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  12-31-2006
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  333-61217

                    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 [ ] No [X]

Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K (S 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, or a non-accelerated filer. See definition of
"accelerated filer and large accelerated filer" in Rule 12b-2 of the Exchange
Act. (Check one):

Large accelerated filer [  ] Accelerated filer [  ] Non-accelerated filer [X]

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.:  None.

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.

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, and 2005 at Registration No. 333-61217.

Registration Statement on Form S-1 and all amendments thereto filed with the
United States Securities and Exchange Commission at Registration No. 333-
61217 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.

By a post effective amendment to its Registration Statement filed February 1,
2006 that became effective February 6, 2006, the General Partner provided
disclosure of the change of introducing broker from Mt. Kemble Futures LLC to
Futures Investment Company, which is affiliated with the General Partner.
This change became effective February 1, 2006. and there were no resulting
changes in costs to the Fund.  By a post effective amendment to its
Registration Statement filed October 30, 2006 that became effective November
13, 2006, the General Partner provided disclosure of (1) change of
bookkeeping from Michael Liccar & Co, certified public accountants, 200 West
Adams Street, Suite 2211, Chicago, IL 60606-5208 to Shoup Accounting
Services, certified public accountants, 306 S. West Street, Angola, IN 46703,
(2) change of auditor of the Registrant from Frank L. Sassetti & Co. 6611 W.
North Avenue, Oak Park, Illinois 60302-1043, to the CPA firm of Jordan, Patke
& Associates, Ltd., 300 Village Green Drive Ste 210, Lincolnshire, IL 60069,
(3) change of location of the Registrant's books and records from the offices
of Michael Liccar & Co to the offices of Investor Services, 500 Park Avenue
#114, Lake Villa, IL 60046, and (4) a change in the management fee to NuWave,
as of December 31, 2006, from 2% annually on the first $2,000,000 of equity
assigned and 1% annually on equity over $2,000,000 to a percentage based on
the rate of trading assigned by NuWave and approved by the General Partner of
up to 3% annually on the first $2,000,000 of equity and up to 2% annually on
all equity over $2,000,000.  By filing a Form 8-K on October 26, 2006, as
amended on November 2, 2006, the Fund disclosed the change of accountant
identified in 2, above.  There were no adverse events that motivated the
change in bookkeepers or auditors.

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.  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 Investor Services, 500 Park Avenue #114, Lake
Villa, IL 60046.  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.

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 November 13, 2006 (the
"Prospectus"), as it may be amended in the future, until the balance of un-
issued registered securities, $1,855,037, as of December 31, 2006, is sold
or the offering terminates as permitted or required by the terms of the
Limited Partnership Agreement.

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 Man
Financial, Inc., the FCM.  Man Financial, 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.

Item 3.  Legal Proceedings

There have been no legal proceedings against the Fund, its General Partner,
the CTA, the FCM, the IB or any of their Affiliates, directors or officers,
except against Man as described below.

At any given time, Man is involved in numerous legal actions and
administrative proceedings, which in the aggregate, are not, as of the date
of filing of this 10-K, expected to have a material effect upon its
condition, financial or otherwise, or to the services it will render to the
Fund.  There have been no material, administrative, civil or criminal
proceedings pending, on appeal or concluded against Man or its principals
within the five years preceding the date of this 10-K, except that Man has
recently been 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").  The Receiver's claims for damages are not quantified in the
Complaint, but are believed to be substantial.  Man has informed the Fund
that in acting as clearing broker for PAAF it was not responsible for its
losses and, among other things, has brought in a number of third party
defendants.  Accordingly, it will deny the material allegations of the
Complaint, and will otherwise vigorously defend the Litigation.  Further, the
outcome of the Litigation should not materially affect Man or its ability to
perform as a FCM for the accounts of the Fund.  The Commodity Futures Trading
Commission ("CFTC") is also investigating the events involving PAAF's losses
and Man's relationship to PAAF.  To date, the CFTC has not brought any action
against Man.

On February 20, 2007, Man settled a CFTC administrative proceeding (In the
Matter of Steven M. Camp and Man Financial Inc, CFTC Docket No. 07-04) in
which Man 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 Man. 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, Man agreed to pay restitution to
customers amounting to $196,900.44 and a civil monetary penalty of $120,000.
Man 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.

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, 2002 to December 31, 2006.

