<PAGE>   1

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549



                                    FORM 10-K

                  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D)
                     OF THE SECURITIES EXCHANGE ACT OF 1934


                   For the fiscal year ended December 31, 2000


                         Commission file number 33-94050

                                CERES FUND, L.P.
                 (Name of small business issuer in its charter)

           TENNESSEE                                          62-1154702
(State or other jurisdiction of                            (I.R.S. Employer
 incorporation or organization)                           Identification No.)


                        C/O RANDELL COMMODITY CORPORATION
                       775 RIDGE LAKE BOULEVARD, SUITE 110
                            MEMPHIS, TENNESSEE 38120
              (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES AND ZIP CODE)

                  Registrant's telephone number (901) 766-4590


Securities registered under Section 12(b) of the Exchange Act: NONE
Securities registered under Section 12(g) of the Exchange Act: NONE

         Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such
shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.
Yes [X] No [ ]

         The registrant is a limited partnership and, accordingly, has no voting
stock held by non-affiliates or otherwise.

                  Incorporation by Reference: Registrant's Registration
Statement effective March 9, 1991 and the Prospectus contained therein into Part
IV, Item 14 (a)(3) and Supplement No. 1 dated October 1, 1992, thereto, post
effective Amendment No. 1 dated April 26, 1991, effective April 30, 1991, post
effective Amendment No. 2 dated November 12, 1991, effective November 15, 1992,
post effective Amendment No. 3 dated March 31, 1992, effective April 7, 1992,
Supplement No. 3 dated June 30, 1992, Supplement No. 4 dated November 30, 1992,
post effective Amendment No. 4 dated April 30, 1993, effective May 19, 1993,
post effective Amendment No. 5 dated October 16, 1996, effective October 31,
1996, post effective Amendment dated August 25, 1997, effective September 2,
1997, post effective amendment dated May 30, 1998, effective June 8, 1998, post
effective amendment dated May 30, 1999, effective June 15, 1999, post effective
amendment dated December 9, 1999, and post-effective amendment dated November
24, 2000.


<PAGE>   2
                                     PART I
ITEM 1.

(a) BUSINESS

         Ceres Fund, L.P. (the "Partnership") is a limited partnership organized
on September 19, 1990, pursuant to a Limited Partnership Agreement (the "Limited
Partnership Agreement") under the Uniform Limited Partnership Act of the State
of Tennessee and funded through an offering of limited partnership units (the
"Units"). The Partnership engages in speculative trading of commodity futures
contracts, forward contracts, commodity options and other interests in
commodities including, without limitation futures contracts and options on
financial instruments, physical commodities and stock indices on organized
exchanges in the U.S. and abroad.

         The initial offering to the public of 100,000 Units was closed on
November 29, 1991, and trading began December 1, 1991. Following the
commencement of trading, the Partnership continued the offering of Units,
issuing Units and fractions thereof at the Average Net Asset Value as of the
last business day of the month during which the purchaser's subscription was
received. As of December 31, 2000, a total of 62,266.1596 units had been sold of
which a total of 22,552.6785 were outstanding. The Prospectus is regularly
updated and Units continue to be offered to the public.

         The offering was registered under the Securities Act of 1933, as
amended, and members of the National Association of Securities Dealers, Inc. act
as selling agents on a best efforts basis. Effective July 1, 1995, and
continuing during the continuous offering period, the selling commission is 4%
of the issue price of each unit sold, all of which is retained by the selling
agent.

         Randell Commodity Corporation, a Tennessee corporation, is the Managing
General Partner of the Partnership (the "Managing General Partner") and RanDelta
Capital Partners, L.P. is the Financial General Partner of the Partnership.
Pursuant to a Customer Agreement (the "Customer Agreement"), Refco, Inc.
("Refco") acts as the commodity broker for the Partnership and performs various
administrative services for it. Services performed for the Partnership by Refco
or the Managing General Partner under the terms of the Customer and the Limited
Partnership Agreements, include the following:

         (1) Executing all trades on behalf of the Partnership in conjunction
with the Partnership's Advisor.

         (2) Maintaining the Partnership books and records, which limited
partners or their duly authorized representatives may inspect during normal
business hours for any proper purpose upon reasonable written notice to the
Managing General Partner.

         (3) Furnishing each limited partner with a monthly statement describing
the performance of the Partnership, which sets forth aggregate management fees,
incentive fees, brokerage commissions and other expenses incurred or accrued by
the Partnership during the month.

         (4) Forwarding annual audited financial statements (including a balance
sheet and statement of income) to each limited partner.

         (5) Providing each limited partner with tax information necessary for
the preparation of his annual federal income tax return and such other
information as the CFTC may by regulation require.

         (6) Performing secretarial and other clerical responsibilities and
furnishing office space and equipment as may be necessary for supervising the
affairs of the Partnership.


<PAGE>   3

         (7) Administering the purchase, redemption and transfer of Units and
distribution of profits, if any.

                 The Customer Agreement under which Refco, Inc. acts as the
futures broker for the Partnership may be terminated by the Partnership or Refco
upon 5 days' notice.

         Under the terms of the Customer Agreement, the Partnership pays
commodity brokerage commissions to Refco on a round-turn basis in an amount
equal to $32.50 per round-turn. A round-turn is the opening and closing of a
commodity futures position consisting of one contract. One half of the
round-turn commission is charged on the opening of a position and one half is
charged on the close. The Partnership assets earn interest from Refco on 100% of
the average daily equity maintained in cash in the Partnership's trading account
at a rate equal to 80% of the average yield on thirteen week U.S. Treasury Bills
issued during each month.

(b) REGULATION

         Under the Commodity Exchange Act, as amended (the "Act"), commodity
exchanges and commodity futures trading are subject to regulation by the
Commodity Futures Trading Commission (the "CFTC"). The Act requires "commodity
pool operators," and "commodity trading advisors," to be registered and to
comply with various reporting and record keeping requirements. The CFTC may
suspend a commodity pool operator's or advisor's registration if it finds that
its trading practices tend to disrupt orderly market conditions or in certain
other situations. In the event that the registration of the Managing General
Partner as a commodity pool operator or as a commodity trading advisor is
terminated or suspended, the Managing General Partner would be unable to
continue to manage the business of the Partnership. Should the Managing General
Partner's registration be suspended, termination of the Partnership might
result. The act also requires Refco to be registered as a "futures commission
merchant."

         In addition to such registration requirements, the CFTC and certain
commodity exchanges have established limits on the maximum net long or net short
position which any person may hold or control in particular commodities. The
CFTC has adopted a rule requiring all domestic commodity exchanges to submit for
approval speculative position limits for all futures contracts traded on such
exchanges. Most exchanges also limit the changes in commodity futures contract
prices that may occur during a single trading day. The Partnership will not
trade on any commodity exchanges which are not subject to regulation by any
United States government agency.

