FORM 10-K
                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

(Mark One)

[X]	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND
EXCHANGE ACT OF 1934

For the year ended  12-31-2007

OR

[ ]	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934

For the transition period from	to

Commission file number  333-53111

                   ATLAS FUTURES FUND, LIMITED PARTNERSHIP
            (Exact name of registrant as specified in its charter)

	Delaware					51-0380494
	State or other jurisdiction of			(I.R.S. Employer
	incorporation or organization			Identification No.)


                    505 Brookfield Drive, Dover, DE	19901
              (Address of principal executive offices)	(Zip Code)

Registrant's telephone number, including area code: (800) 331-1532

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Name of each exchange on which registered
None				None

Securities registered pursuant to Section 12(g) of the Act:

                          Limited Partnership Units
                               (Title of class)

Indicate by check mark if the registrant is a well-known seasoned issuer, as
defined in Rule 405 of the Securities Act. Yes [ ] No	[X]

Indicate by check mark if the registrant is not required to file reports
pursuant to Section 13 or Section 15(d) of the Act. Yes [ ] No [X]

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 if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K (Sec 229.405 of this chapter) is not contained herein, and
will not be contained, to the best of registrant's knowledge, in definitive
proxy or information statements incorporated by reference in Part III of this
Form 10-K or any amendment to this Form 10-K.  [ ]

Indicate by check mark whether the Registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company.
See definitions of "large accelerated filer," "accelerated filer" and "smaller
reporting company" in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer 	[ ]
Accelerated filer 		[ ]
Non-accelerated filer 		[X] (Do not check if a smaller reporting company)
Smaller reporting company 	[ ]

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

State the aggregate market value of the voting and non-voting common equity
held by non-affiliates computed by reference to the price at which the common
equity was last sold, or the average bid and asked price of such common
equity, as of the last business day of the registrant's most recently
completed second fiscal quarter.:

Not Applicable.  There is no market for the Units of partnership interests
and none is expected to develop.  The Registrant is a commodity pool.  The
Units are registered to permit the initial sale of Units at month end net
asset value.

<page>
Documents Incorporated by Reference

Audited Financial Statements for Registrant filed with the United States
Securities and Exchange Commission for the years ended December 31, 1998,
1999, 2000, 2001, 2002, 2003, 2004, 2005, and 2006 at Registration Nos. 333-
61217, 333-53111 and 333-59976.

Registration Statement on Form S-1 and all amendments thereto filed with the
United States Securities and Exchange Commission at Registration Nos. 333-
61217 and 333-59976 are incorporated by reference to Parts I, II, III, and IV.

                                    PART I

Item 1.  Business

On September 3, 1999, the registration statement filed by Atlas Futures Fund,
L. P., (the "Fund")  with the Securities and Exchange Commission (the "SEC"),
which incorporated the disclosure document filed with the Commodity Futures
Trading Commission (the "CFTC") was declared effective.  Offers and sales of
the Fund's limited partnership interests (the "Units") at the initial price of
$1,000 per Unit commenced on that date to residents of the states selected by
the General Partner.  On October 15, 1999, the Fund had sold in excess of the
$700,000 in face amount of Units, the amount required to break escrow and
deliver the sales proceeds to the Fund accounts to permit it to commence the
speculative trading of commodity futures.  Trading commenced on November 18,
1999.  On May 1, 2001, the Registrant registered $8,000,000 in additional
Units.  Units are currently offered and sold at the net asset value per Unit
("NAV") determined after addition of profits and deduction of losses,
expenses, and reserves, at the close on the last business day of each month.
See the financial statements for the total value of the Fund and the NAV as of
the date of the statements.

The Fund filed a post effective amendment to its Registration Statement on
July 6, 2007 that became effective August 14, 2007, to fully amend and restate
its prospectus to (i) provide disclosure of a change in the location of the
books and records of the Fund to the office of the corporate General Partner
and (ii) update the performance and financial information contained in the
prospectus.  The Fund filed a post effective amendment to its Registration
Statement on November 1, 2007 that became effective November 13, 2007, to
supplement its prospectus to (i) provide disclosure that one of the CTA that
traded the Fund's equity allocated to it by the General Partner, NuWave
Investment Corporation, would no longer trade for the Fund and (ii) update the
performance and financial information contained in the prospectus.

The trades for the Fund are selected and placed with the futures commission
merchant ("FCM"), i.e., clearing broker, for the account of the Fund by one or
more CTAs selected by the General Partner of the Fund.  Since the inception of
trading through February 1, 2005, the Fund account was traded by a single CTA,
Clarke Capital Management, Inc. 116 W. 2nd Street, Hinsdale, Illinois 60521
(630) 323-5913.  As of February 1, 2005, NuWave Investment Company, 1099 Mount
Kemble Avenue, Morristown, New Jersey 07960, Telephone: (973) 425-9192, Fax:
(973) 425-9190, E-mail: info@NuWavecorp.com was added as a CTA.  As of October
1, 2007, NuWave was removed as CTA.  The books and records of the trades
placed by the CTA in the Fund's trading account are kept and are available for
inspection by the Limited Partners at the office of the corporate General
Partner, 5914 N. 300 West, Fremont, IN 46737.  Clarke is not paid a management
fee of the equity assigned to it to manage, but is paid an incentive fee of
twenty-five percent (25%) of New Net Profit that it generates, as that term is
defined in the Limited Partnership Agreement which governs the operation of
the Fund, payable quarterly.  The Fund Limited Partnership Agreement is
included as Exhibit A to the prospectus delivered to the prospective investors
and filed as part of the Registration Statement.  The Limited Partnership
Agreement defines the terms of operation of the Fund and is incorporated
herein by reference.  None of the purchasers of Limited Partnership Units
("Limited Partners") has a voice in the management of the Fund or ownership in
the General Partner or the trading advisor.  Reports of the NAV are sent to
the Partners within twenty days following the end of each month.

Ashley Capital Management, Inc., the corporate General Partner and Commodity
Pool Operator, is paid monthly fixed brokerage commissions of eleven twelfths
of one percent (11/12%) of the total value of the funds available for trading
in the Fund's accounts at the FCM [eleven percent (11%) per year], from which
it pays seven percent (7%) of the eleven percent (11%) to Futures Investment
Company as introducing broker, which in turn pays all clearing costs,
including pit brokerage fees, which includes floor brokerage, NFA and exchange
fees for trades.  The FCM is selected by the General Partner and holds the
Fund's trading equity and places the trades as directed by the CTA pursuant to
a power of attorney and advisory agreement granted by the Fund.  The CTA
agreements are terminable at the will of the parties.

                                       2
<page>
The sale of Units is regulated by Securities Act of 1933 and the Commodity
Exchange Act.  Once the Units are issued, the operation of the Fund is subject
to regulation pursuant to the Securities and Exchange Act of 1934 and the
Commodity Exchange Act. The U.S. Securities and Exchange Commission and the
Securities Commissions and securities acts of the several States where its
Units are offered and sold have jurisdiction over the operation of the Fund.
The National Futures Association has jurisdiction over the operation of the
General Partner and the Commodity Trading Advisors.  This regulatory structure
is not intended, nor does it, protect investors from the risks inherent in the
trading of futures and options.

The Registrant will continue to offer Units for sale to the public via its
fully amended and restated prospectus dated August 14, 2007 as supplemented
November 13, 2007 (the "Prospectus"), as it may be amended in the future,
until the balance of un-issued registered securities, $1,570,181, as of
December 31, 2007, is sold or the offering terminates as permitted or required
by the terms of the Limited Partnership Agreement.

Subsequent Events:  The Fund provided notice to its Limited Partners by letter
dated March 19, 2008 that (i) as of April 1, 2008, the Fund will have the
right to diversify its cash equity for trading from being solely on deposit
with clearing brokers to deposits at the brokers as well as in the name of the
Fund outside of the clearing brokers in short term Treasury Bills and/or cash
management funds holding only U.S. Treasuries, (ii) as of April 1, 2008,
brokerage commissions that are currently charged as a percentage of assets on
deposit with the clearing broker will be charged upon the assets intended to
be used as equity for trading regardless of where they are deposited and what
short-term investment is utilized, (iii) all other terms of the Fund's
prospectus remain the same, and (iv) the above changes in investment
procedures will not increase the costs charged to the Fund.

Item 1A.  Risk Factors

The trading of futures, options on futures and other commodities related
investments is highly speculative and risky.  You should make an investment in
the Fund only after consulting with independent, qualified sources of
investment and tax advice and only if your financial condition will permit you
to bear the risk of a total loss of your investment. You should consider an
investment in the Units only as a long-term investment. Moreover, to evaluate
the risks of this investment properly, you must familiarize yourself with the
relevant terms and concepts relating to commodities trading and the regulation
of commodities trading, which are discussed in the Risk Factors section of the
Prospectus, which is incorporated herein by reference.

You should carefully consider all the information we have included or
incorporated by reference in this Form 10-K and our subsequent periodic
filings with the SEC. In particular, you should carefully consider the risk
factors described above and read the risks and uncertainties as set forth in
the "Management's Discussion and Analysis of Financial Condition and Results
of Operations" Section of this Form 10-K.  Any of the heretofore mentioned
risks and uncertainties could materially adversely affect the Fund, its
trading activities, operating results, financial condition and Net Asset Value
and therefore could negatively impact the value of your investment. You should
not invest in the Units unless you can afford to lose all of your investment.

Item 1B.  Unresolved Staff Comments

None.

Item 2.  Properties

The Fund maintains up to 3% of its assets on deposit in a commercial bank and
the balance is on deposit and available as margin to secure trading through in
futures and other commodities related products in a Fund account at MF Global
Inc., the FCM.  See Subsequent Events of Item 1 of this Report.  MF Global
Inc. is registered with the National Futures Association pursuant to the
Commodity Exchange Act as a FCM.  The trading of futures, options on futures
and other commodities is highly speculative and the Fund has an unlimited risk
of loss, including the pledge of all of its assets to the FCM to secure the
losses on the trades made on its behalf by the commodity trading advisor or
advisors selected, from time to time, by the General Partner.

