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EX-32 - DOC.32 - EVEREST FUND L Pex-32cert906.txt
EX-31 - DOC. 31 - EVEREST FUND L Pex-31cert302.txt

                  SECURITIES AND EXCHANGE COMMISSION
                       Washington, D.C.  20549

                              FORM 10-Q
        Quarterly report pursuant to Section 12(b) or (g) of the
                   Securities Exchange Act of 1934

              For the quarterly period ended March 31, 2013

                    Commission File Number 0-17555
                        THE EVEREST FUND, L.P.
          (Exact name of registrant as specified in its charter)
        Iowa                                                 42-1318186
        State or other jurisdiction of               (I.R.S. Employer
        incorporation or organization)              Identification No.)

        1100 North 4th Street, Suite 143, Fairfield, Iowa   52556
        (Address of principal executive offices)          (Zip Code)

Registrant's telephone number, including area code:  (641) 472-5500

                            Not Applicable
         (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, or a non-accelerated filer. See definition of
accelerated filer and large accelerated filer  in Rule 12b-2 of the Exchange
Act. (Check one): Large accelerated filer		Accelerated filer
Non-accelerated filer
Small Reporting Company Filer  X

Indicate by check mark whether the registrant is a shell company (as defined
in Rule 12b-2 of the Act). Yes No  X


Table of Contents
Part I:	Financial Information

Item 1.	Financial Statements                                   3

Statements of Financial Condition                              3
March 31, 2013 (Unaudited) and December 31, 2012 (Audited)

Condensed Schedule of Investments                              4
March 31, 2013 (Unaudited)

Condensed Schedule of Investments                              5
December 31, 2012 (Audited)

Statements of Operations                                      5-6
For the Three Months Ended March 31, 2013 and 2012 (Unaudited)

Statements of Changes in Partners' Capital (Net Asset Value)  6-7
For the Three Months Ended March 31, 2013 and 2012 (Unaudited)

Statements of Cash Flows
For the Three Months Ended March 31, 2013 and 2012 (Unaudited) 7-8

Notes to Financial Statements March 31, 2013                   8

Item 2.    Management's Discussion and Analysis of Financial   18
                         Condition and Results of Operations

Item 3.    Quantitative and Qualitative Disclosures about      20
                                              Market Risk

Item 4.    Controls and Procedures	                       21

Part II:	Other Information                              21

Item 1.	   Legal Proceedings                                   21

Item 1A.	Risk Factors	                               21

Item 2.      Unregistered Sales of Equity Securities and Use   21
                                                 of Proceeds

