursuant to the Commodity Exchange Act. These legal
safeguards are not intended to protect investors from the risks inherent in
the trading of commodities. The trading of commodities is highly speculative
and risky. For a complete description of the risks and regulation of the
business of the Partnership, see the Registrant's Registration Statement and
its pre-effective amendments on file with the Securities and Exchange
Commission at No. 333-85755, which are incorporated herein by reference.
Item 2. Properties
Registrant maintains up to 3% of its assets at a commercial bank and the
balance at Vision Limited Partnership, One Whitehall Street, 15th floor, New
York, New York, 10004 or other registered futures commission merchants
selected by the General Partner. Vision Limited Partnership is registered
with the National Futures Association pursuant to the Federal Commodity
Exchange Act as a commodity futures commission merchant. The trading of
commodities is highly speculative and the Registrant is at unlimited risk of
loss, including the pledge of all of its assets, to the trades made on its
behalf by the commodity trading advisor or advisors in the commodity markets.
Item 3. Legal Proceedings
There have been no legal proceedings against the Registrant, its General
Partner, or any of its Affiliates, directors or officers. Neither the
commodity trading advisor nor the commodity futures commission merchant
selected by the Registrant have had any legal proceedings against them, any
of its Affiliates, directors or officers which would materially effect the
operation of the Registrant or its business, except as follows:
On December 31, 1997, the Business Conduct Committee of the NFA issued a two
count complaint against Vision Limited Partnership. Count I alleges failure
to supervise and Count II alleges improper handling of one block order.
Vision denies the allegations and intends to vigorously defend the matter.
The Registrant is not aware of any threatened or potential claims or legal
proceedings to which the Registrant is a party or to which any of its assets
are subject.
Item 4. Submission of Matters to a Vote of Security Holders
Shira Del Pacult, individually and as the principal of the corporate general
partner, makes all day to day decisions regarding the operation of the Fund.
The Limited Partners have not exercised any right to vote their Units and
their have been no matters which would cause the Fund to conduct a vote of
the Partners. The Limited Partners, (sic the Security Holders), have no
right to participate in the management of the Partnership. All of their
voting rights, as defined in the Partnership Agreement, are limited to the
selection of the General Partner, amendments to the Partnership Agreement,
and other similar decisions.
PART II
Item 5. Market for Registrant's Limited Partnership Units
The Partnership desires to be taxed as a partnership and not as a
corporation. In furtherance of this objective, the Partnership Agreement
requires a security holder to obtain the approval of the General Partner
prior to the transfer of any Units of Partnership interest. Accordingly,
there is no market for the Units and none is likely to develop. The Partners
must rely upon the right of Redemption provided in the Partnership Agreement
to liquidate their interest.
The Partnership has less than 300 holders of its securities. Partners are
required to represent to the issuer that they are able to understand and
accept the risks of investment in a commodity pool for which no market will
develop and the right of redemption will be the sole expected method of
withdrawal of equity from the Partnership. See the Partnership Agreement
attached as Exhibit A to the Registration Statement, incorporated herein by
reference, for a complete explanation of the right of redemption provided to
Partners.
Item 6. Selected Financial Data
Registrant is not required to pay dividends or otherwise make distributions
and none are expected. The Partners must rely upon their right of redemption
to obtain their return of equity after consideration of profits, if any, and
losses from the Partnership. See the Registration Statement, incorporated
herein by reference, for a complete explanation of the allocation of profits
and losses to a partners capital account.
Following is a summary of certain financial information for the Registrant
for the period from January 1, 2001 to December 31, 2001.
2001
Realized Gain (Loss) From Trading In Futures $ 79,949
Change in Unrealized Gains (Losses) on Open Contracts (31,224)
Interest Income 16,870
Management Fees (69,029)
Incentive Fees (12,893)
Net Income (Loss) (45,439)
General Partner Capital 0
Limited Partner Capital 1,835,639
Total Partnership Capital 1,835,639
Net Income (Loss) Per General Partner Unit 0
Net Income (Loss) Per Limited Partner Unit (24.48)
Net Asset Value Per Unit At End of Year 950.40
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Item 7. Management's Discussion and Analysis of Financial Condition and
Results of Operation.