                                       3
<page>
Item 3.  Legal Proceedings

There have been no legal proceedings against the Fund, its General Partner,
the CTA, the IB or any of their Affiliates, directors or officers.  The FCM,
MF Global Inc. ("MFG"), (MFG was formerly known as Man Financial Inc. ("MFI")
until the change of name to MFG was effected on July 19, 2007), has had the
following described reportable events, none of which, in the opinion of the
FCM, is material to the performance of the FCM on behalf of the Fund's
account:

MF Global Inc. ("MFG") is registered under the Commodity Exchange Act, as
amended, as a futures commission merchant and a commodity pool operator, and
is a member of the National Futures Association in such capacities. In
addition, MFG is registered with the Financial Industry Regulatory Authority
as a broker-dealer.  MFG was formerly known as Man Financial Inc. ("MFI")
until the change of name to MFG was effected on July 19, 2007.  MFG is a
member of all major U.S. futures exchanges and most major U.S. securities
exchanges.  MFG's main office is located at 717 Fifth Avenue, 9th Floor, New
York, New York 10022-8101.  MFG's telephone number at such location is (212)
589-6200.

At any given time, MFG is involved in numerous legal actions and
administrative proceedings, which in the aggregate, are not, as of March 20,
2008, expected to have a material effect upon its condition, financial or
otherwise, or to the services it will render to the Partnership.  There have
been no administrative, civil or criminal proceedings pending, on appeal or
concluded against MFG or its principals within the five years preceding the
date of this Memorandum that MFI would deem material for purposes of Part 4 of
the Regulations of the Commodity Futures Trading Commission, except as
follows:

In May, 2006, MFI was sued by the Receiver for Philadelphia Alternate Asset
Fund ("PAAF") and associated entities for common law negligence, common law
fraud, violations of the Commodity Exchange Act and RICO violations (the
"Litigation").  In December, 2007, without admitting any liability of any
party to the Litigation to any other party to the Litigation, the Litigation
was settled with MFI agreeing to pay $69 million, plus $6 million of legal
expenses, to the Receiver, in exchange for releases from all applicable
parties and the dismissal of the Litigation with prejudice.  In a related
action, MFI settled a CFTC administrative proceeding (In the Matter of MF
Global, f/k/a Man Financial Inc., and Thomas Gilmartin) brought by the CFTC
against MFI and one of its employees for failure to supervise and
recordkeeping violations.  Without admitting or denying the allegations, MFI
agreed to pay a civil monetary penalty of $2 million and accepted a cease and
desist order.  MFI has informed the General Partner, the Trading Advisor and
the Placement Agent that the settlements referenced above will not materially
affect MFG or its ability to perform as a clearing broker.

On February 20, 2007, MFI also settled a CFTC administrative proceeding (In
the Matter of Steven M. Camp and Man Financial Inc., CFTC Docket No. 07-04) in
which MFI was alleged to have failed to supervise one of its former associated
persons (AP) who was charged with fraudulently soliciting customers to open
accounts at MFI.  The CFTC alleged that the former AP misrepresented the
profitability of a web-based trading system and of a purported trading system
to be traded by a commodity trading advisor.  Without admitting or denying the
allegation, MFI agreed to pay restitution to customers amounting to
$196,900.44 and a civil monetary penalty of $120,000.  MFI also agreed to a
cease and desist order and to strengthen its supervisory system for overseeing
sales solicitations by employees in connection with accounts to be traded
under letters of direction in favor of third party system providers.

The Fund is not aware of any threatened or potential claims or legal
proceedings to which the Fund is a party or to which any of its assets are
subject.

Subsequent Events

On March 6, 2008, and thereafter, four virtually identical proposed class
action securities suits were filed against MF Global Ltd., certain of its
officers and directors, and Man Group plc. The complaints allege that the
registration statement and prospectus issued in connection with MF Global
Ltd.'s initial public offering in July 2007, were materially false and
misleading to the extent that representations were made regarding the
company's risk management policies, procedures and systems. The allegations
are based upon the company's disclosure of $141.5 million in trading losses
incurred in a single day by an associated person in his personal trading
account, which losses the company was responsible to pay as an exchange
clearing member.

                                       4
<page>
Item 4.  Submission of Matters to a Vote of Security Holders

Michael P. Pacult, individually and as the principal of the corporate General
Partner, makes all day to day decisions regarding the operation of the Fund.
The Limited Partners have not exercised any right to vote their Units and
there have been no matters which would cause the Fund to conduct a vote of the
Partners.  The rights of the Limited Partners, including their voting rights,
are defined in the Limited Partnership Agreement.  Briefly stated, their
voting rights are limited to the selection of the General Partner, amendments
to the Limited Partnership Agreement, and other similar decisions.

                                    PART II

Item 5.  Market for Registrant's Limited Partnership Units, Related
Stockholder Matters and Issuer Purchases of Equity Securities

The Fund desires to be taxed as a partnership and not as a corporation.  In
furtherance of this objective, the Limited Partnership Agreement, subject to
certain exceptions upon the death of a Limited Partner, requires all Limited
Partners to obtain the approval of the General Partner prior to the transfer
of any Units of partnership interest.  Accordingly, there is no trading market
for the Fund Units and none is likely to develop.  The Limited Partners must
rely upon the right of Redemption provided in the Limited Partnership
Agreement to liquidate their interest.

The Fund has fewer than 300 holders of its securities.  Limited Partners are
required to represent to the issuer that they are able to understand and
accept the risks of investment in a commodity pool for which no market of
interests will develop and that the right of redemption will be the sole
expected method of withdrawal of equity from the Fund.  The General Partner
has sole discretion in determining what distributions, if any, the Fund will
make to the Partners. The Fund has not made any distributions as of the date
hereof. The Fund has no securities authorized for issuance under equity
compensation plans.  See the Limited Partnership Agreement attached as Exhibit
A to the Registration Statement, incorporated herein by reference, for a
complete explanation of the limitations upon transfer and right of redemption
provided to Partners.

Item 6.  Selected Financial Data

The Fund is not required to pay dividends or otherwise make distributions and
none are expected.  The Limited Partners must rely upon their right of
redemption to obtain their return of equity after consideration of profits, if
any, and losses from the Fund.  See the Registration Statement, incorporated
herein by reference, for a complete explanation of the allocation of profits
and losses to a Limited Partner's capital account.

Following is a summary of certain financial information for the Registrant for
the period from January 1, 2003 to December 31, 2007.

                                       5
<page>

<table>

						<c>		<c>		<c>		<c>		<c>
										Year to Date
						2007		2006		2005		2004		2003
  Performance per unit (3)
    Net unit value, beginning of the year	$3,489.87	$3,357.08	$2,731.41	$1,750.45	$1,311.50

    Net realized and unrealized gains and
     losses on  commodity transactions		1,365.97	505.12		1,206.19	1,573.93	735.70
    Investment and other income			151.43		139.17		80.59		27.57		18.43
    Expenses (1)				(832.15)	(511.50)	(661.11)	(620.54)	(315.18)

      Net increase for the year			685.25		132.79		625.67		980.96		438.95

        Net unit value at the end of the year	$4,175.12	$3,489.87	$3,357.08	$2,731.41	$1,750.45

  Net assets at the end of the year ($000)	$18,637		$17,015		$16,842		$11,791		$7,690
  Total return					19.64 %		3.94 %		22.91 %		56.04 %		33.47 %

  Number of units outstanding at the end of
   the year					4463.75		4875.48		5016.79		4316.80		4393.05

  Ratio to average net assets
    Investment and other income			4.14 %		4.22 %		2.57 %		1.23 %		1.10 %
    Expenses (2)				(22.47)%	(4.36)%		(10.19)%	(17.91)%	(10.33)%
</table>

  For the year ended December 31, 2007, total return are calculated based on
the change in value of a unit during the period.  An individual partner's
total return and ratios may vary from the above total returns and ratios based
on the timing of additions and redemptions.

(1) Includes brokerage commissions

(2) Excludes brokerage commissions for 2005 and prior years

(3) For the year ended 12/31/06 and prior years,
investment and other income and expenses are calculated using the average
number of units outstanding during the year.  Net realized and unrealized
gains and losses on commodity transactions is a balancing amount necessary to
reconcile the change in net unit value.  For the year ended December 31, 2007,
investments in other income and expenses and net realized and unrealized gains
and losses on commodity transactions are calculated based on a single unit
outstanding during the period.


                                       6
<page>
The following summarized quarterly financial information presents the results
of operations for the quarterly periods during the years ended December 31,
2007 and 2006:

<table>

				<c>		<c>		<c>		<c>		<c>		<c>		<c>		<c>
							2006								2007
				1st Qtr		2nd Qtr		3rd Qtr		4th Qtr		1st Qtr		2nd Qtr		3rd Qtr		4th Qtr

Total Investment Gain		(1,450,034)	1,831,370	1,098,112	4,755,855	587,809		1,372,470	1,607,389	2,667,635
Net Income (Loss)		(1,809,446)	1,435,360	551,275		431,210		4,559		755,629		719,086		1,608,616
Net Income (Loss) per
 limited partnership unit	(356.49)	290.08		111.40		87.80		0.30		159.01		166.66		359.28
Net Income (Loss) per general
 partnership unit (if any)	-		-		-		-		-		-		-		-
Net asset value per partnership
 unit at the end of period.	3,000.59	3,290.67	$3,402.07	3,489.87	3,490.17	3,649.18	3,815.84	4,175.12
</table>

Item 7.  Management's Discussion and Analysis of Financial Condition and
Results of Operations.

