SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C.  20549

                          FORM 10K AMMENDMENT No. 2


  Annual report pursuant to Section 13 or 15(d) of the Securities
                           Exchange Act of 1934


   For the fiscal year ended       Commission File Number 0-17555
       December 31, 2002

                        Everest Futures Fund, L.P.
          (Exact name of registrant as specified in its charter)


               Iowa                            42-1318186
   (State or other jurisdiction of          (I.R.S. Employer
   incorporation or organization)           Identification No.)

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

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

Securities registered pursuant to Section 12(b) of the Act: None

    Securities registered pursuant to Section 12(g) of the Act:
               Units of Limited Partnership Interest


 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 SK is not contained herein
   and will not be contained to the best of the Registrant's
    knowledge, in definitive proxy or information statements
   incorporated by reference in Part III of Form 10K:   [ X ]

  Indicate by check mark whether the registrant is an accelerated
  filer (as defined in Exchange Act Rule 12b-2).
                     Yes  __       No  X

  The aggregate market value of the voting and non-voting common
  equity held by non-affiliates of the Registrant as of June 30,
  2003:  $29,208,675

The Fund's initial filing of its Form 10K, on March 31, 2003 was made
without the Fund having obtained KPMGs consent to include its report on
the December 31, 2001 and 2000 financial statements and our current
auditors report on the December 31, 2002 financial statements.
Accordingly, the financial information included in the initial filing
is unaudited.  Our former and current auditors have subsequently
re-issued and issued, respectively, their audit reports and have
authorized their inclusion in this amended Form 10K filing.

                              Part 1

Item 1.  Business

Everest Futures Fund, L.P. (the "Partnership") is a limited
partnership organized on June 20, 1988 under the Iowa Uniform
Limited Partnership Act.  The business of the Partnership is the
speculative trading of commodity futures contracts and
othercommodity interests, including forward contracts on foreign
currencies (Commodity Interests) either directly or through
investing in other, including subsidiary, partnerships, funds or
other limited liability entities.  The Partnership commenced its
trading operations on February 1, 1989.  Its General Partner is
Everest Asset Management, Inc. (the "General Partner") a
Delaware corporation organized in December, 1987.

The Partnership was initially organized on June 20, 1988 under
the name Everest Energy Futures Fund, L.P. and its initial
business was the speculative trading of Commodity Interests,
with a particular emphasis on the trading of energy-related
commodity interests.  However, effective September 12, 1991, the
Partnership changed its name to "Everest Futures Fund, L.P." and
at the same time eliminated its energy concentration trading
policy.  The Partnership thereafter has traded futures contracts
and options on futures contracts on a diversified portfolio of
financial instruments and precious metals as well as forward
contracts on currencies.

The initial public offering of the Partnership's Units of
limited partnership interests (Units) pursuant to a
registration statement on Form  S-18 and Prospectus was declared
effective and commenced on or about December 6, 1988.  On
February 1, 1989, the initial offering period for the
Partnership was terminated, by which time the Net Asset Value of
the Partnership was $2,140,315.74.  Beginning February 2, 1989,
an extended offering period commenced which terminated on July
31, 1989, by which time a total of 5,065.681 Units of Limited
Partnership Interest were sold.  Effective May, 1995 the
Partnership ceased to report as a public offering.  On July 1,
1995 the Partnership recommenced the offering of its Units as a
Regulation D, Rule 506 private placement, which continues to the
present with a total of 44,611.96 additional Units sold for
$78,900,729 since July 1, 1995 through December 31, 2002.