(c) FINANCIAL INFORMATION ABOUT INDUSTRY SEGMENTS

         The Partnership's business constitutes only one segment, speculative
trading of commodity futures contracts, for financial reporting purposes. The
Partnership does not engage in sales of goods or services. The Partnership began
trading activities December 1, 1991, at which time Partnership capital was
$1,392,168.

(d) NARRATIVE DESCRIPTION OF BUSINESS

             (1) See Items 1(a), (b) and (c) above.

                  (i) through (xii) - Not applicable.

                  (xiii) - the Partnership has no employees.

(e) FINANCIAL INFORMATION ABOUT FOREIGN AND DOMESTIC OPERATIONS AND EXPORT SALES

         Not applicable because the Partnership does not engage in sales of
goods or services.

ITEM 2.  PROPERTIES

         The Partnership does not own or lease any properties. The Managing
General Partner operates out of facilities provided by its parent, Randell
Corporation.


<PAGE>   4

ITEM 3.  LEGAL PROCEEDINGS

         The Managing General Partner is not aware of any pending legal
proceedings to which the Partnership is a party or to which any of its assets
are subject.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

         N/A - No security holders.


<PAGE>   5


                                     PART II

ITEM 5.  MARKET FOR THE REGISTRANT'S COMMON STOCK AND RELATED STOCKHOLDER
         MATTERS

         There is no trading market for the Units, and none is likely to
develop. Units are transferable only after written notice has been given to the
Managing General Partner. Units may be redeemed as of the last day of any
calendar quarter upon 10 days written notice to the Managing General Partner at
the Redemption Net Asset Value (as defined in the Limited Partnership
Agreement).

ITEM 6.  SELECTED FINANCIAL DATA

         The following is a summary of the total assets of the Partnership as of
December 31, 2000, 1999, 1998, 1997 and 1996, and the results of operations for
each of the years in the five-year period ended December 31, 2000.

         Net increase (decrease) in components of Partnership capital from
operations are as follows:

<TABLE>
<CAPTION>
--------------------------------------------------------------------------------------------------------
                                     2000          1999          1998           1997          1996
--------------------------------------------------------------------------------------------------------
<S>                              <C>            <C>          <C>            <C>            <C>
Realized & unrealized trading    $  (150,958)   $  155,301   $(1,711,609)   $  (514,269)   $2,844,850
gains (losses) net of
brokerage commission and
clearing fees of $254,561,
$346,157, $770,081, $838,772
and $565,229
--------------------------------------------------------------------------------------------------------
Income (loss) from continuing       (165,787)      114,234    (1,724,922)      (504,535)    2,413,944
operations
--------------------------------------------------------------------------------------------------------
Cash dividends per Unit                   --            --            --          13.61         14.18
--------------------------------------------------------------------------------------------------------
Interest Income                  $   236,259       247,544       332,240        294,507       187,206
----------------------------------------------------------------------------------------------------- --
Management fee                       152,088       208,611       259,437        223,279       151,969
--------------------------------------------------------------------------------------------------------
Administrative expenses               84,000        80,000        72,000         58,403        82,026
--------------------------------------------------------------------------------------------------------
Incentive fee                             --            --        14,116          3,091       384,117
--------------------------------------------------------------------------------------------------------
Net Gain (loss) per Unit*              (6.32)         2.94        (50.01)        (19.61)       115.23
--------------------------------------------------------------------------------------------------------
Total Assets                     $ 3,666,679    $5,121,209   $ 5,504,092    $ 6,647,645    $4,895,087
--------------------------------------------------------------------------------------------------------
</TABLE>



* Calculated as net earnings(loss) allocated to limited partners divided by
average units outstanding during the year.


<PAGE>   6



ITEM 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS.

(a) RESULTS OF OPERATIONS

         Trading results were unprofitable for the fiscal year ended December
31, 2000. Trading during the fiscal year resulted in a decrease in net asset
value per Unit from $148.62 to $142.13, a decrease of 4.37% attributable
primarily to losses in soybeans and corn.

         Trading results were profitable for the fiscal year ended December 31,
1999. Trading during the fiscal year resulted in an increase in net asset value
per Unit from $146.24 to $148.62, an increase of 1.63% attributable primarily to
gains in soybeans and cotton.

         Trading results were unprofitable for the fiscal year ended December
31, 1998. Trading during the fiscal year resulted in a decrease in net asset
value per Unit from $192.66 to $146.24, a decrease of 24.09% attributable
primarily to losses in soybeans and cotton.

(b) LIQUIDITY.

         The Partnership does not engage in sales of goods or services. Its only
assets are its investments in its commodity futures trading account, consisting
of cash and net unrealized appreciation on open futures contracts, and interest
receivable. Because of the low margin deposits normally required in commodity
futures trading, relatively small price movements may result in substantial
losses to the Partnership. Such substantial losses could lead to a material
decrease in liquidity. To minimize this risk the Partnership follows certain
policies including:

         (1) Partnership funds will be invested only in futures contracts which
are traded in sufficient volume to permit, in the opinion of the Advisor, ease
of taking and liquidating positions.

         (2) The Partnership will diversify its positions among various
commodities. The Partnership will not initiate additional positions in a single
commodity if such additional positions would result in a net single long or
short position in such commodity requiring as margin more than 15% of the net
assets of the Partnership.

         (3) The Partnership will not establish commodity positions if such
positions would result in required margins in excess of 80% of its net asset
value for all commodities combined.

         (4) The Partnership may occasionally accept delivery of a commodity.
Unless such delivery is disposed of promptly by retendering the warehouse
receipt representing the delivery to the appropriate clearing house, the
Partnership's position in the physical commodity will be fully hedged.

         (5) The Partnership will not employ the trading technique commonly
known as "pyramiding", in which the speculator uses unrealized profits on
existing positions as margin for the purchase or sale of additional positions in
the same or related commodities.

         (6) The Partnership may from time to time employ trading strategies
such as spreads or straddles on behalf of the Partnership. The term "spread"
describes a commodity futures trading strategy involving the simultaneous buying
and selling of futures contracts on the same commodity but involving different
delivery dates or markets and in which the trader expects to earn a profit from
a widening or narrowing of the difference between the prices of the two
contracts.

         Other than the risks inherent in commodity futures trading, the
Partnership knows of no trends, demands, commitments, events or uncertainties
which will result in or which are reasonably likely to result in the
Partnership's liquidity increasing or decreasing in any material way. The
Limited Partnership Agreement requires dissolution of the Partnership under
certain circumstances as defined in the Limited Partnership Agreement including
a decrease in the net asset value of a Unit at the close of business on any
business day to less than 50% of the highest average net asset value at which
Units have been sold.


<PAGE>   7

         In order to limit credit risks, the Partnership does not enter into
counterparty transactions such as currency or other swaps and it limits its
trading activities to futures and options traded on U.S. commodity exchanges.

(c) CAPITAL RESOURCES

         The Partnership does not intend to raise any additional capital through
borrowing. Due to the nature of the Partnership's business, it will make no
significant capital expenditures, and substantially all of its assets are and
will be represented by cash, United States Treasury securities and commodity
futures investments.