Critical Accounting Policies and Estimates

The Fund records all investments at market value in its financial statements,
with changes in market value reported as a component of realized and change in
unrealized trading gain (loss) in the Statements of Operations. In certain
circumstances, estimates are involved in determining market value in the
absence of an active market closing price (e.g. swap and forward contracts
which are traded in the inter-bank market).

Capital Resources

The Fund will raise additional capital only through the sale of Units offered
pursuant to the continuing offering, and does not intend to raise any capital
through resale of Units once issued or borrowing. Due to the nature of the
Fund's business, it will make no capital expenditures and will have no capital
assets which are not operating capital or assets.

Liquidity

Most United States commodity exchanges limit fluctuations in commodity futures
contracts prices during a single day by regulations referred to as "daily
price fluctuation limits" or "daily limits". During a single trading day, no
trades may be executed at prices beyond the daily limit. Once the price of a
futures contract has reached the daily limit for that day, positions in that
contract can neither be taken nor liquidated. Commodity futures prices have
occasionally moved to the daily limit for several consecutive days with little
or no trading. Similar occurrences could prevent the Fund from promptly
liquidating unfavorable positions and subject the Fund to substantial losses
which could exceed the margin initially committed to such trades. In addition,
even if commodity futures prices have not moved the daily limit, the Fund may
not be able to execute futures trades at favorable prices, if little trading
in such contracts is taking place. Other than these limitations on liquidity,
which are inherent in the Fund's commodity futures trading operations, the
Fund's assets are expected to be highly liquid.

The entire offering proceeds will be credited to the Fund's bank and brokerage
accounts to engage in trading activities and as reserves for that trading. The
Fund meets its margin requirements by depositing U.S. government securities or
cash or both with the futures broker and the over-the-counter counterparties.
In this way, substantially all (i.e., 97% or more) of the Fund's assets,
whether used as margin for trading purposes or as reserves for such trading,
can be invested in U.S. government securities and time deposits with U.S.
banks. Investors should note that maintenance of the Fund's assets in U.S.
government securities and banks does not reduce the risk of loss from trading
futures, forward and swap contracts. The Fund receives all interest earned on
its assets. No other person shall receive any interest or other economic
benefits from the deposit of Fund assets.

                                       7
<page>
Approximately 10% to 40% of the Fund's assets normally are committed as
required margin for futures contracts and held by the futures broker, although
the amount committed may vary significantly. Such assets are maintained in the
form of cash or U.S. Treasury bills in segregated accounts with the futures
broker pursuant to the Commodity Exchange Act and regulations thereunder. When
combined with the previously described assets committed to margin, a total of
up to approximately 40% of the Fund's assets may be deposited with over-the-
counter counterparties in order to initiate and maintain forward and swap
contracts. Such assets are not held in segregation or otherwise regulated
under the Commodity Exchange Act, unless such over-the-counter counterparty is
registered as a futures commission merchant. These assets are held either in
U.S. government securities or short-term time deposits with U.S.-regulated
bank affiliates of the over-the-counter counterparties. The remaining 60% to
90% of the Fund's assets are normally invested in cash equivalents, such as
U.S. Treasury bills, and held by the futures broker or the over-the-counter
counterparties.

The Fund's assets are not and will not be, directly or indirectly, commingled
with the property of any other person in violation of law or invested with or
loaned to the Fund, the General Partner or any affiliated entities.

Results of Operations

The initial start-up costs attendant to the sale of Units by use of a
Prospectus which has been filed with the Securities and Exchange Commission
are substantial.  The results of the partial year 1999 and the years 2000,
2001, 2002, 2003, 2004, 2005, 2006 and 2007 reflect the absorption of these
costs by the Fund.  The Fund's results after payment and accrual of expenses
for the year 2007 was a profit of $3,087,890 ($685.25 per Unit).  The Fund's
results after payment and accrual of expenses for the year 2006 was a profit
of $608,399 ($132.79 per Unit).  The Fund is subject to ongoing offering and
operating expenses;  however, profits or losses are primarily generated by the
commodity trading advisor by methods that are proprietary to it.  These
results are not to be construed as an expectation of similar profits in the
future.

The Limited Partnership Agreement grants solely to the General Partner the
right to select the trading advisor or advisors and to otherwise manage the
operation of the Fund.  The CTAs selected are totally responsible for the
selection of trades.  As evidenced by the increase in per unit value disclosed
above, the CTAs have been successful.  See the Registration Statement,
incorporated by reference herein, for an explanation of the operation of the
Fund.

Off-Balance Sheet Risk

The term "off-balance sheet risk" refers to an unrecorded potential liability
that, even though it does not appear on the balance sheet, may result in
future obligation or loss. The Fund trades in futures, forward and swap
contracts and is therefore a party to financial instruments with elements of
off-balance sheet market and credit risk. In entering into these contracts
there exists a risk to the Fund, market risk, that such contracts may be
significantly influenced by market conditions, such as interest rate
volatility, resulting in such contracts being less valuable. If the markets
should move against all of the futures interests positions of the Fund at the
same time, and if the Fund's trading advisor was unable to offset futures
interests positions of the Fund, the Fund could lose all of its assets and the
Limited Partners would realize a 100% loss. The Fund, the General Partner and
the CTAs minimize market risk through real-time monitoring of open positions,
diversification of the portfolio and maintenance of a margin-to-equity ratio
that rarely exceeds 40%.

In addition to market risk, in entering into futures, forward and swap
contracts there is a credit risk that a counterparty will not be able to meet
its obligations to the Fund. The counterparty for futures contracts traded in
the United States and on most foreign exchanges is the clearinghouse
associated with such exchange. In general, clearinghouses are backed by the
corporate members of the clearinghouse who are required to share any financial
burden resulting from the non-performance by one of their members and, as
such, should significantly reduce this credit risk. In cases where the
clearinghouse is not backed by the clearing members, like some foreign
exchanges, it is normally backed by a consortium of banks or other financial
institutions.

                                       8
<page>
In the case of forward and swap contracts, which are traded on the interbank
market rather than on exchanges, the counterparty is generally a single bank
or other financial institution, rather than a group of financial institutions;
thus there may be a greater counterparty credit risk. The CTAs trade for the
Fund only with those counterparties which they believe to be creditworthy. All
positions of the Fund 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 Fund.

Item 7A.  Quantitative and Qualitative Disclosures About Market Risk
The securities of the Fund are not traded and no market for the Fund
securities is expected to develop.  The Fund is engaged in the speculative
trading of futures and options on futures.  The risks are fully explained in
the Fund prospectus delivered to each prospective partner prior to their
investment.
Item 8.  Financial Statements and Supplementary Data.
The Fund financial statements as of December 31, 2007 were audited by Jordan,
Patke & Associates, Ltd., 300 Village Green Drive Ste 210, Lincolnshire, IL
60069, and are provided in this Report beginning on page F-1.  The
supplementary financial information specified by Item 302 of Regulation S-K is
included in Item 6. Selected Financial Data in this Report.

Item 9.  Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure.

None.

Item 9A(T).  Controls and Procedures.

Disclosure Controls and Procedures

The Registrant has adopted procedures in connection with the operation of its
business including, but not limited to, the review of account statements sent
to the General Partner before the open of business each day that disclose the
positions held overnight in the Fund accounts, the margin to hold those
positions, and the amount of profit or loss on each position, and the net
balance of equity available in each account.  The Fund brokerage account
statements and financial books and records accounts are prepared by an
independent CPA Firm and then are reviewed each quarter and audited each year
by a different independent CPA firm.

The General Partner of the Fund, under the actions of its sole principal,
Michael Pacult, has evaluated the effectiveness of the design and operation of
its disclosure controls and procedures (as defined in the Securities Exchange
Act of 1934 Rules 13a-15(e) or 15d-15(e)) with respect to the Fund as of the
end of the period covered by this Report. Based on their evaluation, Mr.
Pacult has concluded that these disclosure controls and procedures are
effective.

Changes in Internal Control over Financial Reporting

Section 404 of the Sarbanes-Oxley Act of 2002 requires the General Partner to
evaluate annually the effectiveness of its internal controls over financial
reporting as of the end of each fiscal year, and to include a management
report assessing the effectiveness of its internal control over financial
reporting in all annual reports. There were no changes in the General
Partner's internal control over financial reporting during the quarter ended
December 31, 2007 that have materially affected, or are reasonably likely to
materially affect, internal control over financial reporting applicable to the
Fund.

Management's Annual Report on Internal Control over Financial Reporting

The General Partner is responsible for establishing and maintaining adequate
internal control over the Fund's financial reporting. Internal control over
financial reporting is defined in Rules 13a-15(f) and 15d-15(f) under the
Securities Exchange Act as a process designed by, or under the supervision of,
a company's principal executive and principal financial officers and effected
by a company's board of directors, management and other personnel to provide
reasonable assurance regarding the reliability of financial reporting and the
preparation of financial statements for external purposes in accordance with
generally accepted accounting principles. The General Partner's internal
control over financial reporting includes those policies and procedures that:

                                       9
<page>

*	pertain to the maintenance of records that, in reasonable detail,
accurately and fairly reflect the transactions and dispositions of the Fund's
assets;

*	provide reasonable assurance that transactions are recorded as necessary
to permit preparation of the Fund's financial statements in accordance with
generally accepted accounting principles, and that the Fund's receipts and
expenditures are being made only in accordance with authorizations of the
General Partner's management and directors; and

*	provide reasonable assurance regarding prevention or timely detection of
unauthorized acquisition, use or disposition of the Fund's assets that could
have a material effect on the Fund's financial statements.

Because of its inherent limitations, internal control over financial reporting
may not prevent or detect misstatements. Projections of any evaluation of
effectiveness to future periods are subject to the risk that controls may
become inadequate because of changes in conditions, or that the degree of
compliance with the policies or procedures may deteriorate.