During its operation, the Partnership has had various advisors.
In December 1990, John W. Henry & Company, Inc. (JWH) began
trading for the Partnership as one of the Partnership's trading
advisors.  In May 1994, JWH became the sole advisor to the
Partnership.  In March 1996, the Partnership transferred all of
its assets to, and became the sole limited partner of, Everest
Futures Fund II, L.P. (Everest II) and JWH began trading for
Everest II.  In July 2000, the Partnership redeemed approximately
50% of its assets from Everest II and allocated them to Trilogy
Capital Management, LLC's (Trilogy) Barclay Futures Index Program
(BFIP).  The Partnership instructed Trilogy to trade its account
using twice the leverage of Trilogy's un-leveraged portfolio to
attempt to achieve a return greater than the return of the Index
before fees and expenses.  Effective as of the close of business
August 31, 2000, the Partnership liquidated the balance of its
investment in Everest II and opened a trading account directly
with JWH.  JWH has used its Financial and Metals Portfolio while
trading for Everest II and the Partnership through June 30, 2001.
Beginning July 1, 2001, JWH began trading its Strategic
Allocation Program for the Partnership with a trading allocation
of $40 million.  Trilogy was terminated as trading advisor June
30, 2001.  Effective September 1, 2001, Mount Lucas Management
Corporation (MLM) was added as trading advisor with an initial
allocation of $10 million.  This allocation represented notional
funding for the Partnership.

The Partnership clears all of its futures and options on futures
trades through Cargill Investor Services, Inc. (CIS), its
clearing broker, and all of its cash trading through CIS
Financial Services, Inc. (CISFS), an affiliate of CIS.

On September 13, 1996 the Commission accepted a voluntary filing
by the Partnership of a Form 10 - General Form for Registration
of Securities, and public reporting of Units of the Partnership
sold as a private placement commenced at that time and has
continued to the present.

Upon fifteen days written notice, a Limited Partner may require
the Partnership to redeem all or part of his Units effective as
of the close of business (as determined by the General Partner)
on the last day of any month at the Net Asset Value thereof on
such date. Notwithstanding the above, pursuant to the Amended and
Restated Agreement of Limited Partnership, the General Partner
may, in its sole discretion, and on ten days' notice, require a
Limited Partner to redeem all or part of his Units in the
Partnership as of the end of any month.  There are no additional
charges to the Limited Partner at redemption.  The Partnership's
Amended and Restated Agreement of Limited Partnership contains a
full description of redemption and distribution procedures.

Since commencing trading operations, the Partnership has engaged
in the speculative trading of Commodity Interests and will
continue to do so until its dissolution and liquidation, which
will occur on the earlier of December 31, 2020 or the
occurrence of any of the events set forth in Paragraph 4(a) of
the Agreement of Limited Partnership.  Such events are (i) an
election to dissolve the Partnership made by over 50% of the
Limited Partnership Units at least 90 days prior to dissolution,
(ii) withdrawal, insolvency, or dissolution of the General
Partner (unless a new general partner is substituted), (iii)
decline in the Net Asset Value of the Partnership at the close
of any business day to less than $300,000, or (iv) any event
which will make it unlawful for the existence of the Partnership
to be continued or requiring termination of the Partnership.

The address of the General Partner and the Partnership is 1100
North 4th Street, Suite 143, Fairfield, Iowa  52556, and the
telephone number is (641) 472-5500.  The General Partner changed
its name as of March 1, 1994 and amended its Certificate of
Incorporation, with no other changes, accordingly.  In
accordance with the provisions of the Commodity Exchange Act and
the rules of the National Futures Association (NFA), the General
Partner is registered as a commodity pool operator and a
commodity trading advisor, JWH and MLM are registered as
commodity trading advisors and the Commodity Broker is registered
as a futures commission merchant, each subject to regulation by
the Commodity Futures Trading Commission (CFTC).  Each is also a
member of the NFA in such capacity.

The General Partner to the exclusion of the limited partners of
the Partnership (the "Limited Partners"), manages and conducts
the business of the Partnership.  Thus the General Partner (i)
selects and monitors the independent commodity trading advisor(s)
and the Commodity Broker; (ii) allocates and/or reallocates
assets of the Partnership to or from JWH, MLM and/or the
advisor(s); (iii) determines if an advisor or commodity broker
should be removed or replaced; (iv) negotiates management fees,
incentive fees and brokerage commissions; (v) determines its own
compensation with respect to management and administrative fees;
and (vi) performs such other services as the Partnership may from
time to time request, except that all trading decisions are made
by JWH and MLM and not the General Partner.  In addition, the
General Partner selects the commodity broker(s) that will clear
trades for the advisor(s).  Cargill Investor Services, Inc.
currently acts as Everest's commodity broker and CIS Financial
Services, Inc., an affiliate of Cargill Investor Services, Inc.,
acts as Everest's currency dealer.