<table>
  
									<c>		<c>		<c>		<c>		<c>
  													Year to Date
  									2006		2005		2004		2003		2002
  Performance per unit (3)
    Net unit value, beginning of the year				$3,357.08	$2,731.41	$1,750.45	$1,311.50	$1,181.89

    Net realized and unrealized gains and losses on
     commodity transactions						505.12		1,206.19	1,573.93	735.70		298.13
    Investment and other income						139.17		80.59		27.57		18.43		18.32
    Expenses (1)							(511.50)	(661.11)	(620.54)	(315.18)	(186.84)

  	Net increase for the year					132.79		625.67		980.96		438.95		129.61

  	  Net unit value at the end of the year				$3,489.87	$3,357.08	$2,731.41	$1,750.45	$1,311.50

  Net assets at the end of the year ($000)				$17,015		$16,842		$11,791		$7,690		$6,200
  Total return								3.94%		22.91%		56.04%		33.47%		-10.97%

  Ratio to average net assets
    Investment and other income						4.22%		2.57%		1.23%		1.10%		1.48%
    Expenses (2)							-4.36%		-10.19%		-17.91%		-10.33%		-7.62%

  (1) Includes brokerage commissions
  (2) Excludes brokerage commissions
  (3) 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.
</table


The following summarized quarterly financial information presents the results
of operations for the quarterly periods during the years ended December 31,
2006 and 2005:


<table>

			<c>		<c>		<c>		<c>
  						Quarters Ended


  			March 31,	June 30,	September 30,	December 31,
  			2006		2006		2006		2006

Total Investment Gain	$   (1,450,034)	$    1,831,370	$       984,840	$    1,095,587

Net Income (Loss)	$   (1,809,446)	$    1,435,360	$       551,275	$
431,210

Net Income (Loss) per
 partnership unit	$      (356.49)	$       287.51	$        111.40	$       87.68
at the end of period	      3,000.59	      3,290.67	       3,402.07	     3,489.87


  			March 31,	June 30,	September 30,	December 31,
  			2005		2005		2005		2005

Total Investment Gain	$    2,769,487	$       461,844	$    1,704,436	$       738,873

			$    1,788,155	$      (15,972)	$      954,379	$       182,699

Net Income (Loss) per
 partnership unit	$       404.43	$        (3.46)	$       191.63	$         36.29

Net asset value per
partnership unit
at the end of period	      3,128.85	      3,128.46	      3,320.29	       3,357.08

</table>

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

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.

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 and 2006 reflect the absorption of these costs
by the Fund.

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.

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, 2006 were audited by Jordan,
Patke & Associates, Ltd., 300 Village Green Drive Ste 210, Lincolnshire, IL
60069, and are provided in this Form 10-K 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.

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

None.

Item 9A.  Controls and Procedures.

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 annual report. Based on their
evaluation, Mr. Pacult has concluded that these disclosure controls and
procedures are effective. There were no changes in the General Partner's
internal control over financial reporting applicable to the Fund identified
in connection with the evaluation required by paragraph (d) of Exchange Act
Rules 13a-15 or 15d-15 that occurred during the last fiscal quarter that have
materially affected, or is reasonably likely to materially affect, internal
control over financial reporting applicable to the Fund.

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.  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.

Item 9B.  Other Information.

None

Part III

Item 10.  Directors and Executive Officers of the Registrant

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 62, 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.

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 in 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, 2006:

  Name	Percent Ownership

  None	N/A

(b)  As of December 31, 2006, the General Partner owned no 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.

See Item 11, Executive Compensation and Item 12, Security Ownership of
Certain Beneficial Owners and Management. 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.

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, 2006 and 2005
were $35,805 and $22,265, respectively.  Similar fees paid to Jordan, Patke
and Associates, Ltd. for the same time periods were $13,447, and $0,
respectively.

(2)	Audit Related Fees

None

(3)	Tax Fees

The aggregate fees paid to Frank L. Sassetti & Co. for tax compliance
services for the years ended December 31, 2006 and 2005 were $0 and $0,
respectively.  Similar fees paid to Jordan, Patke and Associates, Ltd. for
the same time periods were $0, 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

  See Index to Financial Statements for the years ended December 31, 2006 and
2005.

  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 (S 229.601
of this chapter) and by paragraph (b) below.

Incorporated by reference from the Fund's Registration Statement on Form S-1,
and all amendments at file No. 333-61217 previously filed with the Securities
and Exchange Commission.