The Fund securities are not publicly traded so that there can be no insider
trading or leaks of confidential information to the public.  All Fund money is
on deposit either with a bank or a futures commission merchant.  See
Subsequent Events in Item 1 of this Report.  There is an audit trail produced
by both.  A certified public accountant prepares the monthly financial
statements.  The Fund units are sold during the month at a net asset value to
be determined as of the close of business on the last day of trading each
month.  No information related to the value of the units during the month is
available to the Fund  sales force or the prospects.  All quarterly financial
statements are reviewed by an independent certified public accountant who
audits the Fund financial statements at the end of each calendar year.  The
Fund maintains its subscription agreements and other records for six years.

The management of the General Partner assessed the effectiveness of its
internal control over financial reporting with respect to the Fund as of
December 31, 2007. In making this assessment, management used the criteria set
forth by the Committee of Sponsoring Organizations of the Treadway Commission
(COSO) in Internal Control - Integrated Framework. Based on its assessment,
management has concluded that, as of December 31, 2007, the General Partner's
internal control over financial reporting with respect to the Fund is
effective based on those criteria.

This Report does not include an attestation report of the Fund's registered
public accounting regarding control over financial reporting. The General
Partner's report was not subject to attestation by the Fund's registered
public accounting firm pursuant to temporary rules of the Securities and
Exchange Commission that permit the company to provide only management's
report in this annual report.

Item 9B.  Other Information.

None.

                                   Part III

Item 10.  Directors and Executive Officers and Corporate Governance

The Fund is a Delaware Limited Partnership which acts through its corporate
and individual general partner.  Accordingly, the Registrant has no Directors
or Executive Officers.

The General Partners of the Registrant are Ashley Capital Management,
Incorporated, a Delaware corporation, and Mr. Michael P. Pacult.  The General
Partners are both registered with the National Futures Association as
commodity pool operators pursuant to the Commodity Exchange Act, and Mr.
Pacult, age 63, is the sole shareholder, director, registered principal and
executive officer of the corporate General Partner.  The background and
qualifications of Mr. Pacult are disclosed in the Registration Statement,
incorporated herein by reference.

                                       10
<page>
There has never been a material administrative, civil or criminal action
brought against the Fund, the General Partner or any of its directors,
executive officers, promoters or control persons.

No Forms 3, 4, or 5 have been furnished to the Registrant since inception. To
the best of the Fund's knowledge, no such forms have been or are required to
be filed.

Audit Committee Financial Expert

Mr. Pacult, in his capacity as the sole principal for the General Partner of
the Fund, has determined that he qualifies as an "audit committee financial
expert" in accordance with the applicable rules and regulations of the
Securities and Exchange Commission.  He is not independent of management.

Code of Ethics

The  Fund General Partner is registered with the National Futures Association
as a Commodity Pool Operator and its President, Michael P. Pacult is
registered as its principal.  Both the Fund and the General Partner are
subject to Federal Commodity Exchange Act and audit for compliance and the
rules of good practice of the Commodity Futures Trading Commission and the
industry self regulatory organization, the National Futures Association.
Having said that, neither the Commodity Futures Trading Commission nor the
National Futures Association are responsible for the quality of the Fund
disclosures or its operation, those functions are exclusively the
responsibility of the Fund and its General Partner.

Item 11.  Executive Compensation.

Although there are no executives of the Fund, the corporate General Partner is
paid compensation that the Fund has elected to disclose on this Form 10-K.
The Fund pays its corporate General Partner fixed brokerage commissions of
eleven percent (11%) per year, payable monthly, from which it pays its
affiliated introducing broker, Futures Investment Company, seven percent (7%)
of the eleven percent (11%) to cover the cost of the trades entered by the
CTA.  The corporate General Partner retains the difference between the seven
percent (7%) it pays to the introducing broker and the eleven percent (11%) it
is paid.

All compensation is disclosed in the Registration Statement, which is
incorporated herein by reference.

Item 12.  Security Ownership of Certain Beneficial Owners and Management and
Related Stockholder Matters.

(a)  The following Partners owned more than five percent (5%) of the total
equity of the Fund as of December 31, 2007:

	Name			Percent Ownership
	None			N/A

(b)  As of December 31, 2007, neither the individual nor corporate General
Partner owned any Units of Limited Partnership Interests.

(c)  The Limited Partnership Agreement governs the terms upon which control of
the Fund may change.  No change in ownership of the Units will, alone,
determine the location of control.  The Limited Partners must have 120 days
advance notice and the opportunity to redeem prior to any change in the
control from the General Partner to another general partner.  Control of the
management of the Fund may never vest in one or more Limited Partners.

Item 13.  Certain Relationships and Related Transactions, and Director
Independence.

See Item 11, Executive Compensation and Item 12, Security Ownership of Certain
Beneficial Owners and Management and Related Stockholder Matters. The General
Partner has sole discretion over the selection of trading advisors.  Ashley
Capital Management, Inc., the corporate General Partner, is paid a fixed
commission for trades and, therefore, both General Partners have a potential
conflict in the selection of a trading advisor who makes few trades rather
than produces profits for the Fund.  This conflict and others are fully
disclosed in the Registration Statement, which is incorporated herein by
reference.

                                       11
<page>
Item 14.  Principal Accountant Fees and Services.
Only fees to the Principal Accountant, or Auditor, and not fees for other
accounting, are required to be disclosed in this section.

1)	Audit Fees

The fees and costs paid to Frank L. Sassetti & Co. for the audit of the Fund's
annual financial statements, for review of financial statements included in
the Fund's Forms 10-Q and other services normally provided in connection with
regulatory filing or engagements (i.e., consents related to SEC registration
statements) for the years ended December 31, 2007 and 2006 were $1,775 and
$35,805, respectively.  Similar fees paid to Jordan, Patke and Associates,
Ltd. for the same time periods were $30,290, and $13,447, respectively.

(2)	Audit Related Fees

None

(3)	Tax Fees

The aggregate fees paid to Frank L. Sassetti & Co. for tax compliance services
including tax compliance, tax advice, and tax planning for the years ended
December 31, 2007 and 2006 were $0 and $0, respectively.  Similar fees paid to
Jordan, Patke and Associates, Ltd. for the same time periods were $5,750, and
$0, respectively.

(4)	All Other Fees

None

(5)	The Board of Directors of Ashley Capital Management, Inc., General
Partner of the Fund, approved all of the services described above. The Board
of Directors has determined that the payments made to its independent
certified public accountants for these services are compatible with
maintaining such auditors' independence. The Board of Directors explicitly
pre-approves all audit and non-audit services and all engagement fees and
terms.

(6)	Close to 100% of the hours expended on the principal accountant's
engagement to audit the registrant's financial statements for the most recent
fiscal year were attributed to work performed by persons other than the
principal accountant's full-time permanent employees.  However, all work
performed was supervised by a full-time permanent employee.

                                    Part IV

Item 15.  Exhibits, Financial Statement Schedules

(a)	The following documents are filed as part of this report:

	1. All Financial Statements

	The Financial Statements begin on page F-1 of this report.

 	2. Financial Statement Schedules required to be filed by Item 8 of this
form, and by paragraph (b) below.

	Not applicable, not required, or included in the Financial Statements.

 	3. List of those Exhibits required by Item 601 of Regulation S-K (Sec
229.601 of this chapter) and by paragraph (b) below.

                                       12
<page>
Incorporated by reference from the Fund's Registration Statement on Form S-1,
and all amendments at file Nos. 333-61217 and 333-59976 previously filed with
the Securities and Exchange Commission.

 	31.1 Certification of CEO and CFO pursuant to Section 302
 	32.2 Certification of CEO and CFO pursuant to Section 906

(b)	Exhibits required by Item 601 of Regulation S-K (Sec 229.601 of this
chapter).

See response to 15(a)(3), above.

(c)	Financial statements required by Regulation S-X (17 CFR 210) which are
excluded from the annual report to shareholders by Rule 14a-3(b) including (1)
separate financial statements of subsidiaries not consolidated and fifty
percent or less owned persons; (2) separate financial statements of affiliates
whose securities are pledged as collateral; and (3) schedules.

None.

                                  SIGNATURES

Pursuant to the requirements of Section 13 or 15 (d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this Form 10-K for the
period ended December 31, 2007, to be signed on its behalf by the undersigned,
thereunto duly authorized.

Registrant:	Atlas Futures Fund, Limited Partnership
By Ashley Capital Management, Inc.
Its General Partner


By: /s/ Michael Pacult	 			Date: March 31, 2008
Mr. Michael P. Pacult
Sole Director, Sole Shareholder
President and Treasurer

                                       13
<page>

                    ATLAS FUTURES FUND, LIMITED PARTNERSHIP
                       (A Delaware Limited Partnership)

                            FOR THE YEAR ENDED 2007
                        (With Auditors' Report Thereon)
























                               GENERAL PARTNER:
                        Ashley Capital Management, Inc.
                           % Corporate Systems, Inc.
                             505 Brookfield Drive
                      Dover, Kent County, Delaware 19901

<page>
                    Atlas Futures Fund, Limited Partnership
                       (A Delaware Limited Partnership)

                       Index to the Financial Statements





									Page

Reports of Independent Registered Public Accounting Firms	     F-2 - F-3

Statements of Assets and Liabilities					F-4

Schedule of Investments - Cash and Securities - December 31, 2007	F-5

Schedule of Investments - Cash and Securities - December 31, 2006	F-6

Schedules of Investments - Futures Contracts - December 31, 2006     F-7 - F-8

Statements of Operations						F-9

Statements of Changes in Net Assets					F-10

Statements of Cash Flows						F-11

Notes to Financial Statements					    F-12 - F-18

Affirmation of Commodity Pool Operator					F-19


















                                      F-1
<page>
                       Jordan, Patke & Associates, Ltd.