The initial start-up costs attendant to the sale of partnership interests by
use of a Prospectus which has been filed with the Securities and Exchange
Commission are substantial. The results of the year 2000 reflect the
absorption of these costs by the Fund.
The 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 Partnership. See the Registration Statement, incorporated by
reference herein, for an explanation of the operation of the Partnership.
Item 8. Financial Statements and Supplementary Data.
The Partnership financial statements as of December 31, 2001, were prepared
by James Hepner, certified public accountant, 1824 N. Normandy, Chicago, IL
60635 and were audited by Frank L. Sassetti & Co., Certified Public
Accountants, 6611 West North Avenue, Oak Park, IL 60302, were sent to each
Partner, and are incorporated herein by reference and are provided in this
Form 10-K.
Item 9. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure.
No disagreements with (i) the accountants identified in Item 8 above, (ii)
any other experts selected by the Partnership as disclosed in the "Experts"
section of the Registration Statement, or (iii) the financial statements have
occurred since the formation of the Partnership on January 12, 1999 to the
date of filing of this Form 10-K.
Part III
Item 10. Directors and Executive Officers of the Registrant
The Registrant is a Delaware Limited Partnership which acts through its
corporate general partner. Accordingly, the Registrant has no Directors or
Executive Officers.
The General Partners of the Registrant are Belmont Capital Management,
Incorporated, a Delaware corporation, and Ms. Shira Del Pacult. The General
Partners are both registered with the National Futures Association as
commodity pool operators pursuant to the Commodity Exchange Act, and Ms.
Shira Del Pacult, age 45, is the sole shareholder, director, registered
principal and executive officer of the corporate General Partner. The
background and qualifications of Ms. Pacult are disclosed in the Registration
Statement, incorporated herein by reference. Ms. Pacult is also a registered
representative with Futures Investment Company, the broker dealer which will
serve as underwriter of the "best efforts" offering of the Units once sales
have commenced.
Ms. Pacult is also the principal of the general partner of three other
commodity pools: Fremont Fund, Limited Partnership, a publicly offered pool
which commenced business in November, 1996 and ceased operations in June,
2000; Atlas Futures Fund, Limited Partnership, a publicly offered pool which
commenced business in October, 1999; and Auburn Fund, Limited Partnership, a
privately offered pool which commenced business in April, 1997.
Item 11. Executive Compensation.
The Registrant pays its General Partner a management fee of three percent
(3%) per year, payable monthly, to serve the Partnership in an executive
capacity. All operating costs related to management of the Partnership,
including compensation to Ms. Pacult, are paid from that management fee.
Ms. Pacult also earns compensation from the sale of the Units through the
Affiliated selling broker and from the fixed commissions paid by the
Partnership to the Affiliated introducing broker. The amounts paid to the
affiliated companies which results in compensation to Ms. Pacult are
disclosed in the Registration Statement, which is incorporated herein by
reference.
Item 12. Security Ownership of Certain Beneficial Owners and Management.
(a) The following Partners own more than five percent (5%) of the total
equity of the partnership:
Name Percent Ownership
Thomas G. Lyons & Audry M. Lyons 5.14%
Bill Ernst 5.19%
Phyllis J. & James D. Downey 11.44%
Sterling Trust FBO Ernest Boyer 12.30%
Sterling Trust FBO Ronald T. Rolley 13.04%
(b) As of December 31, 2001, the General Partner owned no Units of Limited
Partnership interests.