The General Partner is responsible for the preparation of
monthly and annual reports to the Limited Partners; filing
reports required by the CFTC, the NFA, the SEC and any other
federal or state agencies having jurisdiction over the
Partnership's operations; calculation of the Net Asset Value
(meaning the total assets less total liabilities of the
Partnership {for a more precise definition, see the Exhibit
"Form 10 - General Form for Registration of Securities"
incorporated by reference hereto}) and directing payment of the
management and incentive fees payable to JWH and MLM or the
advisor(s)under an advisory agreement(s) entered into with the
commodity trading advisor(s).


Everest pays the Commodity Broker a brokerage commission
charge equal to 0.5104% of the Partnership's Beginning Net Asset
Value as of the beginning of each month (approximately 6.125%
annually). Monthly brokerage commissions will increase
incrementally to 0.5208% (approximately 6.25% annually) as the
trading allocation to MLM increases.  Approximately 83% of this
amount is rebated by the Commodity Broker to the General Partner.
If there is a material change in Everest's brokerage commission
structure, investors and Limited Partners will be informed in
writing.  The Commodity Broker may, in the future, increase the
fee charged to Everest.

The General Partner in turn pays a portion of such amount to the
Selling Agent and additional selling agents as selling
commissions.  In addition, the Partnership reimburses the
General Partner for the actual organization and offering
expenses advanced by it, not to exceed one percent of the Net
Asset Value of Units sold.  Organization and offering expenses
shall mean all expenses incurred by the Partnership or the
General Partner in connection with and in preparation to offer
and distribute the Units to investors, including, but not
limited to, expenses for traveling, printing, engraving,
mailing, salaries of employees while engaged in sales activity,
charges of transfer agents, registrars, trustees, escrow holder,
depositories, experts, expenses of qualification of the sales of
its securities under state law, including taxes and fees and
accountants' and attorneys' fees.

Everest pays John W. Henry & Company, Inc., one of its current
commodity trading advisors, a monthly management fee equal to
0.167% (approximately 2% annually) of Everest's month-end
Allocated Assets, as defined, and a quarterly incentive fee equal
to 20% (15% April 1, 1995 through October 1, 2000) of Everest's
trading profits allocable to its trading exclusive of interest
income on Allocated Assets, as defined.  The incentive fee is
retained by JWH even though trading losses may occur in
subsequent quarters; however, no further incentive fees are
payable until any such trading losses (other than losses
attributable to redeemed units and losses attributable to assets
reallocated to another advisor) are recouped by Everest.   Prior
to October 1, 2000, the management fee paid to JWH was 4%
annually.

MLM receives a monthly management fee of 0.0625% (0.75% annually)
of the Partnership's month-end allocated assets as defined.  As
MLM uses the MLM Index-Unleveraged, they do not receive an
incentive fee.  Effective February 2003, the management fee was
reduced to 0.04167% (0.50% annually).

Trilogy received a monthly management fee equal to 0.075%
(approximately 0.90% annually) of Everest's month-end allocated
assets, as defined.  Trilogy did not receive an incentive fee.

The Commodity Broker has agreed to pay Everest interest on
Everest's assets (including open trade equity) deposited with
it during a month at the average of 91-day U.S. Treasury Bills
purchased by the Commodity Broker during each month.  The
Commodity Broker will retain all excess interest, if any, earned
on Everest assets, above the amount of interest paid to
Everest.  The interest rate to be paid by the Commodity
Broker to Everest is a negotiated rate which has been
negotiated between the Commodity Broker and the General Partner.
The actual interest income on Everest's assets earned by the
Commodity Broker may be greater than or less than the negotiated
rate to be paid by the Commodity Broker to Everest.  The
Commodity Broker will also be responsible for execution and
clearance of futures contracts (and possibly certain other
Commodity Interests).

A selling commission of 3% of the Net Asset Value of Units sold
will be paid, unless waived in whole or in part by the General
Partner, by the Limited Partners to Capital Management Partners,
Inc. ("Capital") or the additional selling agents in connection
with the sale of the Units.  Capital is a CFTC-regulated
introducing broker, an NFA member, and an affiliate of the
General Partner.  Capital is also registered with the National
Association of Securities Dealers (NASD) as a broker dealer.  The
General Partner may pay up to 100% of the funds it receives from
the Commodity Broker to Capital and the additional selling agents
as additional selling commission.