                         Certified Public Accountants

           Reports of Independent Registered Public Accounting Firms



To the Partners of
Atlas Futures Fund, Limited Partnership
Dover, Delaware




We have audited the accompanying statements of assets and liabilities of Atlas
Futures Fund, Limited Partnership, including the schedules of investments, as
of December 31, 2007 and 2006, and the related statements of operations,
changes in net assets and cash flows for each of the two years in the period
then ended.  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 audit. The statement of operations,
changes in net assets and cash flows of  Atlas Futures Fund, Limited
Partnership for year ended December 31, 2005 were audited by other auditors
whose report dated February 24, 2006, expressed an unqualified opinion on
those statements

We conducted our audit in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we
plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement.  Atlas Futures Fund,
Limited Partnership is not required to have, nor were we engaged to perform,
an audit of its internal control over financial reporting. Our audit included
consideration of internal control over financial reporting as a basis for
designing audit procedures that are appropriate in the circumstances, but not
for the purpose of expressing an opinion on the effectiveness of Atlas Futures
Fund, Limited Partnership internal control over financial reporting.
Accordingly, we express no such opinion. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements, assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation.  We believe that our audit provides 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 Atlas Futures Fund, Limited
Partnership as of December 31, 2007 and 2006, and the results of its
operations, its changes in net assets and its cash flows for the years then
ended in conformity with accounting principles generally accepted in the
United States of America.



/s/ Jordan, Patke & Associates, Ltd.
Jordan, Patke & Associates, Ltd.
Lincolnshire, Illinois
March 29, 2008




       300 Village Green Drive, Suite 210 * Lincolnshire, Illinois 60069
                 Phone: (847) 913-5400 * Fax:  (847) 913-5435

                                      F-2
<page>
                            Frank L. Sassetti & Co.

                         Certified Public Accountants


To The Partners
Atlas Futures Fund, Limited Partnership
Dover, Kent County, Delaware


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

                              We have audited the accompanying statements of
operations, changes in net assets and cash flows of ATLAS FUTURES FUND,
LIMITED PARTNERSHIP for the year ended December 31, 2005.  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 audit.

                              We conducted our audit in accordance with the
standards of the Public Company Accounting Oversight Board (United States).
Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of
material misstatement.  The Fund is not required to have, nor were we engaged
to perform, an audit of its internal control over financial reporting. Our
audit included consideration of internal control over financial reporting as a
basis for designing audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Fund's internal control over financial reporting.
Accordingly, we express no such opinion. An audit also 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 audit provides
a reasonable basis for our opinion.

                              In our opinion, the financial statements
referred to above present fairly, in all material respects, the results of
operations, changes in net assets and cash flows of ATLAS FUTURES FUND,
LIMITED PARTNERSHIP for the year ended December 31, 2005, in conformity with
accounting principles generally accepted in the United States.


/s/ Frank L. Sassetti & Co.


February 24, 2006
Oak Park, Illinois





               6611 W. North Avenue * Oak Park, Illinois 60302
                  * Phone (708) 386-1433 * Fax (708) 386-0139

                                      F-3
<page>


                    Atlas Futures Fund, Limited Partnership

                       (A Delaware Limited Partnership)


                     Statements of Assets and Liabilities

<table>

									<c>		<c>
	  									December 31,
									2007		2006
Assets

  Investments
    Equity in broker trading accounts

    Cash and cash equivalents at broker					$19,285,953	$15,435,188
    Net unrealized gain on open futures contracts			-		1,933,681

      Total equity in broker trading accounts				19,285,953	17,368,869

    Interest receivable	44,109
    Cash								47,167		56,030

        Total assets							19,377,229	17,424,899

Liabilities

  Partner redemptions payable						53,817		166,223
  Accrued commissions payable
   to related parties							7,344		8,013
  Management fees payable						-		15,541
  Incentive fees payable						657,278		219,487
  Other accrued liabilities						22,080		849

        Total Liabilities						740,519		410,113

Net assets								$18,636,710	$17,014,786


Analysis of Net Assets

  Limited partners							$18,636,710	$17,014,786
  General partners							-		-

  Net assets (equivalent to $4,175.12 and $3,489.87 per unit)		$18,636,710	$17,014,786


Partnership units outstanding

  Limited partners units outstanding					4,463.75	4,875.48
  General partners units outstanding					-		-

      Total partnership units outstanding				4,463.75	4,875.48
</table>


    The accompanying notes are an integral part of the financial statements


                                      F-4


<page>

                    Atlas Futures Fund, Limited Partnership

                       (A Delaware Limited Partnership)


                 Schedule of Investments - Cash and Securities


                               December 31, 2007


<table>

							<c>		<c>		<c>		<c>		<c>
							 					 Fair Value
Description						Maturity Date	Face Value	Local Currency	U.S. Dollars	Percent

Cash and cash equivalents in trading accounts:

Cash denominated in U.S. Dollars:
  United States Markets									19,246,172	$19,246,172	99.79%

    Total cash denominated in U.S. Dollars								19,246,172	99.79%

      Total cash and cash equivalents denominated in
       U.S. Dollars											19,246,172	99.79%

Cash denominated in foreign currency:
  Australian Dollar Markets - AUD							45,394		39,781		0.21%

    Total cash denominated in foreign currency								39,781		0.21%

      Total cash and cash equivalents									$19,285,953	100%

</table>

    The accompanying notes are an integral part of the financial statements


                                      F-5


<page>
                     Atlas Futures Fund, Limited Partnership
                       (A Delaware Limited Partnership)

                 Schedule of Investments - Cash and Securities

                               December 31, 2006

<table>

							<c>		<c>		<c>		<c>		<c>		<c>
														Fair Value
													________________________________
Description						Maturity Date	Cost		Face Value	Local Currency	U.S. Dollars	Percent

Cash and cash equivalents in trading accounts:

Cash denominated in U. S. Dollars:
  United States Markets											696,781		$696,781	4.51%

	Total cash denominated in U. S. Dollars										696,781		4.51%

Cash equivalents denominated in U.S. Dollars:
  United States Treasury Bill				March 2007	$10,373,181	$10,500,000	10,395,342	10,395,342	67.35%
  United States Treasury Bill				March 2007	987,967		1,000,000	990,051		990,051		6.41%
  United States Treasury Bill				January 2007	790,010		800,000		797,417		797,417		5.17%
  United States Treasury Bill				February 2007	1,777,843	1,800,000	1,790,777	1,790,777	11.60%
United States Treasury Bill				February 2007	987,738		1,000,000	993,841		993,841		6.44%

	Total cash equivalents denominated in
	 U.S. Dollars							$14,916,738	$15,100,000			14,967,428	96.97%

		Total cash and cash equivalents
		 denominated in U.S. Dollars										15,664,209	101.48%

Cash denominated in foreign currency:
  Euro Markets - Euro											165,260		218,102		1.41%
  British Pound Markets - GBP										(178,240)	(349,136)	-2.26%
  Australian Dollar Markets - AUD									(197,553)	(155,958)	-1.01%
  Hong Kong Dollar Markets - HKD									124,370		15,989		0.10%
  Japanese Yen Markets - JPY										4,997,745	41,982		0.27%

	Total cash denominated in foreign currency									(229,021)	-1.48%

		Total investments											$15,435,188	100.00%

</table>

    The accompanying notes are an integral part of the financial statements

                                      F-6
<page>
                    Atlas Futures Fund, Limited Partnership
                       (A Delaware Limited Partnership)

                  Schedule of Investments - Futures Contracts
                               December 31, 2006

<table>

								<c>		<c>		<c>		<c>
  													Fair Value
												_____________________________
Description							Expiration Date	Contracts	Local Currency	USD

Net unrealized gain (loss) on open futures contracts

  United States commodity futures positions held long:
    CBOT Soybeans						March 2007	55		29,562		$29,562
    CBT Bean Meal						March 2007	110		24,570		24,570
    CSC Coffee C						March 2007	55		46,744		46,744
    CBOT Corn							March 2007	5		4,038		4,038
    CBOT Wheat							March 2007	13		(2,025)		(2,025)
    CBT T Note 10Y						March 2007	10		(7,813)		(7,813)
    CBOT Gold							February 2007	1		(1,320)		(1,320)
    CSC Coffee C						March 2007	8		(4,688)		(4,688)
    05 LME Alum US						March 2007	1		125		125
    08 LME Alum US						March 2007	1		(556)		(556)
    IMM AU Dollar						March 2007	7		2,425		2,425
    IMM B-Pounds						March 2007	12		3,075		3,075
    IM Canadian $						March 2007	2		(2,410)		(2,410)
    IMM Euro FX							March 2007	11		(750)		(750)
    IMM Euro DLR						September 2007	53		(15,900)	(15,900)
    EMINI S&P 500						March 2007	2		150		150

  	Total United States Commodity Futures Positions								75,227

  Japanese commodity futures positions held long:
    SMX Nikkei							March 2007	17		6,865,000	57,667

  	Total Japanese commodity futures positions held long							57,667

  Euro commodity futures positions held long:
    Eurex E-Bund						March 2007	11		(13,540)	(17,869)

  	Total European commodity futures positions held long							(17,869)

  British commodity futures positions held long:
    NEW FTSE 100						March 2007	2		810		1,587

  	Total British commodity futures positions held long							1,587

  	Total commodity futures positions held long								116,612


  United States commodity futures positions held short:
    CMX HG Copper						March 2007	110		483,088		483,088
    NY Natural Gas						March 2007	55		647,350		647,350
    IMM J YEN							March 2007	55		29,563		29,563
    CBOT Soybeans						March 2007	11		(11,825)	(11,825)
    CBOT Silver							March 2007	1		(380)		(380)
    NY LT Crude							February 2007	10		24,370		24,370
    NY Heating Oil						February 2007	8		6,023		6,023
    NY Natural Gas						February 2007	4		15,930		15,930
    NYM RBOB Gas						February 2007	5		(9,891)		(9,891)
    21 LME CO							February 2007	1		13,739		13,739
    05  LME Copper US						March 2007	1		16,357		16,357
    14 LME Copper US						March 2007	1		12,825		12,825
    NYC Cotton							March 2007	14		(5,355)		(5,355)
    IMM J YEN							March 2007	23		47,831		47,831

  	Total United States commodity futures positions held short						1,269,625

  Australian commodity futures positions held short:
    SYD T Bill 90D						June 2007	165		2,627		2,074
    SFE 3Y T-Bond						March 2007	55		8,929		7,049
    SFE 10Y T-Bond						March 2007	11		5,820		4,594

  	Total Australian commodity futures positions held short							13,717

</table>

    The accompanying notes are an integral part of the financial statements

                                      F-7
<page>
                    Atlas Futures Fund, Limited Partnership
                       (A Delaware Limited Partnership)

            Schedule of Investments - Futures Contracts, Continued
                               December 31, 2006


<table>

								<c>		<c>		<c>		<c>
  													Fair Value
												_____________________________
Description							Expiration Date	Contracts	Local Currency	USD

Net unrealized gain (loss) on open futures contracts, con't.