(c) The Limited Partnership Agreement governs the terms upon which control
of the Partnership may change. No change in ownership of the Units will,
alone, determine the location of control. A vote of the limited partners is
required to change the control from the General Partner to another general
partner. Control of the management of the Partnership may never vest in one
or more Limited Partners. There were no changes in control of the
Partnership from inception to the date of the filing of this Form 10-K.
Item 13. Certain Relationships and Related Transactions.
The General Partner has sole discretion over the selection of trading
advisors. FIC, the Affiliated introducing broker is paid a fixed commission
for trades and, therefore, the General Partner has a potential conflict in
the selection of a trading advisor who makes few trades rather than produces
profits for the Partnership. This conflict and others are fully disclosed in
the Registration Statement, which is incorporated herein by reference.
Part IV
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K.
(a) 1. Financial Statements
See Index to Financial Statements for the period ended December 31,
2001.
The Financial Statements begin on page F-1.
(b) 2. Financial Schedules
Not applicable, not required, or included in the Financial Statements.
(c) 3. Exhibits.
Incorporated by reference from Form S-1, and all amendments at file No. 333-
61217 previously filed with the Washington, D. C. office of the Securities
and Exchange Commission.
(d) Reports on Form 8-K: none
(e) Exhibits filed herewith: none
(f) Financial Schedules filed herewith: not applicable, not required or
included with the financial statements
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-K for the
period ended December 31, 2000, 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
Date: March 29, 2002 By: /s/ Shira Del Pacult
Ms. Shira Del Pacult
Sole Director, Sole Shareholder,
President, and Treasurer of the
General Partner
Date: March 29, 2002 By: /s/ Shira Del Pacult
Ms. Shira Del Pacult, General Partner
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BROMWELL FINANCIAL FUND,
LIMITED PARTNERSHIP
(A Delaware Limited Partnership)
YEARS ENDED
DECEMBER 31, 2001, 2000 AND THE PERIOD
JANUARY 12, 1999 (DATE OF INCEPTION)
TO DECEMBER 31, 1999
GENERAL PARTNER:
Belmont Capital Management, Inc.
% Corporate Systems, Inc.
101 North Fairfield Drive
Dover, Kent County, Delaware 19901
BROMWELL FINANCIAL FUND, LIMITED PARTNERSHIP
(A Delaware Limited Partnership)
YEARS ENDED DECEMBER 31, 2001, 2000 AND THE PERIOD
FROM JANUARY 12, 1999 (INCEPTION) THROUGH DECEMBER 31, 1999
TABLE OF CONTENTS
Page
Independent Auditors' Report 1
Financial Statements -
Balance Sheets 2
Statements of Operations 3
Statements of Partners' Equity 4
Statements of Cash Flows 5
Schedule of Investments 6
Notes to Financial Statements 7 - 10
To The Partners
Bromwell Financial Fund, Limited Partnership
Dover, Kent County, Delaware
INDEPENDENT AUDITORS' REPORT
We have audited the accompanying balance sheet, including the schedule
of investments, of BROMWELL FINANCIAL FUND, LIMITED PARTNERSHIP as of
December 31, 2001 and the balance sheet, without the schedule of investments
as of December 31, 2000, and the related statements of operations, partners'
equity and cash flows for the years ended December 31, 2001 and 2000 and the
period from January 12, 1999 (inception) to December 31, 1999. 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. 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 BROMWELL
FINANCIAL FUND, LIMITED PARTNERSHIP as of December 31, 2001 and 2000, and the
results of its operations and its cash flows for the years ended December 31,
2001 and 2000 and the period from January 12, 1999 (inception) to December
31, 1999, in conformity with accounting principles generally accepted in the
United States.