         The Partnership's capital consists of the capital contributions of the
partners as increased or decreased by gains or losses on commodity futures
trading and by expenses, interest income, redemptions of Units and distributions
of profits, if any. Gains or losses on commodity futures trading cannot be
predicted. Market moves in commodities are dependent upon fundamental and
technical factors which the Partnership may or may not be able to identify.
Partnership expenses consist of, among other things, commissions, management
fees and incentive fees. The level of these expenses is dependent upon the level
of trading and the ability of the Advisors to identify and take advantage of
price movements in the commodity markets, in addition to the level of net assets
maintained. Furthermore, interest income is dependent upon interest rates over
which the Partnership has no control. A forecast cannot be made as to the level
of redemptions in any given period.

(d) INFLATION

         Inflation does have an effect on commodity prices and the volatility of
commodity markets; however, continued inflation is not expected to have a
material adverse effect on the Partnership's operations or assets. Because the
Partnership conducts business as a Partnership, and, as such does not pay
federal income taxes, neither the Taxpayer Relief Act of 1997 nor the Tax Reform
Act of 1986 had an effect on its operations or on its tax liability. However,
some expenses may be limited as to deductibility by individual partners.

ITEM 7(A) QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

         Not Applicable.

ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

         Financial statements meeting the requirements of Regulation S-X are
indexed and included beginning on page F-1 of this report.

         The supplementary financial information specified by Item 302 of
Regulation S-K is not applicable.

ITEM 9.  CHANGE IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
         FINANCIAL DISCLOSURE

         None.


<PAGE>   8

                                    PART III

ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

         The Partnership has no directors or executive officers. The Partnership
is managed by its Managing General Partner. Trading decisions for the
Partnership are made by the Managing General Partner.

ITEM 11. EXECUTIVE COMPENSATION

         The Partnership has no directors or officers. The Managing General
Partner and Refco perform the services described in "Item 1. Business" herein.

         For the fiscal year ended December 31, 2000; incentive fees expensed
totaled $0. Management fees expensed totaled $152,088. A total of $244,141 in
brokerage commissions were paid to Refco.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

(a) SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS

         None.

(b) SECURITY OWNERSHIP OF MANAGEMENT

         Under the terms of the Limited Partnership Agreement, the Partnership's
affairs are managed by the Managing General Partner, and it has discretionary
authority over the Partnership's investments. As of December 31, 2000, the
General Partner's investment in the Partnership was $298,153.

(c) CHANGES IN CONTROL

         None.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

(a) ACCOUNTS OF AFFILIATES OF THE COMMODITY BROKER

         The officers, directors and employees and associated persons of Refco
trade in commodity futures contracts for their own accounts. In addition, Refco
is a registered futures commission merchant and executes transactions in
commodity futures contracts for its customers. Thus, it is possible that Refco
could execute transactions for the Partnership in which the other parties to the
transactions are its officers, directors, employees or customers. Such persons
might also compete with the Partnership in making purchases or sales of
contracts without knowing that the Partnership is also bidding on such
contracts.

(b) OTHER ACTIVITIES AND ACCOUNTS OF THE GENERAL PARTNER

         The Managing General Partner trades in commodity futures contracts for
its own accounts and for the accounts of other customers. It is possible that
the Managing General Partner may engage in transactions on its own behalf or on
behalf of others having an effect on transactions involving the Partnership.

(c) OTHER RELATIONSHIPS

         The sole shareholder of the parent of the Managing General Partner is a
partner in the law firm which is counsel to the Partnership, the Managing
General Partner and the Memphis branch of Refco.


<PAGE>   9

                                     PART IV

ITEM 14. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES AND REPORTS

(a)  (1) FINANCIAL STATEMENTS

         See Index to Financial Statements; infra.

(a)  (2) FINANCIAL STATEMENT SCHEDULES

         Schedules are omitted for the reason that they are not required or are
not applicable or that equivalent information has been included in the financial
statements or the notes thereto.

(a)  (3) EXHIBITS

(3)  ARTICLES OF INCORPORATION AND BY-LAWS

i)  Limited Partnership Agreement dated as of September 19, 1990.*

ii) Certificate of Limited Partnership of the Partnership as filed with the
Shelby County Recorder of Deeds on September 19, 1990.*

(a)(3)(2)  Material Contracts

i) Form of Selling Agreement among the Partnership and National Association of
Securities Dealers, Inc. member.*

ii) Form of Customer Agreement between the Partnership and Refco, Inc.*

iii) Form of Subscription Agreement to be executed by each purchaser of Units.*

iv) Form of Escrow of Funds Agreement among the Partnership and National Bank of
Commerce.*





*Incorporated herein by reference to the Partnership's Registration Statement on
Form S-1, Commission File No. 33-37802.


<PAGE>   10

                                CERES FUND, L.P.

                          INDEX TO FINANCIAL STATEMENTS

                           --------------------------



<TABLE>
<CAPTION>
                                                                                          Page(s)

<S>                                                                                       <C>
Independent Auditors' Report................................................................F-1

Financial Statements:

  Statements of Financial Condition as of December 31, 2000 and 1999........................F-2

  Statements of Operations for the years ended December 31, 2000, 1999 and 1998.............F-3

  Statements of Changes in Partners' Capital for the years ended December 31, 2000
          1999 and 1998 ....................................................................F-4

  Statements of Cash Flows for the years ended December 31, 2000, 1999 and 1998 ............F-5

  Summary of Net Asset Values at December 31, 2000, 1999 and 1998 ..........................F-6

  Notes to Financial Statements ............................................................F-9

  Schedule of Investments at December 31, 2000.............................................F-15

  Affirmation..............................................................................F-16
</TABLE>



<PAGE>   11

                          INDEPENDENT AUDITORS' REPORT

The Partners
Ceres Fund, L.P.:

We have audited the accompanying statements of financial condition of Ceres
Fund, L.P. (a Tennessee Limited Partnership) as of December 31, 2000 and 1999
and summary of net asset values as of December 31, 2000, 1999 and 1998, and the
related statements of operations, changes in partners' capital and cash flows
for each of the years in the three-year period ended December 31, 2000. These
financial statements are the responsibility of the Partnership's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Ceres Fund, L.P. (a Tennessee
Limited Partnership) as of December 31, 2000 and 1999, and the results of its
operations and its cash flows for each of the years in the three-year period
ended December 31, 2000, in conformity with accounting principles generally
accepted in the United States of America.

Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplementary information included in
Schedule 1 is presented for purposes of additional analysis and is not a
required part of the basic financial statements. Such information has been
subjected to the auditing procedures applied in the audit of the basic 2000
financial statements and, in our opinion, is fairly stated in all material
respects in relation to the basic 2000 financial statements taken as a whole.