  British commodity futures positions held short:
    LIF Long GILT						March 2007	220		192,500		$377,069
    LIF 3M STG IR						June 2007	55		3,438		6,733
    LIF Long GILT						March 2007	11		18,120		35,493
    LIF 3M STG IR						September 2007	20		(1,250)		(2,449)

  	Total British commodity futures positions held short							416,846

  Euro commodity futures positions held short:
    LIF 3m EURIBOR						March 2007	110		3,438		4,537
    Eurex EUROBOBL						March 2007	55		33,000		43,552
    EURX E-Bund							March 2007	55		35,200		46,455
    EURO E-Schatz						March 2007	55		15,125		19,961
    LIF 3M EURIBOR						September 2007	16		1,800		2,376

  	Total Euro commodity futures positions held short							116,881

  		Total commodity futures positions held short							1,817,069

 			 Net commodity futures positions							$1,933,681

</table>

    The accompanying notes are an integral part of the financial statements

                                      F-8
<page>

                    Atlas Futures Fund, Limited Partnership

                       (A Delaware Limited Partnership)


                           Statements of Operations


<table>

										<c>		<c>		<c>
						 					 Year ended December 31,
										2007		2006		2005

Investment income

  Interest income								$710,446	$692,736	$383,902

    Total investment income							710,446		692,736		383,902

Expenses

  Commission expense								1,887,822	1,829,489	1,628,082
  Management fees								63,946		53,217		42,142
  Incentive fees								1,687,737	543,763		1,328,137
  Professional accounting and legal fees					203,992		111,210		140,296
  Other operating and administrative expenses					14,362		8,421		10,624

    Total expenses								3,857,859	2,546,100	3,149,281

      Net investment (loss)							(3,147,413)	(1,853,364)	(2,765,379)

Realized and unrealized gain (loss) from investments and foreign currency

  Net realized gain (loss) from:
    Investments									4,225,914	1,201,655	5,355,716
    Foreign currency transactions						3,943,071	(420,557)	(29,971)

      Net realized gain from investments and foreign currency transactions	8,168,985	781,098		5,325,745

  Net increase (decrease) in unrealized appreciation (depreciation) from:
    Investments									(1,302,362)	1,137,767	348,895
    Translation of assets and liabilities in foreign currencies			(631,320)	542,898		-

      Net unrealized appreciation (depreciation) from investments and
       translation of assets and liabilities in foreign currencies		(1,933,682)	1,680,665	348,895

        Net realized and unrealized income from investments
         and foreign currency							6,235,303	2,461,763	5,674,640

          Net increase in net assets resulting from operations			$3,087,890	$608,399	$2,909,261


Net income per unit (1)
  Limited partnership unit							$685.25		$122.22		$610.72
  General partnership unit							$-		$-		$-
</table>

(1)	For the year ended December 31, 2007, the amount is based on a
single unit outstanding for an entire year.  For the year ended December
31, 2006 and 2005, the amount is calculated using average units
outstanding.


    The accompanying notes are an integral part of the financial statements


                                      F-9
<page>

                    Atlas Futures Fund, Limited Partnership

                       (A Delaware Limited Partnership)


                      Statements of Changes in Net Assets



<table>

										<c>		<c>		<c>
						 					 Year ended December 31,
										2007		2006		2005

Increase (decrease) in net assets from operations
  Net investment (loss)								$(3,147,413)	$(1,853,364)	$(2,765,379)
  Net realized gain from investments and foreign currency transactions		8,168,985	781,098		5,325,745
  Net unrealized appreciation (depreciation) from investments and
   translation of assets and liabilities in foreign currencies			(1,933,682)	1,680,665	348,895

    Net increase in net assets resulting from operations			3,087,890	608,399		2,909,261

  Capital contributions from limited partners					281,915		869,489		2,739,224
  Distributions to limited partners						(1,747,881)	(1,304,883)	(597,653)

    Total increase in net assets						1,621,924	173,005		5,050,832

  Net assets at the beginning of the year					17,014,786	16,841,781	11,790,949

  Net assets at the end of the year						$18,636,710	$17,014,786	$16,841,781
</table>


    The accompanying notes are an integral part of the financial statements


                                      F-10
<page>

                    Atlas Futures Fund, Limited Partnership

                       (A Delaware Limited Partnership)


                           Statements of Cash Flows



<table>

										<c>		<c>		<c>
						 					 Year ended December 31,
										2007		2006		2005

Cash Flows from Operating Activities

Net increase in net assets resulting from operations				$3,087,890	$608,399	$2,909,261

Adjustments to reconcile net increase (decrease) in net assets from
 operations to net cash provided by (used in) operating activities:

  Changes in operating assets and liabilities:

    Unrealized appreciation (depreciation) on investments			1,933,681	(1,682,779)	(348,897)
    (Increase) decrease in interest receivable					(44,109)	-		-
    Increase (decrease) in accrued commissions payable				(669)		(7,542)		141
    Increase (decrease) in accrued management and incentive fees		422,250		50,999		(191,814)
    Increase (decrease) in other payables and accruals				21,231		(36,279)	25,228

      Net cash provided by (used in) operating activities			5,420,274	(1,067,202)	2,393,919


Cash Flows from Financing Activities

  Proceeds from sale of units, net of sales commissions				281,915		869,489		2,739,224
  Partner redemptions								(1,860,287)	(1,255,824)	(509,235)

    Net cash provided by (used in) financing activities				(1,578,372)	(386,335)	2,229,989

      Net increase (decrease) in cash and cash equivalents			3,841,902	(1,453,537)	4,623,908

      Cash and cash equivalents, beginning of period				15,491,218	16,944,755	12,320,847


      Cash and cash equivalents, end of period					$19,333,120	$15,491,218	$16,944,755


  End of year cash and cash equivalents consist of:

    Cash and cash equivalents at broker						$19,285,953	$15,435,188	$16,856,751
    Cash									47,167		56,030		88,004

      Total cash and cash equivalents						$19,333,120	$15,491,218	$16,944,755
</table>


    The accompanying notes are an integral part of the financial statements


                                      F-11
<page>

                    Atlas Futures Fund, Limited Partnership

                       (A Delaware Limited Partnership)


                       Notes to the Financial Statements

             For the Years Ended December 31, 2007, 2006 and 2005


1.  Nature of the Business

  Atlas Futures Fund, Limited Partnership (the "Fund") was formed January 12,
1998 under the laws of the State of Delaware.  The Fund is engaged in the
speculative trading of futures contracts in commodities, which commenced in
October, 1999.  Ashley Capital Management, Inc. ("Ashley") and Michael Pacult
are the General Partners and the commodity pool operators ("CPO's") of the
Fund.  As of December 31, 2007, the sole registered commodity trading advisor
("CTA") of the fund was Clarke Capital Management, Inc. ("Clarke"), which has
served as CTA since commencement of Fund business.  From February 1, 2005
until October 1, 2007, NuWave Investment Corp. ("NuWave") also served as CTA.
The CTAs have the authority to trade as much of the Fund's equity as is
allocated to them by the General Partner, which is currently estimated to be
99% of total equity. Effective July, 2004 the Fund began to sell issuer direct
on a best efforts basis with no sales commissions.

  The Fund is a registrant with the Securities and Exchange Commission (SEC)
pursuant to the Securities Act of 1933 (the Act). The Fund is subject to the
regulations of the SEC and the reporting requirements of the Securities and
Exchange Act of 1934. The Fund is also subject to the regulations of the
Commodities Futures Trading Commission (CFTC), an agency of the U.S.
government which regulates most aspects of the commodity futures industry, the
rules of the National Futures Association and the requirements of various
commodity exchanges where the Fund executes transactions. Additionally, the
Fund is subject to the requirements of futures commission merchants and
interbank market makers through which the Fund trades and regulated by
commodity exchanges and by exchange markets that may be traded by the advisor.

2.  Significant Accounting Policies

  Registration Costs - Costs incurred for the initial filings with the
Securities and Exchange Commission, National Association of Securities
Dealers, Inc. and the states where the offering was made were accumulated,
deferred and charged against the gross proceeds of offering at  the initial
closing as part of the offering expense.  The Fund remains open to new
partners, and incurs costs required to retain the ability to issue new units.
Such costs, in addition to the costs of recurring annual and quarterly filings
with regulatory agencies are expensed as incurred.

  Revenue Recognition - Commodity futures contracts are recorded on the trade
date and are reflected in the balance sheet at the difference between the
original contract amount and the market value on the last business day of the
reporting period.

  Market value of commodity futures contracts is based upon exchange or other
applicable market best available closing quotations.

  Interest income is recognized when it is earned.

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

  Income Taxes - The Fund, a regulated investment company, is not required to
provide a provision for income taxes. Each partner is individually liable for
the tax on its share of income or loss. The Fund may be subject to state and
local taxes in jurisdictions in which it operates.  The Fund prepares a
calendar year information tax return


  Statement of Cash Flows - For purposes of the Statement of Cash Flows, the
Fund considers cash, money market funds and the market value of U.S. Treasury
Bills to be cash equivalents.  Net cash provided by operating activities
include no cash payments for interest or income taxes for the years ended
December 31, 2007, 2006 and 2005.