(b)	Exhibits required by Item 601 of Regulation S-K (S 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, 2006, 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



Date:	March 30, 2007		By: /s/ Michael Pacult
				  Mr. Michael P. Pacult
				  Sole Director, Sole Shareholder
				  President and Treasurer

***************************************************************************
                    Atlas Futures Fund, Limited Partnership
                       (A Delaware Limited Partnership)

                    Years Ended December 31, 2006 and 2005



                       Index to the Financial Statements

                                                                     Page

Report of Independent Registered Public Accounting Firm              F-2

Statements of Assets and Liabilities				     F-3

Schedule of Investments - Cash and Securities - December 31, 2006    F-4

Schedules of Investments - Futures Contracts - December 31, 2006  F-5 - F-6

Schedule of Investments - Cash and Securities - December 31, 2005    F-7

Schedules of Investments - Futures Contracts - December 31, 2005     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 - F17

Affirmation of Commodity Pool Operator			            F-18

<page>
                       Jordan, Patke & Associates, Ltd.

                         Certified Public Accountants

            Report of Independent Registered Public Accounting Firm



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, 2006, and the related statements of
operations, changes in net assets and cash flows for the year then ended.
These financial statements are the responsibility of the Company's
management.  Our responsibility is to express an opinion on these financial
statements based on our audit. The financial statements of Atlas Futures
Fund, Limited Partnership as of 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, 2006, and the results of its operations, its
changes in net assets and its cash flows for the year 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 27, 2007



                                      F-2
       300 Village Green Drive, Suite 210 * Lincolnshire, Illinois 60069
                 Phone: (847) 913-5400 * Fax:  (847) 913-5435

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

                     Statements of Assets and Liabilities

<table>

									<c>		<c>
  									December 31,
									2006		2005
                                    Assets
  Investments
    Equity in commodity futures trading accounts:

      Cash and cash equivalents						$15,435,188	$16,856,751
      Net unrealized gain on open futures contracts			1,933,681	250,902

 		Total brokerage cash equivalents and
		 investments						17,368,869	17,107,653

  Cash									56,030		88,004

 	 Total assets							17,424,899	17,195,657

Liabilities

  Partner redemptions payable						166,223		117,164
  Accrued commissions payable to related parties			8,013		15,555
  Management fees payable						15,541		13,110
  Incentive fees payable						219,487		170,919
  Other accrued liabilities						849		37,128

	  Total Liabilities						410,113		353,876

Net assets								$17,014,786	$16,841,781


Analysis of Net Assets

  Limited partners							$17,014,786	$16,841,781
  General partner							-		-

 	Net assets (equivalent to $3,489.87 and
	 $3,357.08 per unit)						$17,014,786	$16,841,781


Partnership units outstanding

  Limited partners units outstanding					4,875.48	5,016.79
  General partner units outstanding					-		-

 	 Total partnership units outstanding				4,875.48	5,016.79
</table>


                                      F-3
    The accompanying notes are an integral part of the financial statements
<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>

                                      F-4
    The accompanying notes are an integral part of the financial statements
<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>

                                      F-5
    The accompanying notes are an integral part of the financial statements
<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>

                                      F-6
    The accompanying notes are an integral part of the financial statements
<page>
                    Atlas Futures Fund, Limited Partnership
                       (A Delaware Limited Partnership)

                 Schedule of Investments - Cash and Securities

                               December 31, 2005



<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									1,516,844	$1,516,844	9.00%

Total cash denominated in U. S. Dollars									1,516,844	9.00%

Cash equivalents denominated in U.S. Dollars:
  United States Treasury Bill				March 2006	$10,900,000	10,812,162	10,812,162	64.14%
  United States Treasury Bill				March 2006	1,800,000	1,787,650	1,787,650	10.60%
  United States Treasury Bill				February 2006	1,100,000	1,095,335	1,095,335	6.50%
  United States Treasury Bill				February 2006	600,000		597,064		597,064		3.54%
  United States Treasury Bill				January 2006	580,000		577,934		577,934		3.43%

	Total cash equivalents denominated in U.S. Dollars		$14,980,000			14,870,145	88.21%

		Total cash and cash equivalents denominated in U.S. Dollars				16,386,989	97.21%

Cash denominated in foreign currency:
  Euro Markets - Euro									500,710		592,040		3.51%
  British Pound Markets - GBP								(52,969)	(91,011)	-0.54%
  Australian Dollar Markets - AUD							(116,451)	(85,440)	-0.51%
  Hong Kong Dollar Markets - HKD							13,364		1,724		0.01%
  Japanese Yen Markets - JPY								6,170,471	52,449		0.31%