February 13, 2002
Oak Park, Illinois
BROMWELL FINANCIAL FUND, LIMITED PARTNERSHIP
(A Delaware Limited Partnership)
BALANCE SHEETS
DECEMBER 31, 2001 AND 2000
ASSETS
2001 2000
Cash $ 39,135 $ 16,080
Accrued interest receivable 1,122 1,550
Prepaid commissions 3,677
Equity in Commodity Futures Trading Accounts -
Cash 1,825,664 1,650,576
Net unrealized gains on open commodity
futures contracts (Note 7) 21,810 53,034
Due from limited partners 50,000
$1,887,731 $1,774,917
LIABILITIES AND PARTNERS' EQUITY
LIABILITIES
Open options, short positions, at market value
(cost $62,400 and $76,800) $ 35,625 $ 36,800
Accrued trading commissions payable 3,872 4,606
Accrued management fees payable 6,845 6,177
Accrued incentive fees payable 5,791
Accrued accounting fees payable 1,800 1,500
Accrued auditing fees payable 3,950 1,835
Total Liabilities 52,092 56,709
PARTNERS' CAPITAL
Limited partners - (1,931.43 and 1,766.04 units) 1,835,639 1,718,208
General partner - (0 units)
Total Partners' Capital 1,835,639 1,718,208
$1,887,731 $1,774,917
BROMWELL FINANCIAL FUND, LIMITED PARTNERSHIP
(A Delaware Limited Partnership)
STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 2001, 2000 AND THE
PERIOD FROM JANUARY 12, 1999 (INCEPTION) THROUGH DECEMBER 31, 1999
January 12, 1999
through
2001 2000 December 31, 1999
REVENUES
Realized gain/(loss) on trading futures $ 79,949 $ (25,297) $
Change in unrealized gain/(loss) on
open commodity futures contracts (31,224) 53,034
Realized gain from trading options 112,105 15,594
Change in unrealized gain/(loss) on open
options (13,225) 40,000
Interest income 16,870 6,911
Redemption penalty 1,416
Total Revenues 165,891 90,242
EXPENSES
Organization costs 2,399
Commissions 88,335 44,218
Management fees 69,029 17,234
Incentive fees 12,893 21,651
Professional accounting and legal fees 39,981 16,794
Other operating and administrative
expenses 1,092 1,350 446
Total Expenses 211,330 103,646 446
NET LOSS $(45,439) $(13,404) $ (446)
NET LOSS -
Limited partnership unit $ (24.48) $ (14.58) $ (223)
General partnership unit $ $ $ (223)
BROMWELL FINANCIAL FUND, LIMITED PARTNERSHIP
(A Delaware Limited Partnership)
STATEMENTS OF PARTNERS' EQUITY
YEARS ENDED DECEMBER 31, 2001, 2000 AND THE
PERIOD FROM JANUARY 12, 1999 (INCEPTION) THROUGH DECEMBER 31, 1999
LIMITED PARTNERS GENERAL PARTNERS TOTAL PARTNERS' EQUITY
Amount Units Amount Units Amount Units
Balance -
January 12, 1999 $ $ $
Partner
contributions 1,000 1.00 1,000 1.00 2,000 2.00
Net loss (223) (223) (446)
Balance -
December 31, 1999 777 1.00 777 1.00 1,554 2.00
Additions of
1,766.0394 units 1,810,270 1,766.04 1,810,270 1,766.04
Syndication costs
(paid) allocated (78,435) 223 (78,212)
Withdrawals of
2.00 units (1,000) (1.00) (1,000) (1.00) (2,000) (2.00)
Net loss (13,404) (13,404)
Balance -
December 31, 2000 1,718,208 1,766.04 1,718,208 1,766.04
Additions of
244.2891 units 238,080 244.29 238,080 244.29
Syndication costs
(paid) allocated (4,943) (4,943)
Withdrawals of
78.9024 units (70,267) (78.90) (70,267) (78.90)
Net loss (45,439) (45,439)
Balance -
Dec 31, 2001 $1,835,639 1,931.43 $ $1,835,639 1,931.43
Dec 31, 2001 Dec 31, 2000 Dec 31, 1999
Value per unit $950.40 $972.92 $777.00
Total partnership units 1,931.43 1,766.04 2.00
BROMWELL FINANCIAL FUND, LIMITED PARTNERSHIP
(A Delaware Limited Partnership)
STATEMENT OF CASH FLOWS WORKSHEET
DECEMBER 31, 2001 AND 2000
ASSETS
2001 2000
Cash $ 39,135 $ 16,080 $23,055
Accrued interest receivable 1,122 1,550 428
Prepaid commissions 3,677 3,677
Equity in Commodity Futures Trading
Accounts -
Cash 1,825,664 1,650,576 (175,088)
Net unrealized gains on open commodity
futures contracts (Note 7) 21,810 53,034 31,224