Item 3. Defaults upon Senior Securities	                       22

Item 4. Submission of Matters to a Vote of Security Holders    22

Item 5. 	Other Information	                       22

Item 6. 	Exhibits	                               22




2 PART I. FINANCIAL INFORMATION Item 1 Financial Statements Following are Financial Statements for the three months ended March 31, 2013 EVEREST FUND, L.P. (An Iowa Limited Partnership) STATEMENTS OF FINANCIAL CONDITION March 31, 2013 (UNAUDITED) AND DECEMBER 31, 2012 (AUDITED) UNAUDITED AUDITED March 31, 2013 DECEMBER 31, 2012 ----------------- ----------------- ASSETS Cash and cash equivalents $6,551,744 $7,309,483 Equity in broker trading accounts: Cash and cash equivalents 1,946,617 1,593,346 Net unrealized trading gains(losses) on open contracts 218,384 392,692 Interest receivable 22 48 ----------------- ---------------- TOTAL ASSETS $8,716,766 $ 9,295,569 =============== ================ LIABILITIES AND PARTNERS' CAPITAL LIABILITIES: Redemptions payable $162,253 $541,387 Management fee payable 14,367 15,096 Brokerage fees payable 38,209 37,014 Incentive fee payable 0 0 Accounts payable & accrued expenses 58,281 64,648 ----------- ------------ TOTAL LIABILITIES 273,110 658,145 ----------- ------------ PARTNERS' CAPITAL Limited partners, A Shares (3,435.18732 and 3,658.32024 units outstanding) 8,443,656 8,637,424 ------------- ------------ TOTAL PARTNERS' CAPITAL 8,443,656 8,637,424 ------------- ------------ TOTAL LIABILITIES AND PARTNERS' CAPITAL $ 8,716,766 $ 9,295,569 ============= ============ The accompanying notes are an integral part of this statement. 3
EVEREST FUND, L.P. (AN IOWA LIMITED PARTNERSHIP) CONDENSED SCHEDULE OF INVESTMENTS March 31, 2013 UNAUDITED EXPIRATION NUMBER OF MARKET % OF PARTNERS' DATES CONTRACTS VALUE (OTE) CAPITAL ---------------- --------- ------------ -------------- LONG POSITIONS: FUTURES POSITIONS Interest rates Jun 13 - Mar 14 385 $ 39,076 0.46% Metals Jun 13 3 (4,293) -0.05% Energy May 13 21 14,102 0.17% Agriculture May 13 39 39,456 0.47% Currencies Jun 13 - Dec 14 172 73,395 0.87% Indices Apr 13 - Mar 14 116 58,851 0.70% ----------- ---------- ---------- 220,587 2.61% Forward positions Currencies (11,404) -0.14% ---------- --------- Total long positions 209,183 2.48 SHORT POSITIONS: FUTURES POSITIONS Interest rates Jun 13 76 (16,010) -0.19% Metals May 13 - Jul 13 28 (16,705) -0.20% Energy May 13 - Jun 13 8 (12,679) 0.15% Agriculture May 13 - Jun 13 109 60,666 0.72% Currencies Jun 13 23 (24,104) -0.29% Indices Jun 13 17 25,652 0.30% ----------- ---------- ---------- 16,820 0.20% Forward positions Currencies (7,619) -0.09% ---------- --------- Total short positions 9,201 0.11% ----------- ---------- TOTAL OPEN CONTRACTS 218,384 2.59% =========== ========== The accompanying notes are an integral part of this statement. THE EVEREST FUND, L.P. (an Iowa Limited Partnership) CONDENSED SCHEDULE OF INVESTMENTS December 31, 2012 AUDITED Unrealized % of(Loss) Expiration Number Partners' On Open Date of Contracts Capital Contracts ________ ____________ _________ ___________ Long U.S. Futures Contracts Interest rates Mar 13 - Mar 14 171 -0.09% ($8,125) Metals Mar 13 26 -0.35% (30,181) Energy Feb 13 4 0.17% 14,519 Agriculture Feb 13 - Mar 13 12 -0.07% (6,225) Currencies Mar 13 - Sep 14 156 0.33% 28,935 Indices Jan 13 - Mar 13 87 1.15% 99,602 ---------- ---------- Total Long Futures Contracts 1.14% 98,525 ---------- ---------- Forward Positions Currencies -0.21% (17,763) ---------- ---------- Total Long Positions 0.94% 80,762 Short U.S. Futures Contracts Interest rates Mar 13 - Mar 14 78 -0.05% ($4,399) Metals Feb 13 9 0.07% 5,851 Energy Feb 13 - Mar 13 10 0.03% 3,000 Agriculture Mar 13 85 1.37% 118,333 Currencies Mar 13 46 1.88% 162,787 ---------- ---------- Total Short Futures Contracts 3.31 % $285,572 ---------- ---------- Forward Positions Currencies 0.31% 26,358 ---------- ---------- Total Short Positions 3.61% 311,930 ---------- ---------- Total Futures Contracts 4.55 % $392,692 ========== ========== The accompanying notes are an integral part of these financial statements.
4 EVEREST FUND, L.P. (AN IOWA LIMITED PARTNERSHIP) STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED March 31, 2013 AND 2012 UNAUDITED THREE MONTHS ENDED THREE MONTHS ENDED March 31, 2013 March 31, 2012 -------------------- ------------------- TRADING INCOME (LOSS) Net realized trading gain(loss) on closed contracts $ 718,095 ($1,630,600) Change in net unrealized trading gain (loss) on open contracts (174,974) (633,761) Net foreign currency translation loss 2,487 550 Brokerage Commissions (12,237) (13,411) -------------------- ------------------- NET TRADING INCOME (LOSS) 533,371 (2,277,223) Interest income, net of cash management fees 2,325 9,633 ---------------- ------------------- TOTAL INCOME 535,696 (2,267,590) ---------------- ------------------- EXPENSES: General partner management fees 117,112 190,641 Advisor Management fees 43,873 63,888 Incentive fees 0 0 Professional fees 14,597 19,015 Administrative expenses 1,775 566 ---------------- ------------------- TOTAL EXPENSES 177,356 274,110 ---------------- ------------------- NET INCOME $ 358,340 $(2,541,700) ================ =================== NET INCOME (LOSS) PER UNIT OF PARTNERSHIP INTEREST A SHARES, OUTSTANDING ENTIRE PERIOD $ 104.31 $(556.45) ================ =================== The accompanying notes are an integral part of these statements.