The Partnership is obligated to pay its periodic operating
expenses and extraordinary expenses.  Although those expenses
will vary depending on the Partnership's size, it is estimated
that the periodic operating expenses will be approximately
$65,000 annually. Extraordinary expenses for these purposes
include expenses associated with significant non-recurring
litigation including, but not limited to, class action suits and
suits involving the indemnification provisions of the Agreement
of Limited Partnership or any other agreement to which the
Partnership is a party.  By their nature, the dollar amount of
extraordinary expenses cannot be estimated.  All expenses shall
be billed directly and paid for by the Partnership.  The
Partnership's operating expenses for the years 1998-2002 can be
found in the table in Item 6 below.

The Partnership has no Employees.  As of December 31, 2002, the
General Partner had 5 employees.  Further, the General Partner,
in its capacity as a CFTC-regulated commodity pool operator,
contracts certain services of research, administration, client
support and management information systems and analysis to its
affilated company, Capital Management Partners, Inc.   (Capital).
As of December 31, 2002 Capital had 8 employees.

The Partnership's business constitutes only one segment for
financial reporting purposes; and the purpose of this limited
partnership is to trade, buy, sell, spread or otherwise acquire,
hold or dispose of Commodity Interests including futures
contracts, forward contracts, physical commodities and related
options thereon.  The objective of the Partnership's business is
appreciation of its assets through speculative trading in such
Commodity Interests.  Financial information about the
Partnership's business, as of December 31, 2002 is set forth
under Items 6 and 7 herein.

For a description of commodity trading and its regulation, see
the Prospectus filed on Form S-18 and the Confidential Private
Placement Memorandum filed as part of the Form 10 and included
in the exhibits hereto.

The Current Offering

On July 1, 1995 the Partnership reopened for investment as a
Regulation D, Rule 506 private placement offering an unlimited
amount of limited partnership interests.  On September 19, 1996
the Commission accepted a Form 10 - General Form for
Registration of Securities submitted by the Partnership thereby
making the Partnership a public reporting private placement
offering.  It also qualified the Partnership as a "publicly
offered security" as defined in the Employee Retirement Income
Security Act of 1974 (ERISA) rules permitted it to accept
investment of an unlimited amount of plan assets as defined in
ERISA.  Hitherto, as a private placement the Partnership could
accept ERISA plan assets representing no more than 25% of the
total investment in the Partnership.  The limited partnership
interests are offered by the Selling Agent and additional
selling agents with a minimum subscription amount of $26,000
(the minimum subscription amount for employee benefit plans and
individual retirement accounts is $10,000).

Competition

JWH, MLM, and any other advisor(s) of the Partnership, its or
their respective principals, affiliates and employees are free to
trade for their own accounts and to manage other commodity
accounts during the term of the Advisory Agreement and to use
the same information and trading strategy which JWH and/or MLM
obtains, produces or utilizes in the performance of services for
the Partnership through its investment in Everest.  To the extent
that JWH or MLM recommends similar or identical trades to the
Partnership and other accounts which it manages, the Partnership
may compete with those accounts for the execution of the same or
similar trades.

Other trading advisors who are not affiliated with the
Partnership may utilize trading methods which are similar in
some respects to those methods used by JWH, MLM, or any other
future Partnership's advisor(s).  These other trading advisors
could also be competing with the Partnership for the same or
similar trades as requested by the Partnership's advisor(s).


Item 2.	Properties

The Partnership does not utilize any physical properties in the
conduct of its business.  The General Partner uses the offices of
the Selling Agent at no additional charge to the Partnership, to
perform their administrative functions, and the Partnership uses
the offices of the Selling Agent, again at no additional charge
to the Partnership, as its principal administrative offices.


Item 3.	Legal Proceedings

In October 2000, there was a discrepancy between the performance
of the Barclay Futures Index Program (BFIP) as traded for the
Partnership and the Barclay Futures Index (BFI). Certain
transactions executed by Trilogy on behalf of the Partnership
resulted in a loss of approximately $520,000 that was recorded in
the statement of operations. The General Partner believes that
these transactions were not executed in accordance with the
provisions of BFIP and has demanded that Trilogy reimburse the
Partnership for the loss. The parties are currently attempting to
resolve the issue.