	Total cash denominated in foreign currency							469,762		2.78%

		Total investments									$16,856,751	100%

</table>

                                      F-7
    The accompanying notes are an integral part of the financial statements
<page>
                    Atlas Futures Fund, Limited Partnership
                       (A Delaware Limited Partnership)

                  Schedule of Investments - Futures Contracts
                               December 31, 2005


<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 2006	68		(32,162)	$(32,162)
    CBT Bean Meal						March 2006	62		(29,140)	(29,140)
    CBT T-Bonds							March 2006	62		(9,688)		(9,688)
    CME Cattle							February 2006	76		18,540		18,540
    CMX HG Copper						March 2006	62		19,200		19,200
    LME Aluminum US						January 2006	8		51,081		51,081
    LME Aluminum US						February 2006	2		1,087		1,087
    LME Copper							March 2006	1		13,022		13,022
    CSC Sugar II						January 2006	58		187,656		187,656
    KC Wheat							March 2006	62		4,288		4,288
    IMM Mexican Peso						March 2006	62		11,963		11,963
    IMM British Pounds						March 2006	2		(6,400)		(6,400)
    IMM Canadian Dollar						March 2006	5		(2,200)		(2,200)
    CBOT Corn							March 2006	19		8,800		8,800
    CBOT Wheat							March 2006	2		238		238
    CMX Gold							March 2006	1		2,260		2,260
    CMX Silver							February 2006	1		200		200
    Emini S&P 500						March 2006	8		(4,000)		(4,000)
    NY Light Crude						March 2006	4		1,810		1,810
    NY Heating Oil						February 2006	1		3,352		3,352
    NY Unleaded Gas						February 2006	1		7,178		7,178
    NY Natural Gas						February 2006	1		(1,050)		(1,050)

  	Total United States Commodity Futures Positions						246,035		246,035

  Japanese commodity futures positions held long:
    SGX MINI JGB						March 2006	5		249,059		2,117
    SMX Nikkei							March 2006	4		976,235		8,298

  	Total Japanese commodity futures positions held long					1,225,294	10,415

  Euro commodity futures positions held long:
    DAB DAX Index						March 2006	3		8027		9488
    Eurx E-Bond							March 2006	1		60		71

  	Total European commodity futures positions held long					8,087		9,559

  British commodity futures positions held long:
    NEW FTSE 100						March 2006	5		4,450		7,646
    LIF Long Gilt						March 2006	5		3,550		6,100
    CAP 3M STG							September 2006	9		12		21

  	Total British commodity futures positions held long					8,012		13,767

  Hong Kong commodity futures positions held long:
    HG								January 2006	5		73,729		(9,511)

  	Total European commodity futures positions held long					73,729		(9,511)

  Australian commodity futures positions held long:
    SFE SPI 200							March 2006	1		3,352		2,459
    SFE 10Y T-Bond						March 2006	6		12,572		9,224
    SFE 3Y T-bond						March 2006	62		10,333		7,581

  	Total Australian commodity futures positions held long					26,257		19,264

		  Total commodity futures positions held long							289,529

  United States commodity futures positions held short:
    CBT T-Note 2Y						March 2006	58		(12,813)	(12,813)
    IMM Euro FX							March 2006	65		(28,656)	(28,656)
    IMM Euro Dollar						March 2006	65		23,825		23,825
    CSC Coffee C						March 2006	3		(7,819)		(7,819)
    IMM Japanese Yen						March 2006	5		(10,406)	(10,406)

  	Total United States commodity futures positions held short				(35,869)	(35,869)

  Euro commodity futures positions held short:
    LIF 3M Euribar						September 2006	9		338		399
    3M Monep CAC40 EU						January 2006	2		(920)		(1,088)
    Euro E-Schatz						March 2006	62		(1,750)		(2,069)

  	Total Euro commodity futures positions held short					(2,332)		(2,758)

	  Total commodity futures positions held short								(38,627)

		  Net commodity futures positions								$250,902

</table>

                                      F-8
    The accompanying notes are an integral part of the financial statements
<page>
                    Atlas Futures Fund, Limited Partnership
                       (A Delaware Limited Partnership)