5 EVEREST FUND, L.P. (An Iowa Limited Partnership) STATEMENT OF CHANGES IN PARTNERS' CAPITAL FOR THE THREE MONTHS ENDED March 31, 2013 UNAUDITED UNITS LIMITED PTRS A SHARES A SHARES TOTAL ---------- ---------------- ------------ BALANCES, January 1, 2013 3,658.32 8,637,424 8,637,424 Additional Units Sold 0 0 0 Redemptions (223.13) (552,108) (552,108) Less Offering Costs -- 0 0 Net profit (Loss) -- 358,340 358,340 ----------- --------------- ------------- BALANCES, MARCH 31,2013 3,435.1874 $ 8,443,656 $8,443,656 =========== =============== ============= Net asset value per unit January 1, 2013 $2,361.04 Net profit (loss) per unit 96.95 ------------ Net asset value per unit MARCH 31, 2013 $2,457.99 ============ The accompanying notes are an integral part of these statements.
6 EVEREST FUND, L.P. (An Iowa Limited Partnership) STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED March 31, 2013 AND 2012 UNAUDITED 7 EVEREST FUND, L.P. NOTES TO FINANCIAL STATEMENTS March 31, 2013 (1) GENERAL INFORMATION AND SUMMARY The Everest Fund, L.P., formerly Everest Futures Fund, L.P. (an Iowa Limited Partnership), (the "Partnership'') is a limited partnership organized in June 1988, under the Iowa Uniform Limited Partnership Act (the "Act'') for the purpose of engaging in the speculative trading of commodity futures and options thereon and forward contracts (collectively referred to as "Commodity Interests''). The sole General Partner of the Partnership is Everest Asset Management, Inc. (the "General Partner''). On July 1, 1995, the Partnership recommenced its offering under a Regulation D, Rule 506 private placement. The private placement offering is continuing at a gross subscription price per unit equal to net asset value (NAV) per unit, plus an organization and offering cost reimbursement fee payable to the General Partner, and an ongoing compensation fee equal to 3% of the net asset value of Class A Units sold. The Class A Units (retail shares) continue to be charged an initial 1% Offering and Organization fee as a reduction to capital. Currently, R.J. O'Brien and Associates, LLC ("RJO"), 222 South Riverside Plaza, Suite 900, Chicago, Illinois 60606, serves as the Fund's clearing broker to execute and clear Fund's futures and equities transactions and provide other brokerage-related services. RJO Professional FX is a division of RJO. RJO Professional FX may execute foreign exchange or other over the counter transaction with the Fund as principal. RJO is a subsidiary of R.J. O'Brien Holdings Corporation. RJO is registered with the U.S. Commodity Futures Trading Commission ("CFTC") as a Futures Commission Merchant ("FCM") and is a member of the National Futures Association ("NFA") in several capacities, including as a Forex Dealer Member ("FDM") and is a member of certain principal U.S. contracts markets. RJO is a full clearing member of the CME Group, the IntercontinentalExchange, NYSE Liffe U.C., and the CBOE Futures Exchange ("CFE"). (2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Revenue Recognition Commodity futures contracts, forward contracts, physical commodities, and related options are recorded on the trade-date basis and realized gains or losses are recognized when contracts are liquidated. All such transactions are recorded on the identified cost basis and marked to market daily. Unrealized gains or losses on open contracts (the difference between contract trade price and market price) are reported in the statement of financial condition as a net unrealized gain or loss, as there exists a right of offset of unrealized gains or losses in accordance with the Financial Accounting Standards Board Interpretation No. 39 - "Offsetting of Amounts Related to Certain Contracts." Any change in net unrealized gain or loss from the preceding period is reported in the statement of operations. Fair value of exchange-traded contracts is based upon exchange settlement prices. Fair value of non-exchange-traded contracts is based on third party quoted dealer values on the Interbank market. Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Cash and Cash Equivalents Cash equivalents represent short-term highly liquid investments with maturities of 90 days or less at the date of acquisition. The Partnership maintains deposits with high quality financial institutions in amounts that are in excess of federally insured limits; however, the Partnership does not believe it is exposed to any significant credit risk. Redemptions Payable Pursuant to the provisions of FASB ASC 480, Distinguishing Liabilities from Equity, redemptions approved by the General Partner prior to month end with a fixed effective date and fixed amount are recorded as redemptions payable as of month end. Fair Value of Financial Instruments The financial instruments held by the Company are reported in the statements of financial condition at fair value, or at carrying amounts that approximate fair value, due to their highly liquid nature and short-term maturity. Foreign Currency Translation The Partnership's functional currency is the U.S. dollar, however, it transacts business in currencies other than the U.S. dollar. Assets and liabilities denominated in foreign currencies are translated at the prevailing exchange rates as of the date of the statement of financial conditions. Gains and losses on investment activity are translated at the prevailing exchange rate on the date of each respective transaction while period end balances are translated at the period end currency rates. Realized and unrealized foreign exchange gains or losses are included in trading income or loss in the statements of operations. Income Taxes No provision for income taxes has been made in the accompanying financial statements as each partner is responsible for reporting income (loss) based upon the pro rata share of the profits or losses of the Partnership. The Partnership files U.S. federal and state tax returns. Recently adopted accounting pronouncements ASU No. 2011-02; A Creditor's Determination of Whether a Restructuring Is a Troubled Debt Restructuring ("TDR"). In April, 2011, the FASB issued ASU No. 2011-02, intended to provide additional guidance to assist creditors in determining whether a restructuring of a receivable meets the criteria to be considered a troubled debt restructuring. The amendments in this ASU are effective for the first interim or annual period beginning on or after June 15, 2011, and are to be applied retrospectively to the beginning of the annual period of adoption. As a result of applying these amendments, an entity may identify receivables that are newly considered impaired. Early adoption is permitted. The adoption of ASU No. 2011-02 will not have a material affect on the Partnership's financial statements. ASU No. 2011-04; Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and International Reporting Financial Standards (IFRS).The amendments in this ASU generally represent clarifications of Topic 820, but also include some instances where a particular principle or requirement for measuring fair value or disclosing information about fair value measurements has changed. This ASU results in common principles and requirements for measuring fair value and for disclosing information about fair value measurements in accordance with U.S. GAAP and IFRS. The amendments in this ASU are to be applied prospectively. For public entities, the amendments are effective during interim and annual periods beginning after December 15, 2011. Early application by public entities is not permitted. (3) FAIR VALUE OF FINANCIAL INSTRUMENTS Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The Financial Accounting Standards Board has defined a hierarchy for fair value measurements. The fair value hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below: Level 1. Unadjusted quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. Level 2. Inputs other than quoted prices within Level 1 that are observable for the asset or liability, either directly or indirectly; and fair value is determined through the use of models or other valuation methodologies. A significant adjustment to a Level 2 input could result in the Level 2 measurement becoming a Level 3 measurement. Level 3. Inputs are unobservable for the asset or liability and include situations where there is little, if any, market activity for the asset or liability. The inputs into the determination of fair value are based upon the best information in the circumstances and may require significant management judgment or estimation. The table below demonstrates the Partnership's fair value hierarchy for those assets and liabilities measured at fair value on a recurring basis as of March 31, 2013 and March 31, 2012: Level 1 Level 2 Level 3 Assets at March 31,2013: Open positions in futures and option contracts $218,384 ---------- ---------- --------- Total assets at fair value $218,384 $0 $0 ========== ========== ========== Level 1 Level 2 Level 3 Assets at March 31,2012: Open positions in futures and option contracts $(42,465) ---------- ---------- --------- Total assets at fair value $(42,465) $0 $0 ========== ========== ========== (4) LIMITED PARTNERSHIP AGREEMENT The Limited Partners and General Partner share in the profits and losses of the Partnership in proportion to the number of units or unit equivalents held by each. However, no Limited Partner is liable for obligations of the Partnership in excess of their capital contribution and profits, if any, and such other amounts as they may be liable for pursuant to the Act. Distributions of profits are made solely at the discretion of the General Partner. Responsibility for managing the Partnership is vested solely in the General Partner. The General Partner has delegated complete trading authority to an unrelated party (see Note 5). Although the Agreement does not permit redemptions for the first