                                      F-12
<page>

                    Atlas Futures Fund, Limited Partnership

                       (A Delaware Limited Partnership)


                       Notes to the Financial Statements

             For the Years Ended December 31, 2007, 2006 and 2005

2.  Significant Accounting Policies - Continued

  Foreign Currency - Investment securities and other assets and liabilities
denominated in foreign currencies are translated into U.S. dollar amounts at
the date of valuation.  Purchases and sales of investment securities and
income and expense items denominated in foreign currencies are translated into
U.S. dollar amounts on the respective dates of such transactions.

  The Company does not isolate that portion of the results of operations
resulting from changes in foreign exchange rates on investments from the
fluctuations arising from changes in market prices of securities held.  Such
fluctuations are included with the net realized and unrealized gain or loss
from investments.

  Reported net realized foreign exchange gains or losses arise from sales of
foreign currencies, currency gains or losses realized between the trade and
settlement dates on securities transactions, and the difference between the
amounts of dividends, interest, and foreign withholding taxes recorded on the
Fund's books and the U.S. dollar equivalent of the amounts actually received
or paid.  Net unrealized foreign exchange gains and losses arise from changes
in the fair values of assets and liabilities, other than investments in
securities at fiscal period end, resulting from changes in exchange rates.

  Recently Issued Accounting Pronouncements

  In July 2006, the Financial Accounting Standards Board (FASB) issued
interpretation No. 48 (FIN 48) entitled "Accounting for Uncertainty in Income
Taxes - an interpretation of FASB 109". FIN 48 prescribes the minimum
recognition threshold a tax position must meet in connection with accounting
for uncertainties in income tax positions taken or expected to be taken by an
entity before being measured and recognized in the financial statements.
Adoption of FIN 48 was required for fiscal years beginning after December 15,
2006. The implementation of FIN 48 did not have a material impact on the
Fund's financial statements.

  In September 2006, the FASB issued Statement of Financial Accounting
Standards No. 157, "Fair Value Measurements" (FAS 157). FAS 157 defines fair
value, establishes a framework for measuring fair value in accounting
principles generally accepted in the United States of America, and expands
disclosures about fair value measurements. While FAS 157 does not require any
new fair value measurements, for some entities, the application of FAS 157 may
change current practice. FAS 157 is effective for financial statements issued
for fiscal years beginning after November 15, 2007, and interim periods within
those fiscal years.  The implementation of FAS 157 is not expected to have a
material impact on the Fund's financial statements.

3.  General Partner Duties

  The responsibilities of the General Partner, in addition to directing the
trading and investment activity of the Fund, include executing and filing all
necessary legal documents, statements and certificates of the Fund, retaining
independent public accountants to audit the Fund, employing attorneys to
represent the Fund, reviewing the brokerage commission rates to determine
reasonableness, maintaining the tax status of the Fund as a limited
partnership, maintaining a current list of names, addresses and numbers of
units owned by each Limited Partner and taking such other actions as deemed
necessary or desirable to manage the business of the Partnership.

  If the daily net unit value of the partnership falls to less than 50% of
the highest value earned through trading at the close of any month, then the
General Partner will immediately suspend all trading, provide all limited
partners with notice of the reduction and give all limited partners the
opportunity, for fifteen days after such notice, to redeem partnership
interests. No trading will commence until after the lapse of the fifteen day
period.

4.  Limited Partnership Agreement

  The Limited Partnership Agreement provides, among other things, that:

  Capital Account - A capital account shall be established for each partner.
The initial balance of each partner's capital account shall be the amount of
the initial contributions to the partnership.

  Monthly Allocations - Any increase or decrease in the Partnership's net
asset value as of the end of a month shall be credited or charged to the
capital account of each partner in the ratio that the balance of each account
bears to the total balance of all accounts.

  Any distribution from profits or partners' capital will be made solely at
the discretion of the General Partners.

  Federal Income Tax Allocations - As of the end of each fiscal year, the
Partnership's realized capital gain or loss and ordinary income or loss shall
be allocated among the partners, after having given effect to the fees and
expenses of the Fund.


                                      F-13
<page>

                    Atlas Futures Fund, Limited Partnership

                       (A Delaware Limited Partnership)


                       Notes to the Financial Statements

             For the Years Ended December 31, 2007, 2006 and 2005

4.  Limited Partnership Agreement - Continued

  Subscriptions - Investors must submit subscription agreements and funds at
least five business days prior to month end. Subscriptions must be accepted or
rejected by the General Partner within five business days. The investor also
has five business days to withdraw his subscription. Funds are deposited into
an interest bearing subscription account and will be transferred to the Fund's
account on the first business day of the month after the subscription is
accepted. Interest earned on the subscription funds will accrue to the account
of the investor.

  Redemptions - After holding the investment for a minimum of twelve months, a
limited partner may request any or all of his investment be redeemed at the
net asset value as of the end of a month. The written request must be received
by the General Partner no less than ten days prior to a month end. Redemptions
will generally be paid within twenty days of the effective month end. However,
in various circumstances due to liquidity, etc. the General Partner may be
unable to comply with the request on a timely basis.  Effective January 1,
2004, redemption penalties are no longer charged.

5.  Fees

  Effective January 1, 2004, the Fund was charged the following fees:

  A monthly commission of 7% (annual rate) of the Fund's assets on deposit
with the futures commission merchant to the Fund's Corporate General Partner.
The Corporate General Partner was responsible for payments of brokerage
commission and fees to the futures commission merchant.

  A quarterly incentive fee of 25% of "new net profits" paid to Clarke is
unchanged.

  A monthly continuing service fee of 4% (annual rate) of the investment in
the Fund (as defined) was paid to the selling agent.

  Effective June 1, 2004, the monthly commission was changed from 7% to 11%
and the continuing service fee was eliminated.

  Effective February 1, 2005, the Fund added a new CTA, NuWave.  NuWave's
quarterly incentive fee was 20% of "new net profits" and also received a
monthly management fee of 2% (annualized) on the first $2,000,000 in allocated
equity and 1% on the allocated equity above $2,000,000. NuWave was allocated
$2,000,000 in equity on February 1, 2005.  Effective October 1, 2007, NuWave
ceased to be a CTA of the Fund.

  Effective February 6, 2006, the Corporate General Partner began paying 4% of
the 11% of received brokerage commissions to FIC for serving as introducing
broker to the Fund.

  Effective December 1, 2006, the Fund changed the monthly management fee to
NuWave to a percentage based on the rate of trading assigned by NuWave and
approved by the General Partner of up to 3% (annualized) on the first
$2,000,000 in allocated equity and up to 2% on the allocated equity above
$2,000,000.  The incentive fee of 20% remained unchanged during the period
over which NuWave served as CTA.

  Effective October 1, 2007, NuWave Investment Corp. was removed as a
commodity trading advisor to the Fund and it ceased earning management and
incentive fees.

  The Corporate General Partner reserves the right to change the fee structure
at its sole-discretion.

6.  Related Party Transactions

  The Fund has an agreement to pay commissions and fees to two related
parties, Ashley Capital Management, the Fund's General Partner and Futures
Investment Company, the introducing broker.  These related parties are 100%
owned by Michael Pacult, the Fund's CPO.  Related party commissions and fees
were as follows:



                                      F-14
<page>

                    Atlas Futures Fund, Limited Partnership

                       (A Delaware Limited Partnership)


                       Notes to the Financial Statements

             For the Years Ended December 31, 2007, 2006 and 2005


6.  Related Party Transactions - Continued

  Commissions and fees included in expense:

  						Year ended December 31,
					2007		2006		2005

  Ashley Capital Management, Inc.	$683,623	$747,549	$1,471,651
  Futures Investment Company		1,049,076	934,678		-

    Total related party expenses	$1,732,699	$1,682,227	$1,471,651

  Commissions and fees included in accrued expenses:

						December 31,
					2007		2006

  Ashley Capital Management, Inc.	$1,198		$4,482
  Futures Investment Company		6,146		3,531

    Total accrued expenses to
     related parties			$7,344		$8,013

  Financial Accounting Standards Board Interpretation No. 45, Guarantor's
Accounting and Disclosure Requirements for Guarantees, Including Indirect
Guarantees of Indebtedness of Others, identifies certain disclosures to be
made by a guarantor in its financial statements about its obligations under
certain guarantees that it has issued. In the normal course of business, the
Fund has provided general indemnifications to the General Partner, its CTA and
others when they act, in good faith, in the best interests of the Fund. The
Fund is unable to develop an estimate for future payments resulting from
hypothetical claims, but expects the risk of having to make any payments under
these indemnifications to be remote.

7.  Partnership Unit Transactions

  As of December 31, 2007, 2006 and 2005 partnership units were valued at
$4,175.12, $3,489.87 and $3,357.08 respectively.

  Transactions in partnership units were as follows:

<table>

				<c>		<c>		<c>		<c>		<c>		<c>
 					 	Units						Amount
				2007		2006		2005		2007		2006		2005

Limited Partner Units
  Subscriptions			75.10		257.31		900.87		$281,915	$869,489	$2,739,224
  Redemptions			(486.83)	(398.62)	(200.88)	(1,747,881)	(1,304,883)	(597,653)
    Total			(411.73)	(141.31)	699.99		(1,465,966)	(435,394)	2,141,571

General Partner Units
  Subscriptions			-		-		-		-		-		-
  Redemptions			-		-		-		-		-		-
    Total			-		-		-		-		-		-

Total Units
  Subscriptions			75.10		257.31		900.87		281,915		869,489		2,739,224
  Redemptions			(486.83)	(398.62)	(200.88)	(1,747,881)	(1,304,883)	(597,653)
    Total			(411.73)	(141.31)	699.99		$(1,465,966)	$(435,394)	$2,141,571
</table>

                                      F-15
<page>

                    Atlas Futures Fund, Limited Partnership

                       (A Delaware Limited Partnership)


                       Notes to the Financial Statements

             For the Years Ended December 31, 2007, 2006 and 2005


8.  Trading Activities and Related Risks

  The Fund is engaged in speculative trading of U.S. and foreign futures
contracts in commodities.  The Fund is exposed to both market risk, the risk
arising from changes in market value of the contracts, and credit risk, the
risk of failure by another party to perform according to the terms of a
contract.