                                    KPMG LLP

Memphis, Tennessee
March 16, 2001

                                       F-1


<PAGE>   12
                                CERES FUND, L.P.
                        (A Tennessee Limited Partnership)

                        Statements of Financial Condition

                           December 31, 2000 and 1999


<TABLE>
<CAPTION>
                                  ASSETS                     2000         1999
                                                          -----------    ---------
<S>                                                       <C>               <C>
Cash                                                      $    43,676       31,505
Equity in commodity futures trading account:
    U.S. government obligations at fair value (cost of
       $3,547,207 and $4,936,270 at December 31, 2000
       and 1999, respectively)                              3,557,990    4,965,968
    Cash                                                      105,512       71,304
    Unrealized (losses) gains on open futures contracts       (40,675)      37,320
    Open option contracts, at market                               --       14,610
Interest receivable                                               176          502
                                                          -----------    ---------
       Total assets                                       $ 3,666,679    5,121,209
                                                          ===========    =========
                     LIABILITIES AND PARTNERS' CAPITAL

Liabilities:
    Accrued management fees                               $    11,052       15,966
    Other accrued expenses                                     56,807       31,774
    Redemptions payable                                        95,179      151,165
                                                          -----------    ---------
       Total liabilities                                      163,038      198,905
                                                          -----------    ---------
Partners' capital:
    General partners                                          298,153      299,618
    Limited partners                                        3,205,488    4,622,686
                                                          -----------    ---------
       Total partners' capital                              3,503,641    4,922,304
                                                          -----------    ---------
                                                          $ 3,666,679    5,121,209
                                                          ===========    =========
</TABLE>

See accompanying notes to financial statements





                                      F-2
<PAGE>   13

                                CERES FUND, L.P.
                        (A Tennessee Limited Partnership)

                            Statements of Operations

                  Years ended December 31, 2000, 1999 and 1998



<TABLE>
<CAPTION>
                                                        2000         1999         1998
                                                      ---------   ----------   ----------
<S>                                                   <C>            <C>         <C>
Net gains (losses) on trading of commodity futures
   and options contracts:
       Realized gains (losses) on closed positions    $ 170,737      (22,015)    (424,683)
       Change in unrealized gains (losses) on open
          futures contracts                             (77,995)     504,019     (493,901)
       Change in unrealized gains (losses)
          on open options contracts                      10,861       19,454      (22,944)
                                                      ---------   ----------   ----------
                   Net gains (losses) on investments    103,603      501,458     (941,528)
Investment income - interest (note 3)                   236,259      247,544      332,240
                                                      ---------   ----------   ----------
                   Income (loss) from operations        339,862      749,002     (609,288)
                                                      ---------   ----------   ----------
Brokerage commissions (note 3)                          244,141      331,112      737,296
Exchange, clearing fees and NFA charges                  10,420       15,045       32,785
Management fee allocations (note 2)                     152,088      208,611      259,437
Incentive fee allocations (note 2)                           --           --       14,116
Professional and administrative expenses                 84,000       80,000       72,000
Tennessee franchise tax                                  15,000           --           --
                                                      ---------   ----------   ----------
                                                        505,649      634,768    1,115,634
                                                      ---------   ----------   ----------
                   Net earnings (loss)                $(165,787)     114,234   (1,724,922)
                                                      =========   ==========   ==========
                   Net earnings (loss) allocated to
                     general partner                  $  (1,465)      16,355      (74,628)
                                                      =========   ==========   ==========
                   Net earnings (loss) allocated to
                     limited partners                 $(164,322)      97,879   (1,650,294)
                                                      =========   ==========   ==========
                   Average net earnings (loss) per
                     unit                             $   (6.32)        2.94       (50.01)
                                                      =========   ==========   ==========
</TABLE>


See accompanying notes to financial statements.





                                      F-3
<PAGE>   14

                                CERES FUND, L.P.
                        (A Tennessee Limited Partnership)

                   Statements of Changes in Partners' Capital

                  Years ended December 31, 2000, 1999 and 1998

<TABLE>
<CAPTION>
                                                          GENERAL       LIMITED
                                                          PARTNERS     PARTNERS      TOTAL
                                                          ---------   ----------   ----------
<S>                                                       <C>          <C>          <C>
Partners' capital at December 31, 1997                    $ 357,891    6,126,150    6,484,041
Capital contributions (4,353 units)                              --      866,406      866,406
Redemption of units (1,944 units)                                --     (339,937)    (339,937)
Net loss                                                    (74,628)  (1,650,294)  (1,724,922)
                                                          ---------   ----------   ----------
Partners' capital at December 31, 1998                      283,263    5,002,325    5,285,588
Capital contributions (228 units)                                --       36,742       36,742
Redemption of units (3,332 units)                                --     (514,260)    (514,260)
Net earnings                                                 16,355       97,879      114,234
                                                          ---------   ----------   ----------
Partners' capital at December 31, 1999                      299,618    4,622,686    4,922,304
Capital contributions (482 units)                                --       72,115       72,115
Redemption of units (9,032 units)                                --   (1,324,991)  (1,324,991)
Net loss                                                     (1,465)    (164,322)    (165,787)
                                                          ---------   ----------   ----------
Partners' capital at December 31, 2000                    $ 298,153    3,205,488    3,503,641
                                                          =========   ==========   ==========
Average net asset value per limited partnership unit at:

    December 31, 2000; 22,552.6785 units outstanding                               $   142.13
                                                                                   ==========
    December 31, 1999; 31,103.0777 units outstanding                               $   148.62
                                                                                   ==========
    December 31, 1998; 34,206.8517 units outstanding                               $   146.24
                                                                                   ==========
</TABLE>

See accompanying notes to financial statements.





                                      F-4
<PAGE>   15

                                CERES FUND, L.P.
                        (A Tennessee Limited Partnership)

                            Statements of Cash Flows

                  Years ended December 31, 2000, 1999 and 1998

<TABLE>
<CAPTION>
                                                                    2000        1999          1998
                                                                -----------    --------    ----------
<S>                                                             <C>             <C>        <C>
Cash flows from operating activities:
    Net earnings (loss)                                         $  (165,787)    114,234    (1,724,922)
       Adjustments to reconcile net earnings (loss) to
         net cash provided by (used in) operating activities:
            (Increase) decrease in change in net
              unrealized losses (gains) on open
              futures contracts                                      77,995    (504,019)      493,901
            Decrease (increase) in market value of open
              option contracts                                       14,610      37,265       (41,095)
            (Increase) decrease in operating assets:
              Investments in commodities futures
                 trading account                                  1,373,770     737,699       675,142
              Interest receivable                                       326       2,471         1,422
            Increase (decrease) in operating liabilities:
              Accrued management fees                                (4,914)     (1,225)       (3,664)
              Accrued incentive fees                                     --          --        (1,662)
              Other accrued expenses                                 25,033     (31,655)        3,042
                                                                -----------    --------    ----------
                 Net cash provided by (used in)
                   operating activities                           1,321,033     354,770      (597,836)
Cash flows from financing activities:
    Net proceeds from sale of limited partnership units              72,115      36,742       866,406
    Redemptions of limited partnership units                     (1,380,977)   (500,979)     (282,753)
                                                                -----------    --------    ----------
                 Net cash (used in) provided by
                   financing activities                          (1,308,862)   (464,237)      583,653
                                                                -----------    --------    ----------
Net (decrease) increase in cash                                      12,171    (109,467)      (14,183)
Cash at beginning of year                                            31,505     140,972       155,155
                                                                -----------    --------    ----------
Cash at end of year                                             $    43,676      31,505       140,972
                                                                ===========    ========    ==========
</TABLE>

See accompanying notes to financial statements.