Open options, short positions, at market
value (cost ($62,400 and $76,800)) (35,625) (36,800) (1,175)
Due from limited partners 50,000 50,000
$1,852,106 $1,738,117
LIABILITIES AND PARTNERS' EQUITY
LIABILITIES
Accrued trading commissions payable $ 3,872 $ 4,606 (734)
Accrued management fees payable 6,845 6,177 668
Accrued incentive fees payable 5,791 (5,791)
Accrued accounting fees payable 1,800 1,500 300
Accrued auditing fees payable 3,950 1,835 2,115
Total Liabilities 16,467 19,909
PARTNERS' CAPITAL
Limited partners -
( 1,931.43 and 1,766.04 units) 1,835,639 1,718,208
General partner - (0 units)
Total Partners' Capital 1,835,639 1,718,208 117,431
$1,852,106 $1,738,117 23,055
BROMWELL FINANCIAL FUND, LIMITED PARTNERSHIP
(A Delaware Limited Partnership)
STATEMENTS OF CASH FLOWS
YEARS ENDED DECEMBER 31, 2001, 2000 AND THE
PERIOD FROM JANUARY 12, 1999 (INCEPTION) THROUGH DECEMBER 31, 1999
Jan 12, 1999
through
2001 2000 Dec 31, 1999
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss $ (45,439) $ (13,404) $ (446)
Adjustments to reconcile net loss to
net cash used in operating activities -
Changes in operating assets and
liabilities -
Equity in Commodity Futures
Trading Accounts (145,039) (1,666,810)
Prepaid commissions 3,677 (3,677)
Accrued interest receivable 428 (1,550)
Accrued commissions payable (734) 4,606
Management and incentive fees payable (5,123) 11,968
Accounting and auditing fees payable 2,415 3,335
Net Cash Used In
Operating Activities (189,815) (1,665,532) (446)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from sale of units, net
of sales commissions 288,080 1,760,270 2,000
Syndication and registration costs (4,943) (78,212)
Partner cash redemptions (70,267) (2,000)
Net Cash Provided By
Financing Activities 212,870 1,680,058 2,000
NET INCREASE IN CASH 23,055 14,526 1,554
CASH
Beginning of period 16,080 1,554
End of period $ 39,135 $ 16,080 $ 1,554
BROMWELL FINANCIAL FUND, LIMITED PARTNERSHIP
(A Delaware Limited Partnership)
SCHEDULE OF INVESTMENTS
DECEMBER 31, 2001
Contracts (All securities are from U.S. markets) Value
Commodity Futures Positions, Held Long
2 March '02 British Pounds $ 775
3 March '02 Canadian Dollars (3,030)
2 March '02 ECU (1,800)
2 March '02 US Dollar Index 1,000
5 March '02 Cotton (6,025)
2 April '02 Platinum 2,850
2 March '02 Hi-Grade Copper (1,250)
Total Commodity Futures Positions, Held Long (7,480)
Commodity Futures Positions Sold Short
6 March '02 Treasury Bonds 8,250
4 March '02 Treasury Notes 6,000
4 March '02 Swiss Francs (3,850)
4 March '02 Japanese Yen 16,350
2 Feb '02 Natural Gas 2,540
Total Commodity Futures Sold Short 29,290
Net Commodity Futures Positions 21,810
Cash in Trading Accounts 1,825,664
Total Investments $1,847,474
Securities Sold Short
Options
6 Calls Jan '02 S & P Index @ 1190 $ 7,050
18 Calls Jan '02 S & P Index @ 1200 13,950
6 Puts Jan '02 S & P Index @ 1015 2,175
6 Puts Jan '02 S & P Index @ 1030 2,550
6 Puts Jan '02 S & P Index @ 1050 3,450
6 Puts Jan '02 S & P Index @ 1080 6,450
Total Options Sold short (proceeds $62,400) $ 35,625
BROMWELL FINANCIAL FUND, LIMITED PARTNERSHIP
(A Delaware Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2001, 2000 AND 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 is
engaged in the speculative trading of futures contracts in commodities, which
commenced in July, 2000. Belmont Capital Management, Inc. and Shira Pacult
are the general partners and commodity pool operators of Bromwell Financial
Fund, Limited Partnership. The commodity trading advisors (CTAs) are
Ansbacher Investment Management, Inc. and Mangin, which have the authority to
trade so much of the Fund's equity as is allocated to them by the General