  A certain portion of cash and Treasury Bills in trading accounts are pledged
as collateral for commodities trading on margin.  Additional deposits may be
necessary for any loss on contract value.  The Commodity Exchange Act requires
a broker to segregate all customer transactions and assets from such broker's
proprietary activities.

  Each U.S. commodity exchange, with the approval of the CFTC and the futures
commission merchant, establish minimum margin requirements for each traded
contract.  The futures commission merchant may increase the margin
requirements above these minimums for any or all contracts.  In general, the
amount of required margin should never fall below 10% of the Net Asset Value.
The cash deposited in trading accounts at December 31, 2007 and 2006 was
$19,285,953 and $467,760, respectively, which equals approximately 103.5% and
2.7% of Net Asset Value, respectively.  Cash exceeded Net Asset Value because
of accrued expenses and partner redemptions at December 31, 2007.  Cash
payments for these expenses are expected to be made prior to the end of the
next fiscal quarter.  Prior to April, 2007, the fund purchased United States
Treasury Bills as a form of margin and the Fund earned interest on this
margin.  As of April 2007, the Fund benefits from an arrangement with the FCM
whereby the FCM pays the Fund the daily Treasury Bill or Libor rate minus 10
basis points on the net liquidity of the fund.  At December 31, 2007 and 2006,
$0 and $14,967,428, respectively, was invested in U.S. Treasury Bills, which
approximates 0% and 88.0% of the Net Asset Value, respectively.

  Trading in futures contracts involves entering into contractual commitments
to purchase or sell a particular commodity at a specified date and price. The
gross or face amount of the contract, which is typically many times that of
the Fund's net assets being traded, significantly exceeds the Fund's future
cash requirements since the Fund intends to close out its open positions prior
to settlement. As a result, the Fund is generally subject only to the risk of
loss arising from the change in the value of the contracts. The market risk is
limited to the gross or face amount of the contracts held of approximately $0
and $68,503,263 on long positions at December 31, 2007 and 2006, respectively.
However, when the Fund enters into a contractual commitment to sell
commodities, it must make delivery of the underlying commodity at the contract
price and then repurchase the contract at prevailing market prices or settle
in cash. Since the repurchase price to which a commodity can rise is
unlimited, entering into commitments to sell commodities exposes the Fund to
unlimited potential risk.

  Market risk is influenced by a wide variety of factors including government
programs and policies, political and economic events, the level and volatility
of interest rates, foreign currency exchange rates, the diversification
effects among the derivative instruments the Fund holds and the liquidity and
inherent volatility of the markets in which the Fund trades.


                                      F-16
<page>

                    Atlas Futures Fund, Limited Partnership

                       (A Delaware Limited Partnership)


                       Notes to the Financial Statements

             For the Years Ended December 31, 2007, 2006 and 2005

8.  Trading Activities and Related Risks - Continued

  The net unrealized gains on open commodity futures contracts at December 31,
2007 and 2006 were $0 and $1,933,681, respectively.

  Open contracts generally mature within three months of December 31, 2007.
There were no open futures contracts at December 31, 2007.

  Credit risk is the possibility that a loss may occur due to the failure of a
counter party to perform according to the terms of a contract.

  The Fund has a substantial portion of its assets on deposit with financial
institutions. In the event of a financial institution's insolvency, recovery
of Fund deposits may be limited to account insurance or other protection
afforded deposits.

  The Fund has established procedures to actively monitor market risk and
minimize credit risk although there can be no assurance that it will succeed.
The basic market risk control procedures consist of continuously monitoring
open positions, diversification of the portfolio and maintenance of a
desirable margin-to-equity ratio. The Fund seeks to minimize credit risk
primarily by depositing and maintaining its assets at financial institutions
and brokers which it believes to be creditworthy.
9.  Prior Year Reclassification

  At December 31, 2006, U.S. Government Treasury Bills were shown at market
value on the Statement of Assets and Liabilities and were included as cash
equivalents on the Statement of Cash Flows.  Interest receivable of $34,073 at
December 31, 2005 was reclassified as U.S. Treasury Bills and shown as cash
equivalents in the Statement of Cash Flows for 2005.

10.  Financial Instruments with Off-Balance Sheet Credit and Market Risk

  All financial instruments are subject to market risk, the risk that future
changes in market conditions may make an instrument less valuable or more
onerous.  As the instruments are recognized at fair market value, those
changes directly affect reported income.

  Included in the definition of financial instruments are securities,
restricted securities and derivative financial instruments.  Theoretically,
the investments owned by the Fund directly are exposed to a market risk (loss)
equal to the notional value of the financial instruments purchased and
substantial liability on certain financial instruments purchased short.
Generally, financial instruments can be closed.  However, if the market is not
liquid, it could prevent the timely close-out of any unfavorable positions or
require the Fund to hold those positions to maturity, regardless of the
changes in their value or the trading advisor's investment strategies.

  Credit risk represents the accounting loss that would be recognized at the
reporting date if counterparties failed to perform as contracted.
Concentrations of credit risk (whether on or off balance sheet) that arise
from financial instruments exist for groups of counterparties when they have
similar economic characteristics that would cause their ability to meet
contractual obligations to be similarly affected by changes in economic or
other conditions.

11.  Derivative Financial Instruments and Fair Value of Financial Instruments

  A derivative financial instrument is a financial agreement whose value is
linked to, or derived from, the performance of an underlying asset.  The
underlying asset can be currencies, commodities, interest rates, stocks, or
any combination.  Changes in the underlying asset indirectly affect the value
of the derivative.  As the instruments are recognized at fair value, those
changes directly affect reported income.

  All investment holdings are recorded in the statement of financial condition
at their net asset value (fair value) at the reporting date.  Financial
instruments (including derivatives) used for trading purposes are recorded in
the statement of financial condition at fair value at the reporting date.
Realized and unrealized changes in fair values are recognized in net
investment gain (loss) in the period in which the changes occur.  Interest
income arising from trading instruments is included in the statement of
operations as part of interest income.

  Notional amounts are equivalent to the aggregate face value of the
derivative financial instruments.  Notional amounts do not represent the
amounts exchanged by the parties to derivatives and do not measure the Fund's
exposure to credit or market risks.  The amounts exchanged are based on the
notional amounts and other terms of the derivatives.


                                      F-17
<page>

                    Atlas Futures Fund, Limited Partnership

                       (A Delaware Limited Partnership)


                       Notes to the Financial Statements

             For the Years Ended December 31, 2007, 2006 and 2005

12.  Indemnifications

  In the normal course of business, the Fund enters into contracts and
agreements that contain a variety of representations and warranties and which
provide general indemnifications. The Fund's maximum exposure under these
arrangements is unknown, as this would involve future claims that may be made
against the Fund that have not yet occurred. The Fund expects the risk of any
future obligation under these indemnifications to be remote.

13.  Financial Highlights

  The following information presents per unit operating performance data and
other supplemental financial data for the years ended December 31, 2007, and
2006 and the previous three years.  This information has been derived from
information presented in the financial statements.

<table>

						<c>		<c>		<c>		<c>		<c>
										Year to Date
						2007		2006		2005		2004		2003
  Performance per unit (3)
    Net unit value, beginning of the year	$3,489.87	$3,357.08	$2,731.41	$1,750.45	$1,311.50

    Net realized and unrealized gains and
     losses on  commodity transactions		1,365.97	505.12		1,206.19	1,573.93	735.70
    Investment and other income			151.43		139.17		80.59		27.57		18.43
    Expenses (1)				(832.15)	(511.50)	(661.11)	(620.54)	(315.18)

      Net increase for the year			685.25		132.79		625.67		980.96		438.95

        Net unit value at the end of the year	$4,175.12	$3,489.87	$3,357.08	$2,731.41	$1,750.45

  Net assets at the end of the year ($000)	$18,637		$17,015		$16,842		$11,791		$7,690
  Total return					19.64 %		3.94 %		22.91 %		56.04 %		33.47 %

  Number of units outstanding at the end of
   the year					4463.75		4875.48		5016.79		4316.80		4393.05

  Ratio to average net assets
    Investment and other income			4.14 %		4.22 %		2.57 %		1.23 %		1.10 %
    Expenses (2)				(22.47)%	(4.36)%		(10.19)%	(17.91)%	(10.33)%
</table>

  For the year ended December 31, 2007, total return are calculated based on
the change in value of a unit during the period.  An individual partner's
total return and ratios may vary from the above total returns and ratios based
on the timing of additions and redemptions.

(1) Includes brokerage commissions

(2) Excludes brokerage commissions for 2005 and prior years

(3) For the year ended 12/31/06 and prior years,
investment and other income and expenses are calculated using the average
number of units outstanding during the year.  Net realized and unrealized
gains and losses on commodity transactions is a balancing amount necessary to
reconcile the change in net unit value.  For the year ended December 31, 2007,
investments in other income and expenses and net realized and unrealized gains
and losses on commodity transactions are calculated based on a single unit
outstanding during the period.



                                      F-18
<page>

                    Atlas Futures Fund, Limited Partnership

                  Affirmation of the Commodity Pool Operator

             For the Years Ended December 31, 2007, 2006 and 2005


*****************************************************************************



To the best of the knowledge and belief of the undersigned, the information
contained in this report is accurate and complete.


/s/ Michael Pacult				March 31, 2008
Michael Pacult	Date
President, Ashley Capital Management, Inc.
General Partner
Atlas Futures Fund, Limited Partnership



                                      F-19
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