                                      F-5
<PAGE>   16

                                CERES FUND, L.P.
                        (A Tennessee Limited Partnership)

                           Summary of Net Asset Values

                                December 31, 2000


<TABLE>
<CAPTION>
                        NUMBER        NUMBER         NUMBER        NUMBER      NET ASSET  TOTAL LIMITED
   SUBSCRIBER          OF UNITS      OF UNITS       OF UNITS      OF UNITS        VALUE    PARTNER NET
 ADMISSION DATE       SUBSCRIBED     WITHDRAWN     DISTRIBUTED   OUTSTANDING    PER UNIT   ASSET VALUE
 --------------      -----------   -------------   -----------   -----------   ---------   ----------
<S>                  <C>           <C>              <C>          <C>           <C>         <C>
January 1, 1996      43,256.2273   (34,257.4290)    1,793.0394   10,791.8377   $ 142.550   $1,538,258
November 1, 1996        239.4689      (272.9274)       41.3760        7.9175     142.550        1,129
December 1, 1996        155.2598      (182.7844)       27.5246            --          --           --
January 1, 1997         708.7734      (634.1576)            --       74.6158     142.550       10,636
February 1, 1997      1,555.9517      (834.3509)            --      721.6008     142.457      102,797
March 1, 1997         2,630.9876      (814.4287)            --    1,816.5589     142.457      258,781
April 1, 1997         3,704.4494      (734.4429)            --    2,970.0065     142.245      422,468
May 1, 1997           1,381.6388      (637.4066)            --      744.2322     142.035      105,707
June 1, 1997            988.1934      (396.1881)            --      592.0053     142.550       84,390
July 1, 1997            826.3808      (188.8130)            --      637.5678     139.296       88,810
August 1, 1997          493.4459             --             --      493.4459     140.271       69,216
September 1, 1997       209.0262             --             --      209.0262     139.949       29,253
October 1, 1997         496.1560       (35.8050)            --      460.3510     140.367       64,618
November 1, 1997        229.6653             --             --      229.6653     140.415       32,249
December 1, 1997        327.4226      (201.4908)            --      125.9318     140.690       17,717
January 1, 1998         103.8085      (103.8085)            --            --          --           --
February 1, 1998        509.8596      (255.8443)            --      254.0153     140.504       35,690
March 1, 1998         1,177.3329      (491.2623)            --      686.0706     140.727       96,549
April 1, 1998           717.5374      (573.3805)            --      144.1569     142.189       20,498
May 1, 1998             422.0476      (114.0062)            --      308.0414     142.189       43,800
June 1, 1998            669.0029      (299.6207)            --      369.3822     142.189       52,522
August 1, 1998          506.3963      (340.1678)            --      166.2285     141.919       23,591
September 1, 1998        29.1615             --             --       29.1615     148.650        4,335
October 1, 1998         217.9573             --             --      217.9573     142.183       30,990
March 1, 1999            51.6151       (51.6151)            --            --          --           --
April 1, 1999            66.7377       (66.7377)            --            --          --           --
May 1, 1999              60.1015       (60.1015)            --            --          --           --
June 1, 1999             28.6521       (28.6521)            --            --          --           --
September 1, 1999        21.3654             --             --       21.3654     142.171        3,038
March 1, 2000           319.7433             --             --      319.7433     142.164       45,456
April 1, 2000           161.7934             --             --      161.7934     142.091       22,989
                    ------------   ------------   ------------  ------------   ---------   ----------
                     62,266.1596   (41,575.4211)    1,861.9400   22,552.6785   $142.1334   $3,205,488
                    ============   ============   ============  ============   =========   ==========
</TABLE>

See accompanying notes to financial statements.






                                      F-6
<PAGE>   17

                                CERES FUND, L.P.
                        (A Tennessee Limited Partnership)

                           Summary of Net Asset Values

                                December 31, 1999

<TABLE>
<CAPTION>
                        NUMBER        NUMBER          NUMBER        NUMBER     NET ASSET  TOTAL LIMITED
   SUBSCRIBER          OF UNITS     OF UNITS        OF UNITS      OF UNITS        VALUE    PARTNER NET
 ADMISSION DATE       SUBSCRIBED    WITHDRAWN      DISTRIBUTED   OUTSTANDING    PER UNIT   ASSET VALUE
 --------------      -----------   ------------     ----------   -----------   ---------   ----------
<S>                  <C>           <C>              <C>          <C>           <C>         <C>
January 1, 1996      43,256.2273   (29,128.3907)    1,793.0394   15,920.8760   $ 149.029   $2,372,672
November 1, 1996        239.4689      (158.6871)       41.3760      122.1578     149.029       18,205
December 1, 1996        155.2598       (73.6832)       27.5246      109.1012     149.029       16,259
January 1, 1997         708.7734      (389.1942)            --      319.5792     149.029       47,627
February 1, 1997      1,555.9517      (315.7003)            --    1,240.2514     149.029      184,833
March 1, 1997         2,630.9876      (652.3322)            --    1,978.6554     148.932      294,685
April 1, 1997         3,704.4494      (500.5439)            --    3,203.9055     148.710      476,453
May 1, 1997           1,381.6388      (519.2827)            --      862.3561     148.490      128,051
June 1, 1997            988.1934      (113.8472)            --      874.3462     149.028      130,302
July 1, 1997            826.3808        (6.8935)            --      819.4873     145.625      119,338
August 1, 1997          493.4459             --             --      493.4459     146.645       72,361
September 1, 1997       209.0262             --             --      209.0262     146.308       30,582
October 1, 1997         496.1560       (20.4600)            --      475.6960     146.746       69,806
November 1, 1997        229.6653             --             --      229.6653     146.796       33,714
December 1, 1997        327.4226       (75.5590)            --      251.8636     147.083       37,045
January 1, 1998         103.8085             --             --      103.8085     147.252       15,286
February 1, 1998        509.8596       (50.8031)            --      459.0565     146.889       67,430
March 1, 1998         1,177.3329       (88.4793)            --    1,088.8536     147.123      160,195
April 1, 1998           717.5374      (154.4626)            --      563.0748     148.651       83,702
May 1, 1998             422.0476       (47.9973)            --      374.0503     148.651       55,603
June 1, 1998            669.0029      (230.3615)            --      438.6414     148.651       65,204
August 1, 1998          506.3963       (16.8074)            --      489.5889     148.369       72,640
September 1, 1998        29.1615             --             --       29.1615     148.650        4,335
October 1, 1998         217.9573             --             --      217.9573     148.645       32,398
March 1, 1999            51.6151             --             --       51.6151     148.640        7,672
April 1, 1999            66.7377             --             --       66.7377     148.636        9,920
May 1, 1999              60.1015             --             --       60.1015     148.628        8,933
June 1, 1999             28.6521             --             --       28.6521     148.644        4,259
September 1, 1999        21.3654             --             --       21.3654     148.633        3,176
                    ------------   ------------   ------------  ------------   ---------   ----------
                     61,784.6229   (32,543.4852)    1,861.9400   31,103.0777   $148.6247   $4,622,686
                    ============   ============   ============  ============   =========   ==========
</TABLE>

See accompanying notes to financial statements.