Until a final resolution is reached, the parties have agreed that
the management fees otherwise payable to Trilogy under its
advisory contract would be applied as a credit to offset the
losses. The offset is not in settlement, partial settlement, or
indemnification of any kind and is without prejudice to any
rights or claims by either side.  Beginning in November 2000, and
until approximately July 1, 2001, at which time Trilogy was
terminated, all of the management fees that would otherwise be
paid to Trilogy were deposited into a separate account for the
benefit of those limited partners that were limited partners on
November 1, 2000 and to cover the expenses associated with the
collection of the losses. The separate account is not included in
the financial statements of the Partnership. After its
termination, Trilogy demanded that such fees be returned to it.
The General Partner rejected Trilogy's demand and is assessing
its options for collection.

A demand for arbitration was filed with the NFA on October 3,
2002.  Trilogy has responded to the demand for arbitration and
has counterclaimed for the amount of $130,210, together with
attorney's fees, interest and costs of suit.  That figure
represents the amount of management fees, otherwise payable to
Trilogy under its advisory contract, that both parties agreed
would be held as a credit to the Partnership to offset the
losses.  The General Partner has a letter to that effect which
was signed by the president of Trilogy on January 29, 2001.

The General Partner anticipates a hearing in front of an NFA
arbitration panel in the coming months, but no date has been set
for the hearing.  At the present time, the General Partner is
unable to determine whether any of the losses will be recovered.




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

None.

                             PART II


Item 5.	Market for Registrant's Units & Related Security
Holder Matters

        (a) There is no established public market for the Units
and none is expected to develop.

        (b) As of December 31, 2002, there were 20,591.62 Units
held by Limited Partners and 22.07 held by the General Partner.
A total of 15,016.20 Units were redeemed by Limited Partners
and 176.42 units were redeemed by the General Partner from
January 1, 2000 to December 31, 2002.  The Partnership's Fifth
Amended and Restated Agreement of Limited Partnership contains
a full description of redemption and distribution procedures.

        (c) To date no distributions have been made to partners
of the Partnership.

The Agreement of Limited Partnership does not provide for a
regular or periodic cash distributions, but gives the General
Partner sole discretion in determining what distributions, if
any, the Partnership will make to its partners.  The General
Partner has not declared any such distributions to date, and
does not currently intend to declare any such distributions.

<TABLE>

Item 6.	Selected Financial Data

                         1998      1999    2000	   2001     2002

                         (In thousands, except amounts per Unit)
<S>                     <C>      <C>      <C>     <C>     <C>
1. Operating Revenues   $9,170   $(4,695) $ (186) $4,688  $14,528
2. Income (Loss) from
   Continuing Operations 3,756    (9,713) (3,969)  1,284    8,454
3. Income (Loss)
   Per Unit             594.80   (405.66)(133.98)  48.46   405.48
4. Total Assets         57,221    41,849  43,075  42,235   43,174
5. Long Term Obligations   0        0       0        0       0
6. Cash Dividend per Unit  0        0       0        0       0

</TABLE>


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


Liquidity and Capital Resources

Most U.S. commodity exchanges limit by regulations the amount of
fluctuation in commodity futures contract prices during a single
trading day.  These regulations specify what are referred to as
"daily price fluctuation limits" or "daily limits".  The daily
limits establish the maximum amount the price of a futures
contract may vary either up or down from the previous day's
settlement price at the end of a trading session.  Once the
daily limit has been reached in a particular commodity, no
trades may be made at a price beyond the limit.  Positions in
the commodity could then be taken or liquidated only if traders
are willing to effect trades at or within the limit during the
period from trading on such day.  Because the "daily limit" rule
only governs price movement for a particular trading day, it
does not limit losses.  In the past, futures prices have moved
the daily limit for numerous consecutive trading days and
thereby prevented prompt liquidation of futures positions  one
side of the market, subjecting commodity futures traders holding
such positions to substantial losses for those days.