                           Statements of Operations


<table>

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

Investment income

  Interest income											$692,736	$383,902

  	Total investment income										692,736		383,902

Expenses

  Commission expense											1,829,489	1,628,082
  Management fees											53,217		42,142
  Incentive fees											543,763		1,328,137
  Professional accounting and legal fees								111,210		140,296
  Other operating and administrative expenses								8,421		10,624

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

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

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

  Net realized gain (loss) from:
    Investments												1,201,655	5,355,716
    Foreign currency transactions									(420,557)	(29,971)

 	 Net realized gains from investments and foreign currency transactions
													781,098		5,325,745

  Net increase in unrealized appreciation on:
    Investments												1,137,767	348,895
    Translation of assets and liabilities in foreign currencies						542,898		-

  	Net increase in unrealized appreciation on investments and
  	 translation of assets and liabilities in foreign currencies					1,680,665	348,895

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

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

</table>

                                      F-9
    The accompanying notes are an integral part of the financial statements
<page>
                    Atlas Futures Fund, Limited Partnership
                       (A Delaware Limited Partnership)

                      Statements of Changes in Net Assets


<table>

													<c>		<c>

 													Year ended December 31,
													2006		2005

Increase (decrease) in net assets from operations
  Net investment (loss)											$(1,853,364)	$(2,765,379)
  Net realized gains from investments and foreign currency transactions
													781,098		5,325,745
  Net increase in unrealized appreciation on investments and
   translation of assets and liabilities in foreign currencies						1,680,665	348,895

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

  Capital contributions from limited partners								869,489		2,739,224
  Distribution to limited partners									(1,304,883)	(597,653)

  	Total increase in net assets									173,005		5,050,832

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

  Net assets at the end of the year									$17,014,786	$16,841,781

</table>

                                      F-10
    The accompanying notes are an integral part of the financial statements
<page>
                    Atlas Futures Fund, Limited Partnership
                       (A Delaware Limited Partnership)

                           Statements of Cash Flows



<table>

													<c>		<c>

 													Year ended December 31,
													2006		2005

Cash Flows from Operating Activities

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

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

  Changes in operating assets and liabilities:

    Unrealized (depreciation) on investments								(1,682,779)	(348,897)
    Increase (decrease) in accrued commissions payable							(7,542)		141
    Increase (decrease) in accrued management and incentive fees					50,999		(191,814)
    Increase (decrease) in other payables and accruals							(36,279)	25,228

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


Cash Flows from Financing Activities

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

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

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

  	  Cash and cash equivalents, December 31, 2005							16,944,755	12,320,847


  	  Cash and cash equivalents, December 31, 2006							$15,491,218	$16,944,755


  End of year cash and cash equivalents consist of:

    Cash and cash equivalents at broker									$15,435,188	$16,856,751
    Cash												56,030		88,004

  	Total cash and cash equivalents									$15,491,218	$16,944,755


</table>

                                      F-11
    The accompanying notes are an integral part of the financial statements
<page>

                    Atlas Futures Fund, Limited Partnership
                       (A Delaware Limited Partnership)

                       Notes to the Financial Statements
                For the Years Ended December 31, 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.  The registered commodity trading advisors ("CTA's") are Clarke Capital
Management, Inc. ("Clarke"), which has served as CTA since commencement of
Fund business, and NuWave Investment Corp. ("NuWave"), which became a CTA
effective February, 2005.  The CTA's 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. Prior to July, 2004, the
principal selling agent was Futures Investment Company ("FIC"), which is
controlled by Michael Pacult and his wife. 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 Act. 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

  Net Income Per Unit - Net income per unit is calculated based on the
weighted average number of units outstanding during the period.

  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, 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, 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.

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.

  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 - 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.


                                      F-13
<page>
                    Atlas Futures Fund, Limited Partnership
                       (A Delaware Limited Partnership)

                       Notes to the Financial Statements
                For the Years Ended December 31, 2006 and 2005


5.  Fees

  Effective January 1, 2005, the Fund was charged the following fees:

  A monthly brokerage commission of 11% (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" was paid to each CTA.

  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 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% remains unchanged.