                                      F-7
<PAGE>   18

                                CERES FUND, L.P.
                        (A Tennessee Limited Partnership)

                           Summary of Net Asset Values

                                December 31, 1998

<TABLE>
<CAPTION>
                        NUMBER        NUMBER          NUMBER        NUMBER     NET ASSET  TOTAL LIMITED
   SUBSCRIBER          OF UNITS     OF UNITS        OF UNITS      OF UNITS        VALUE    PARTNER NET
 ADMISSION DATE       SUBSCRIBED    WITHDRAWN      DISTRIBUTED   OUTSTANDING    PER UNIT   ASSET VALUE
---------------      -----------   ------------     ----------   -----------   ---------   ----------
<S>                  <C>           <C>              <C>          <C>           <C>         <C>
January 1, 1996      43,256.2273   (27,527.1643)    1,793.0394   17,522.1024   $146.6195   $2,569,082
November 1, 1996        239.4689       (65.0721)       41.3760      215.7728    146.6195       31,636
December 1, 1996        155.2598       (73.6830)       27.5246      109.1014    146.6195       15,996
January 1, 1997         708.7734      (251.8320)            --      456.9414    146.6195       66,997
February 1, 1997      1,555.9517      (225.5000)            --    1,330.4517    146.6194      195,070
March 1, 1997         2,630.9876      (463.1330)            --    2,167.8546    146.5239      317,642
April 1, 1997         3,704.4494      (163.7290)            --    3,540.7204    146.3058      518,028
May 1, 1997           1,381.6388      (259.8730)            --    1,121.7658    146.0901      163,878
June 1, 1997            988.1934      (113.8470)            --      874.3464    146.6194      128,196
July 1, 1997            826.3808        (6.8940)            --      819.4868    143.2701      117,408
August 1, 1997          493.4459             --             --      493.4459    144.2740       71,191
September 1, 1997       209.0262             --             --      209.0262    143.9424       30,088
October 1, 1997         496.1560             --             --      496.1560    144.3731       71,631
November 1, 1997        229.6653             --             --      229.6653    144.4227       33,169
December 1, 1997        327.4226             --             --      327.4226    144.7055       47,380
January 1, 1998         103.8085             --             --      103.8085    144.8718       15,039
February 1, 1998        509.8596       (50.8030)            --      459.0566    144.5137       66,340
March 1, 1998         1,177.3329             --             --    1,177.3329    144.7433      170,411
April 1, 1998           717.5374             --             --      717.5374    146.2485      104,939
May 1, 1998             422.0476             --             --      422.0476    146.2485       61,724
June 1, 1998            669.0029             --             --      669.0029    146.2485       97,840
August 1, 1998          506.3963        (9.7090)            --      496.6873    145.9705       72,501
September 1, 1998        29.1615             --             --       29.1615    146.2467        4,265
October 1, 1998         217.9573             --             --      217.9573    146.2418       31,874
                    ------------   ------------   ------------  ------------   ---------   ----------
                     61,556.1511   (29,211.2394)    1,861.9400   34,206.8517   $146.2376   $5,002,325
                    ============   ============   ============  ============   =========   ==========
</TABLE>

See accompanying notes to financial statements.




                                      F-8
<PAGE>   19

                                CERES FUND, L.P.
                        (A Tennessee Limited Partnership)

                          Notes to Financial Statements

                           December 31, 2000 and 1999


(1)    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

       (A)    ORGANIZATION

              Ceres Fund, L.P. (the Partnership) is a Tennessee limited
              partnership organized on September 19, 1990 to engage in the
              speculative trading of commodities futures contracts and other
              commodity interests. Randell Commodity Corporation (Randell) and
              RanDelta Capital Partners, L.P. (RanDelta) are the general
              partners. Randell serves as the managing general partner and
              RanDelta serves as the financial general partner. Randell acts as
              commodity trading advisor with respect to the Partnership.

              The Partnership solicited subscriptions for a maximum of 100,000
              units of limited partnership interest at $105 per unit ($100 net
              of commission). During the initial offering period 13,471.6805
              units were sold and the Partnership commenced trading commodity
              futures contracts on December 1, 1991. The Partnership sells units
              as of the end of each month at the then average net asset value
              per unit plus a selling commission of 4% in accordance with the
              terms of the Limited Partnership Agreement. The Partnership can
              continue selling units until the maximum 100,000 units offered
              have been sold.

              Income and expenses of the Partnership (excluding the Management
              Allocation and Incentive Allocation) are allocated pro rata among
              the partners based on their respective capital accounts as of the
              beginning of the month in which the items of income and expense
              accrue, except that limited partners have no liability for
              partnership obligations in excess of his or her capital account,
              including earnings. The Management Allocation and Incentive
              Allocation are allocated to the Limited Partners only in
              accordance with the terms of the Limited Partnership Agreement.

              Units may not be redeemed during the first six months after they
              are purchased. Thereafter, limited partners may redeem their units
              at the redemption net asset value per unit as of the end of any
              calendar quarter upon ten days written notice to the managing
              general partner. The redemption value is based on the net asset
              value of all units redeemed as more fully described in the
              offering prospectus.

              Under the terms of the partnership agreement, the Partnership will
              terminate on the earlier of December 31, 2020, or the occurrence
              of certain events as more fully described in the Limited
              Partnership Agreement.

       (B)    EQUITY IN COMMODITY FUTURES TRADING ACCOUNT

              U.S. government obligations represent investments in U.S. Treasury
              Bills with a maturity of 90 days or less and are carried at fair
              value and any unrealized gains and losses are reflected in income.
              Cash represents deposits at brokers and funds temporarily held in
              interest bearing accounts.