six months following a Limited Partner's admission to the Partnership, the Agreement does permit the Partnership to declare additional regular redemption dates. The Partnership will be dissolved on December 31, 2020, or upon the occurrence of certain events, as specified in the Limited Partnership agreement. (5) AGREEMENTS AND RELATED PARTY TRANSACTIONS EMC Capital Management, Inc. (EMC), 2201 Waukegan Road, Suite West 240, Bannockburn, IL 60015; telephone: 847-267-8700, serves as the Partnership's Commodity Trading Advisor (CTA). EMC receives a monthly management fee equal to 0.167% (2% annually) of the Partnership's month-end net asset value, (as defined), and a quarterly incentive fee of 20% of the Partnership's new net trading profits. The incentive fee is retained by EMC even though trading losses may occur in subsequent quarters; however, no further incentive fees are payable until any such trading losses (other than losses attributable to redeemed units and losses attributable to assets reallocated to another advisor) are recouped by the Partnership. Effective November 2003, the General Partner charges the Partnership a monthly management fee equal to 0.50% of the Partnership's Class A beginning-of-month net asset value. From the monthly management fee the General Partner deducts the round turn trading costs and related exchange fees (between $5.80 to $10.70 per round turn trade on domestic exchanges, and higher for foreign exchanges) and pays the selling agents and certain other parties, if any, up to 50% of the fee retained by the General Partner. The General Partner may replace or add trading advisors at any time. The clearing agreements with the clearing brokers provide that the clearing brokers charge the Partnership brokerage commissions at the rate of between $5.80 to $10.70 per round-turn trade, plus applicable exchange, give up fees and National Futures Association fees for futures contracts and options on futures contracts executed on domestic exchanges and over the counter markets. For trades on certain foreign exchanges, the rates may be higher. The Partnership also reimburses the clearing brokers for all delivery, insurance, storage or other charges incidental to trading and paid to third parties. The Partnership earns interest on 95% of the Partnership's average monthly cash balance on deposit with its clearing brokers at a rate equal to the average 91-day Treasury Bill rate during that month. The Partnership has also entered into an investment advisory agreement with Horizon Cash Management L.L.C. ("HCM"). At March 31, 2013 and 2012 approximately 99.78% and 99.86%, respectively of the partnership's capital were funds deposited with a commercial bank and invested under the direction of HCM. HCM receives a monthly cash management fee equal to 1/12 of 0.25% (0.25% annually) of the average daily assets under management if the accrued monthly interest income earned on the Partnership's assets managed by HCM exceeds the 91-day U.S. Treasury bill rate. (6) DERIVATIVE INSTRUMENTS In the normal course of business, the Partnership engages in trading derivatives by purchasing and selling futures contracts and options on future contracts for its own account. All such trading is effectuated as speculative as opposed to hedging. Effective January 1, 2009, the Partnership adopted the provisions of Accounting Standards Codification 815, Derivatives & Hedging, which requires enhanced disclosures about the objectives and strategies for using derivatives and quantitative disclosures about the fair value amounts, and gains and losses on derivatives. See below for such disclosures. Fair Value of Derivative Instruments 2013 2012 Speculative Instruments Location- Statement of Financial Fair Value Fair Value Condition ______________________ ________________________________ __________ ___________ Futures Contracts Net unrealized gain (loss) on open contracts $218,384 ($42,465) 2013 2012 Speculative Instruments Location- Statement of Operations Fair Value Fair Value _______________________ _________________________________ ____________ __________ Futures Contracts Net realized trading gains(losses) $708,346 ($1,630,050) Futures Contracts Change in unrealized gains(losses) ($174,974) ($633,761) Asset Derivatives Balance Sheet Location Fair Value #of contracts _____________________ ____________ _____________ Agricultural Net unrealized trading gains on open contracts 39,456 39 Currencies Net unrealized trading gains on open contracts 73,395 172 Energy Net unrealized trading gains on open contracts 14,102 21 Metals Net unrealized trading gains on open contracts (4,293) 3 Interest rates Net unrealized trading gains on open contracts 39,076 385 Indices Net unrealized trading gains on open contracts 58,851 116 Currencies-Forward positions Net unrealized trading gains on open contracts (11,404) ============ =========== 209,183 736 Liability Derivatives Balance Sheet Location Fair Value #of contracts Net _____________ ______________ _______ Agricultural Net unrealized trading gains on open contracts 60,666 109 100,122 Currencies Net unrealized