  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:

  Commissions and fees included in expense:

  						Year ended December 31,
  						2006		2005

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

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

  Commissions and fees included in accrued expenses:

  						     December 31,
  						2006		2005

  Ashley Capital Management, Inc.		$4,482		$15,555
  Futures Investment Company			3,531		-

  Total accrued expenses to related parties	$8,013		$15,555



                                      F-14
<page>
                    Atlas Futures Fund, Limited Partnership
                       (A Delaware Limited Partnership)

                       Notes to the Financial Statements
                For the Years Ended December 31, 2006 and 2005


6.  Related Party Transactions, Continued

  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, 2006 and 2005 partnership units were valued at $4,875.48
and $5,016.79 respectively.

  Transactions in partnership units were as follows:

  				Units				Amount
  			2006		2005		2006		2005

  Limited Partner Units
    Subscriptions	257.31		900.87		$869,489	$2,739,224
    Redemptions		(398.62)	(200.88)	(1,304,883)	(597,653)
  	Total		(141.31)	699.99		(435,394)	2,141,571

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

  Total Units
    Subscriptions	257.31		900.87		869,489		2,739,224
    Redemptions		(398.62)	(200.88)	(1,304,883)	(597,653)
  	Total		(141.31)	699.99		$(435,394)	$2,141,571



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, 2006 and 2005 was
$467,760 and $1,986,606, respectively, which equals approximately 2.7% and
11.8% of Net Asset Value, respectively.  The Fund also purchases United
States Treasury Bills as a form of margin.  At December 31, 2006  and 2005,
$14,967,428 and $14,870,145, respectively, was invested in U.S. Treasury
Bills, which approximates 88.0% and 88.3% of Net Asset Value, respectively.


                                      F-15
<page>
                    Atlas Futures Fund, Limited Partnership
                       (A Delaware Limited Partnership)

                       Notes to the Financial Statements
                For the Years Ended December 31, 2006 and 2005


8.  Trading Activities and Related Risks, Continued

  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 $68,503,263 and $44,907,000 on long positions at December 31,
2006 and 2005, 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.

  The net unrealized gains on open commodity futures contracts at December
31, 2006, and 2005 were $1,933,681 and $250,902, respectively.

  Open contracts generally mature within three months of December 31, 2006.
The latest maturity for open futures contracts is in September, 2007.
However, the Fund intends to close all contracts prior to maturity.

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

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

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



                                      F-16
<page>
                    Atlas Futures Fund, Limited Partnership
                       (A Delaware Limited Partnership)

                       Notes to the Financial Statements
                For the Years Ended December 31, 2006 and 2005

9.  Change in Auditor

  Effective October 2006, the Fund changed auditors from Frank L. Sassetti &
Co., 6611 West North Avenue, Oak Park, Illinois 60302-1043 to the CPA firm of
Jordan Patke & Associates, Ltd., 300 Village Green Drive, Suite 210,
Lincolnshire, Illinois 60069.

10.  Prior Year Reclassification

  At December 31, 2006, US 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 Assets and Liabilities and Statement of Cash
Flows respectively for 2005.

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.

12.  Financial Highlights

<table>
  
							<c>		<c>		<c>		<c>		<c>
  													Year to Date
  							2006		2005		2004		2003		2002
  Performance per unit (3)
    Net unit value, beginning of the year		$3,357.08	$2,731.41	$1,750.45	$1,311.50	$1,181.89

    Net realized and unrealized gains and losses on
     commodity transactions				505.12		1,206.19	1,573.93	735.70		298.13
    Investment and other income				139.17		80.59		27.57		18.43		18.32
    Expenses (1)					(511.50)	(661.11)	(620.54)	(315.18)	(186.84)

  	Net increase for the year			132.79		625.67		980.96		38.95		129.61

  	  Net unit value at the end of the year		$3,489.87	$3,357.08	$2,731.41	$1,750.45	$1,311.50

  Net assets at the end of the year ($000)		$17,015		$16,842		$11,791		$7,690		$6,200
  Total return						3.94%		22.91%		56.04%		33.47%		-10.97%

  Ratio to average net assets
    Investment and other income				4.22%		2.57%		1.23%		1.10%		1.48%
    Expenses (2)					-4.36%		-10.19%		-17.91%		-10.33%		-7.62%

  (1) Includes brokerage commissions
  (2) Excludes brokerage commissions
  (3) 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.
</table


                                      F-17
<page>
                    Atlas Futures Fund, Limited Partnership
                  Affirmation of the Commodity Pool Operator
                For the Years Ended December 31, 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 28, 2007
  Michael Pacult				Date
  President, Ashley Capital Management, Inc.
  General Partner
  Atlas Futures Fund, Limited Partnership



                                      F-18
<page>