                                      F-9
<PAGE>   20

                                CERES FUND, L.P.
                        (A Tennessee Limited Partnership)

                          Notes to Financial Statements

                           December 31, 2000 and 1999


       (C)    FUTURES CONTRACTS AND OPTIONS CONTRACTS

              Futures contracts are required to be made on a commodity exchange
              and call for the future delivery of various agricultural and
              nonagricultural commodities, currencies or financial instruments
              at a specified time and place. These contractual obligations,
              depending on whether one is a buyer or a seller, may be satisfied
              either by taking or making physical delivery of an approved grade
              of the particular commodity (or, in the case of some contracts, by
              cash settlement) or by making an offsetting sale or purchase of an
              equivalent commodity futures contract on the same (or a linked)
              exchange prior to the designated date of delivery. In market
              terminology, a trader who purchases a futures contract is "long"
              in the futures market, and a trader who sells a futures contract
              is "short" in the futures market. Outstanding futures contracts
              (those that have not been closed out by an offsetting purchase or
              sale or by delivery) are known as "open trades" or "open
              positions."

              Among the agricultural commodities for which there are futures
              contracts are corn, oats, wheat, soybeans, soybean oil, soybean
              meal, live cattle, live hogs, pork bellies, coffee, sugar, cocoa
              and cotton. Nonagricultural commodities for which there are
              futures contracts include copper, silver, gold, platinum, lumber,
              currency, Treasury bonds and bills, mortgage-backed securities,
              Eurodollar deposits, certain petroleum products and stock,
              inflation and interest rate related indices.

              An option on a futures contract gives the purchaser of the option
              the right (but not the obligation) to take a position at a
              specified price (the "striking", "strike" or "exercise" price) in
              the underlying futures contract. Options have limited life spans,
              usually tied to the delivery or settlement date of the underlying
              futures contract. Some options, however, expire significantly in
              advance of such date. The value of an option at any given point in
              time is a function of market volatility and the price level of the
              underlying futures contract.

              Open futures contracts are valued at the settlement price on the
              date of valuation as determined by the exchange on which the
              contract was traded. Changes in the market value of open futures
              contracts, entered into for speculative investing, are recorded as
              unrealized gains or losses in the accompanying statement of
              operations. Realized gains and losses (excluding commissions and
              other exchange related fees) are recognized when such contracts
              are closed.

       (D)    INCOME TAXES

              No provision for income taxes has been made in the accompanying
              financial statements since, as a partnership, income and losses
              for tax purposes are allocated to the partners for inclusion in
              their respective tax returns.



                                      F-10
<PAGE>   21

                                CERES FUND, L.P.
                        (A Tennessee Limited Partnership)

                          Notes to Financial Statements

                           December 31, 2000 and 1999


              During 1999 the Tennessee General Assembly passed the Tennessee
              Franchise/Excise Tax of 1999 (the Act). Beginning January 1, 2000
              the Partnership is subject to corporate tax in Tennessee pursuant
              to the provisions of the Act. No state income taxes have been
              recorded in the accompanying financial statements because the
              partnership had a net loss for the year ended December 31, 2000,
              but the Partnership began to incur franchise taxes in 2000. At
              December 31, 2000 state net operating loss carryforwards were
              approximately $166,000 and a valuation allowance was recorded for
              the tax benefit thereon.

       (E)    MANAGEMENT ESTIMATES

              The preparation of financial statements in conformity with
              generally accepted accounting principles requires management to
              make estimates and assumptions that affect the reported amounts of
              assets and liabilities and disclosure of contingent assets and
              liabilities at the date of the financial statements and the
              reported amounts of revenues and expenses during the reporting
              period. Actual results could differ from those estimates.

       (F)    RECLASSIFICATIONS

              Certain 1999 and 1998 amounts have been reclassified to conform to
              their 2000 presentation.

       (G)    AVERAGE NET EARNINGS (LOSS) PER UNIT

              The average net earnings (loss) per unit as reported on the
              statement of operations was calculated as net earnings (loss)
              allocated to the limited partners divided by average outstanding
              units during the year. Average outstanding units were 25,997.87,
              33,292.18 and 32,999.28 in 2000, 1999 and 1998, respectively.

       (H)    RECENT ACCOUNTING PRONOUNCEMENT

              Statement of Financial Accounting Standard (SFAS) No. 133, "
              Accounting for Derivative Instruments and Hedging Activity"
              establishes accounting and reporting standards for derivative
              instruments, including certain derivative instruments embedded in
              other contracts, and for hedging activities. As amended by SFAS
              No. 137, this statement is effective for fiscal years, and
              quarters of fiscal years beginning after June 15, 2000. The
              Partnership will adopt this statement January 1, 2001, and expects
              the adoption to have no material impact on the financial
              statements of the Partnership.



                                      F-11
<PAGE>   22

                                CERES FUND, L.P.
                        (A Tennessee Limited Partnership)

                          Notes to Financial Statements

                           December 31, 2000 and 1999


(2)    MANAGEMENT AGREEMENT

       The Partnership has entered into a Management Agreement in consideration
       of and as compensation for the services to be rendered by the General
       Partners and trading advisor. The Partnership pays a monthly Management
       Allocation equal to 1/3 of 1% (4% per annum) of the Adjusted Net Asset
       Value of units at month end, plus a quarterly Incentive Allocation of 15%
       of any net new appreciation in the adjusted net asset value of units for
       the quarter. Such fees were as follows:

<TABLE>
<CAPTION>
                                      2000         1999          1998
                                   ---------     ---------     ---------
<S>                                <C>           <C>           <C>
               Management fees     $ 152,088     $ 208,611     $ 259,437
               Incentive fees             --            --        14,116
</TABLE>

(3)    CUSTOMER AGREEMENT WITH REFCO, INC.

       The Partnership entered into a customer agreement with Refco, pursuant to
       which the Partnership deposits its assets in a commodity trading account
       with Refco who executes trades on behalf of the Partnership. The
       Partnership agrees to pay such brokerage and commission charges and fees
       as Refco may establish and charge from time to time. Refco charges the
       Partnership commissions on commodity trades at the rate of $32.50 per
       round-turn. Total commissions charged to the Partnership by Refco in
       2000, 1999 and 1998 were $244,141, $331,112 and $737,296, respectively.
       The Partnership earns interest on Treasury Bills held in its account, on
       interest-bearing accounts and on 80% of the average daily equity
       maintained as cash in the Partnership's trading account at a rate that
       approximated the average yield on 13-week United States Treasury Bills.
       Total interest earned by the Partnership in 2000, 1999 and 1998 was
       $236,259, $247,544 and $332,240, respectively.

(4)    RELATED PARTIES

       The sole shareholder of the parent of the managing General Partner is an
       active partner in the law firm which is the counsel to the Partnership,
       the General Partners and the Memphis branch of Refco, the Partnership's
       commodity broker.