trading gains on open contracts (24,104) 23 49,291 Energy Net unrealized trading gains on open contracts (12,679) 8 1,423 Metals Net unrealized trading gains on open contracts (16,705) 28 (20,998) Interest rates Net unrealized trading gains on open contracts (16,010) 76 23,066 Indices Net unrealized trading gains on open contracts 25,652 17 84,503 Currencies-Forward positions Net unrealized trading gains on open contracts (7,619) (19,023) ============ ========== ========= 9,201 261 218,384 Trading Revenue for the Three Months Ended March 31, 2013 Line Item in Income Statement Realized 708,346 Change in unrealized (174,974) =========== 533,371 Includes net foreign currency translation gain(loss) Trading Revenue for the Three Months Ended March 31, 2012 Line Item in Income Statement Realized (1,630,050) Change in unrealized (633,761) =========== (2,263,811) Includes net foreign currency translation gain(loss) Includes net foreign currency translation gain (loss) Total average of futures contracts bought and sold Three months ended March 31, 2013 Total 708,346 ============ 3 month average 236,115 Total average of futures contracts bought and sold Three months ended March 31, 2012 Total (1,630,050) ============ 3 month average (543,350) For the three months ended March 31, 2013, the monthly average of futures contracts bought and sold was approximately . (7) FINANCIAL INSTRUMENTS, OFF-BALANCE SHEET RISKS AND CONTINGENCIES The Partnership engages in the speculative trading of U.S. and foreign futures contracts, options on U.S. and foreign futures contracts, and forward contracts ("collectively derivatives''). These derivatives include both financial and non-financial contracts held as part of a diversified trading strategy. The Partnership is exposed to both market risk, the risk arising from changes in the market value of the contracts; and credit risk, the risk of failure by another party to perform according to the terms of a contract. The purchase and sale of futures and options on futures contracts requires margin deposits with a Futures Commission Merchant ("FCM"). Additional deposits may be necessary for any loss on contract value. The Commodity Exchange Act requires an FCM to segregate all customer transactions and assets from the FCM's proprietary activities. A customer's cash and other property such as U.S. Treasury Bills, deposited with an FCM are considered commingled with all other customer funds subject to the FCM's segregation requirements. In the event of an FCM's insolvency, recovery may be limited to a pro rata share of segregated funds available. It is possible that the recovered amount could be less than the total of cash and other property deposited. For derivatives, risks arise from changes in the market value of the contracts. Theoretically, the Partnership is exposed to a market risk equal to the value of futures and forward contracts purchased and unlimited liability on such contracts sold short. As both a buyer and seller of options, the Partnership pays or receives a premium at the outset and then bears the risk of unfavorable changes in the price of the contract underlying the option. In the case of forward contracts, over-the-counter options contracts or swap contracts, which are traded on the interbank or other institutional market rather than on exchanges, the counterparty is generally a single bank or other financial institution, rather than a clearinghouse backed by a group of financial institutions; thus, there likely will be greater counterparty credit risk. The Partnership trades only with those counterparties that it believes to be creditworthy. All positions of the Partnership are valued each day on a mark-to-market basis. There can be no assurance that any clearing member, clearinghouse or other counterparty will be able to meet its obligations to the Partnership. (8) FINANCIAL HIGHLIGHTS The following financial highlights show the Partnership's financial performance for the three months ended March 31, 2013 and March 31, 2012. March 31, 2013 March 31, 2012 --------------------- ----------------- Class A Class A -------------------- ----------------- Total return before distributions* 4.11% (16.97)% =============== =============== Ratio to average net assets: Net investment Income (loss)** (8.15)% (7.98)% =============== =============== Management fees 1.36% 1.44% Incentive fees 0.00% 0.00% Other expenses 0.70% 0.63% --------------- --------------- Total expenses** 2.06% 2.07% =============== =============== *Not annualized **Annualized Interim Financial Statements The statements of financial condition, including the consolidated schedule of investments, as of March 31, 2013, the statements of operations for the three months ended March 31, 2013 and 2012, the statements of cash flows and changes in partners' capital (net asset value) for the three months ended March 31, 2013 and 2012 and the accompanying notes to the financial statements are unaudited. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles may be omitted pursuant to such rules and regulations. In the opinion of management, such financial statements and accompanying disclosures reflect all adjustments, which were of a normal and recurring nature, necessary for a fair presentation of financial position as of March 31, 2013, results of operations for the three months ended March 31, 2013 and 2012, cash flows and changes in partners' capital (net asset value) for the three months ended March 31, 2013 and 2012. The results of operations for the full three months ended March 31, 2013 and 2012 are not necessarily indicative of the results to be expected for the full year or any other period. These financial statements should be read in conjunction with the audited financial statements and the notes thereto included in our form 10-k as filed with the Securities and Exchange Commission. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operation Each months ended March 31, 2013 compared to each months ended March 31, 2012. Class A Units were positive 6.17% in January 2013 resulting in a Net Asset Value per unit of $2,506.77 as of January 31, 2013. Class A Units were negative 13.32% in January 2012 resulting in a Net Asset Value per unit of $2,845.95 as of January 31, 2012. The Fund and EMC was up nicely in January. Price trends did in fact reappear in January as the "fiscal cliff" was avoided. Profits came in currency trading, metals, energies, and stock indices. We are pleased to begin 2013 on a strong note. Class A Units were negative 4.17% in February 2013 resulting in a Net Asset Value per unit of $2,402.34 as of February 28, 2013. Class A Units were negative 0.66% in February 2012 resulting in a Net Asset Value per unit of $2,827.04 as of February 29, 2012. In February the Fund gave back more than half the gains from January. The "sequester" created uncertainty in the markets and trend following systems do not usually do well with uncertainty. Gains in commodities were not enough to offset losses in currencies, energies, metals, and stock indices for the month. Class A Units were positive 2.32% in March 2013 resulting in a Net Asset Value per unit of $2,457.99 as of March 31, 2013. Class A Units were negative 3.57% in March 2012 resulting in a Net Asset Value per unit of $2,726.12 as of March 31, 2012. In March the Fund had a gain of just over 2%. EMC was able to post a positive return despite the fact that energies, grains and metals were "range bound" with little real change for the month. Profits came from currencies, financials, softs and stock indices. Item 3. Quantitative and Qualitative Disclosures About Market Risk There has been no material change with respect to market risk since the "Quantitative and Qualitative Disclosures About Market Risk" was made in the Form 10K of the Partnership dated December 31, 2012. Item 4. Controls and Procedures As of March 31, 2013 an evaluation was performed by the company under the supervision and with the participation of management, including the President of the Company, of the effectiveness of the design and operation of the Company's disclosure controls and procedures. Based on that evaluation, the Company's management, including the President, concluded that the Company's disclosure controls and procedures are effective in timely alerting them to material information relating to the Company that is required to be included in the Company's period filings with the Securities and Exchange Commission. There have been no significant changes in the company's internal controls or in other factors that could significantly affect those internal controls subsequent to the date the company carried out its evaluation. Part II. OTHER INFORMATION Item 1. Legal Proceedings Neither the Partnership, nor the General Partner, is party to any pending material legal proceeding. Item 1A. Risk Factors There has been no material change with respect to risk factors since the "Risk Factors" were disclosed in the Form 10K of the Partnership dated December 31, 2012. Item 2. Unregistered Sales of Equity Securities and Use of Proceeds RECENT SALES OF UNREGISTERED SECURITIES A UNITS Three months Three months ended March 31, 2013 ended March31,2012 Units Sold 0 29.26 Value of Units Sold $0 $83,777 1% of the proceeds from the above sales were used to pay the Partnership's Organization and Offering charge. The remaining 99% was invested in the Partnership. See Part I, Statement of Changes in Partner's Capital Item 3. Defaults Upon Senior Securities None Item 4. Submission of Matters to a Vote of Security Holders None Item 5. Other Information None Item 6. Exhibits and Reports on Form 8-K a) Exhibits Exhibit Number Description of Document Page Number 31 Certification by Chief Executive Officer and Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 E- 1-2 32 Certification by Chief Executive Officer and Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 E - 3 b) Reports on Form 8-K none SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned and thereunto duly authorized. EVEREST FUND, L.P. Date: May 15, 2013 By: Everest Asset Management, Inc., its General Partner By:__/s/ Peter Lamoureux_______________________________ Peter Lamoureux President 32