Partner.
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.
Registration Costs - Costs incurred for the initial filings with the
Securities and Exchange Commission, Commodity Futures Trading Commission,
National Futures Association (the "NFA") and the states where the offering
was made were 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 are 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.
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.
BROMWELL FINANCIAL FUND, LIMITED PARTNERSHIP
(A Delaware Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2001, 2000 AND 1999
1. NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES - CONTINUED
Statement of Cash Flows - For purposes of the Statement of Cash
Flows, the Fund considers only cash and money market funds to be cash
equivalents. As of the balance sheet dates, the Fund has no cash
equivalents. Net cash used in operating activities includes no cash payments
for interest or income taxes for years ended December 31, 2001, 2000 or the
initial period January 12, 1999 through December 31, 1999 since the fund has
no debt nor pays federal income taxes.
Reclassification - Certain items in the previously issued 2000
financial statements have been reclassified to conform to current year
presentation.
2. 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, include 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.
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 and give all limited partners the opportunity, for
fifteen days after such notice, to redeem partnership interests.
3. 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.
BROMWELL FINANCIAL FUND, LIMITED PARTNERSHIP
(A Delaware Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2001, 2000 AND 1999
3. THE LIMITED PARTNERSHIP AGREEMENT - CONTINUED
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 with 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.
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.
4. FEES
The Fund is charged the following fees on a monthly basis since 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 the Fund's
net assets allocated to all CTA's will be paid to the Fund's Corporate
General Partners.
BROMWELL FINANCIAL FUND, LIMITED PARTNERSHIP
(A Delaware Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2001, 2000 AND 1999
4. FEES - CONTINUED
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 of 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.
The General Partner has reserved the right to change the management
fee and the incentive fee at its sole discretion.
5. CONCENTRATIONS OF CREDIT RISK
The Fund maintains its cash balances at a high credit quality
financial institution. The balances may, at times, exceed federally insured
credit limits.
6. PLEDGED ASSETS
The cash in trading accounts is pledged as collateral for commodities
trading on margin.
7. OFF BALANCE SHEET RISK
As discussed in Note 1, the Fund is engaged in speculative trading of
futures contracts in commodities. The carrying amounts of the Fund's
financial instruments and commodity contracts generally approximate their
fair values at December 31. Open commodity contracts had a gross contract
value of $996,150 and $2,328,327 on long positions and $1,763,600 and
$528,315 on short positions at December 31, 2001 and 2000, respectively.
Although the gross contract values of open commodity contracts
represent market risk they do not represent exposure to credit risk, which is
limited to the current cost of replacing those contracts in a gain position.
The unrealized gains on open commodity futures contracts at December 31, 2001
and 2000 was $21,810 and $53,034, respectively.