                                      F-12
<PAGE>   23

                                CERES FUND, L.P.
                        (A Tennessee Limited Partnership)

                          Notes to Financial Statements

                           December 31, 2000 and 1999


(5)    OFF-BALANCE-SHEET RISK

       In the normal course of business, the Partnership enters into
       transactions in financial instruments with off-balance-sheet risk. These
       financial instruments include financial futures contracts and option
       contracts. Futures contracts provide for the delayed delivery of
       commodities, whereby the seller agrees to make delivery at a specified
       future date, at a specified price. Futures contracts and options on such
       contracts are held for trading and arbitrage purposes. The notional value
       of these contracts reflect the extent of involvement the Partnership has
       in particular types of contracts. Risk arises from movements in
       commodities' values. At December 31, 2000, the underlying notional value
       of open contract commitments were long $4,206,903 and short $(3,684,450).

       The Partnership trades in a variety of futures and options financial
       instruments, and all open positions are reported at fair value. Trading
       gains, including realized and unrealized gains and losses, from financial
       futures contracts and options transactions for the year ended December
       31, 2000 was $103,603. The average fair value of open commodity financial
       instruments, and the year-end fair value of open commodities are as
       follows:

<TABLE>
<CAPTION>
                                               AVERAGE FAIR           FAIR VALUE
                                               VALUE OF OPEN      OF OPEN POSITIONS AT
                                                 POSITIONS            DECEMBER 31,
                                                DURING 2000              2000
                                                -----------            ---------
<S>                                               <C>                  <C>
         Assets (Long Positions)                  $ 10,146             $  61,060
         Liabilities (Short Positions)              (5,997)             (101,735)
</TABLE>

       MARKET RISK

       Derivative instruments involve varying degrees of off-balance sheet
       market risks, and changes in the level or volatility of interest rates,
       foreign currency exchange rates or market values of the underlying
       financial instruments or commodities underlying such derivative
       instruments frequently result in changes in the Partnership's unrealized
       profit (loss) on such derivative instruments as reflected in the
       Statements of Financial Condition. The Partnership's exposure to market
       risk is influenced by a number of factors, including the relationships
       among the derivative instruments held by the Partnership as well as the
       volatility and liquidity in the markets in which the financial
       instruments are traded.



                                      F-13
<PAGE>   24

                                CERES FUND, L.P.
                        (A Tennessee Limited Partnership)

                          Notes to Financial Statements

                           December 31, 2000 and 1999


       CREDIT RISK

       The risks associated with exchange-traded contracts are typically
       perceived to be less than those associated with over-the-counter
       transactions (non-exchange-traded), because exchanges typically (but not
       universally) provide clearinghouse arrangements in which the collective
       credit (in some cases limited in amount, in some cases not) of the
       members of the exchange is pledged to support the financial integrity of
       the exchange.

       The fair value amounts in the tables on the previous page represent the
       extent of the Partnership's market exposure in the particular class of
       derivative instrument listed, but not the credit risk associated with
       counterparty nonperformance. The credit risk associated with these
       instruments from counterparty nonperformance is the net unrealized gain,
       if any, included on the Statement of Financial Condition.

(6)    FAIR VALUE OF FINANCIAL INSTRUMENTS

       SFAS No. 107, Disclosure About Fair Value of Financial Instruments,
       extends existing fair value disclosure practices for some instruments by
       requiring all entities to disclose the fair value of financial
       instruments, both assets and liabilities recognized and not recognized in
       the statement of financial condition, for which it is practicable to
       estimate fair value. If estimating fair value is not practicable, this
       Statement requires disclosures of descriptive information pertinent to
       estimating the value of a financial instrument. At December 31, 2000 and
       1999, substantially all of the Partnership's financial instruments, as
       defined in the Statement, are carried at fair value.



                                      F-14
<PAGE>   25

                                                                      SCHEDULE 1

                                CERES FUND, L.P.
                        (A Tennessee Limited Partnership)

                             Schedule of Investments

                                December 31, 2000

<TABLE>
<CAPTION>
                                                             PAR OR
                                                           NUMBER OF        FAIR
                             DESCRIPTION                   CONTRACTS        VALUE
                             -----------                  -----------    -----------
<S>                                                       <C>            <C>
         United States Treasury Bill due March 8, 2001    $   700,000    $   692,357
         United States Treasury Bill due March 15, 2001     2,900,000      2,865,633
                                                                         -----------
                                                                           3,557,990
                                                                         -----------
         Net cash balances from futures trading                              105,512
                                                                         -----------
         Open contracts in futures trading accounts:
             March 1 Kansas Wheat                             (50,000)       (17,025)
             July 1 Kansas Wheat                               50,000        (19,188)
             February 1 Live Cattle                               (25)        (9,250)
             April 1 Live Cattle                                  (13)        (5,460)
             June 1 Live Cattle                                    13         16,810
             March 1 Soybeans - CBT                            25,000          3,438
             March 1 U.S. Treasury - Bond Future                    5          2,500
             March 1 IOM S&P Index                                 (5)       (70,000)
             March 1 Corn - CBT                                    25         11,875
             May 1 Corn - CBT                                     100         26,250
             July 1 Corn - CBT                                     25         19,375
                                                                         -----------
                                                                             (40,675)
                                                                         -----------
             Total equity in futures trading accounts                         64,837
                                                                         -----------
             Total investments                                           $ 3,622,827
                                                                         ===========
</TABLE>

See accompanying independent accountant's report.





                                      F-15


<PAGE>   26

                                   AFFIRMATION

STATE OF TENNESSEE         )
                           )
CITY OF MEMPHIS            )



I, FRANK L. WATSON, JR. being duly sworn, deposes and says:

         1. I am President of Randell Commodity Corporation, the commodity pool
operator and the managing general partner of Ceres Fund, L.P., as named in the
attached Annual Report and am duly authorized to execute this Affirmation.

         2. To the best of my knowledge and belief, the information contained in
the attached Annual Report is accurate and complete.


/s/Frank L. Watson, Jr.
--------------------------------------
Frank L. Watson, Jr., Chairman
Randell Commodity Corporation





SWORN TO AND SUBSCRIBED before me this 28th day of March 2001.



/s/Marty Morgan
--------------------------------------
Marty Morgan
NOTARY PUBLIC



My Commission Expires:   December 29, 2004



















                                      F-16


<PAGE>   27

         SIGNATURES

         Pursuant to the requirements of Section 13 or 15 (d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized, in the City of
Memphis, and State of Tennessee on the 28th day of March 2001


CERES FUND, L.P.

By: RANDELL COMMODITY CORPORATION
    Managing General Partner



    /s/Frank L. Watson, Jr.
    -------------------------------
By: Frank L. Watson, Jr.
    Chairman

         Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following person on behalf of the
Managing General Partner of the Registrant in the capacities and on the date
indicated.


RANDELL COMMODITY CORPORATION
Managing General Partner of the Registrant



    /s/Frank L. Watson, Jr.
    --------------------------------
By: Frank L. Watson, Jr., Principal
    Executive Officer & Sole Director


March 28th, 2001


<PAGE>   28



SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO SECTION
15(D) OF THE ACT BY REGISTRANTS WHICH HAVE NOT REGISTERED SECURITIES PURSUANT TO
SECTION 12 OF THE ACT.

None.