It is also possible for an exchange or the CFTC to suspend
trading in a particular contract, order immediate settlement of
a particular contract, or direct that trading in a particular
contract be for liquidation only.

For the year ended December 31, 2002, Limited Partners redeemed
a total of 6,191.54 Units for $11,104.729 and the General Partner
redeemed a total of  176.42 Units for $325,526.  For the year
ended December 31, 2001, Limited Partners redeemed a total of
2,286.333 Units for $3,783,769 and the General Partner did not
redeem any Units.

During 2002, investors purchased 1,875.77 Units (none of the
units were purchased by the General Partner) for $3,846,131.

As of December 31, 2002, Everest had no credit risk exposure
to a counterparty which is a foreign commodities exchange which
was material.  Everest trades on recognized global futures
exchanges.  In addition, over the counter contracts in the form
of forward foreign currency transaction are traded by Everest.
As of December 31, 2002, the Partnership had 11,749,170 on
deposit at CISFS.  CISFS does not deal in foreign exchange
forwards, but acts as a broker, placing the trades immediately
with large banks having assets in excess of $100 million.  At
the settlement date, all transactions with each of the banks are
netted and any excess or deficit is received from or sent to the
bank.  All of the Partnership's foreign exchange transactions
are transacted in US dollars.

See Footnote 5 of the Financial Statements for procedures
established by the General Partner to monitor and minimize
market and credit risks for the Partnership.  The General Partner
of Everest, reviews on a daily basis reports of Everest's
performance, including monitoring of the daily net asset value of
Everest. The financial situation of the Commodity Broker is
monitored on a monthly basis to monitor specific credit risks.
The Commodity Broker does not engage in proprietary trading and
thus has no direct market exposure which provides the general
partner with assurance that the Partnership, will not suffer
trading losses through the
Commodity Broker.


Results of Operations

The Partnership's assets were traded 50% by the John W. Henry &
Company, Inc. Financial and Metals Portfolio (JWH) until June 30,
2001.  Beginning July 1, 2001 The Partnership invested 100% of
its cash position in the John W. Henry & Company, Inc. Strategic
Allocation Program.  The 50% allocation to Trilogy's Barclay
Futures Index Program was terminated June 30, 2001.

In September the Partnership began an allocation to another
futures index fund, the MLM Index Program, unleveraged, managed
by Mount Lucas Management Corporation (MLM) in Princeton, NJ.

At December 31, 2002 the Partnership had approximately $42.7
million in assets.  JWH's allocation was approximately $41
million and MLM's was approximately $26.6 million.

2002

The Partnership recorded a gain of $8,454,389, or $405.48 per
unit, for the year 2002. That represents a gain of 24.32% for the
year.

The most difficult period for the Partnership in 2002 was the
first quarter, which saw a loss of 12.77%. In March both
managers, the JWH Strategic Allocation Program and the MLM Index
(unleveraged), were substantially negative. JWH had losses in
currencies, particularly the Japanese Yen where government
intervention abruptly brought the yen above the 132 level and
created a volatile trading environment. JWH's positions in the US
dollar versus the British pound, the Swiss franc and the Euro
were negative as well as the yen. Losses were also incurred in
the global stock indices, particularly the Nikkei, DAX, Eurostoxx
and NASDAQ which all started the month on a positive note, but
either failed to continue or simply faltered and reversed trend.
JWH did post smaller overall profits in energies, interest rates,
and metals. After a small gain in January and a small loss in
February, the MLM Index (unleveraged) had a loss of 5.88% for the
month, but the effect for the Partnership was somewhat mitigated
by the fact that the Index program was only approximately one
half allocated to the Partnership. Therefore, the loss from the
Index was approximately 2.96%. For the Index in March, dramatic
reversals, particularly in the energy markets, spurred by the
hope of a US recovery and escalating tension in the Middle East,
resulted in a very difficult month.

For the second quarter of 2002, the Partnership gained 31.43%.
Most of the gains came in May and June, particularly June, and
all of the gains came from JWH. In May JWH had a gain of 9.39%.
The theme for JWH was the weakening of the US dollar. The US
'crisis in confidence' brought about by corporate accounting
scandals and constant government warnings of possible further
terrorist attacks created a widespread repatriation of assets out
of the US. JWH also had profits in metals, with gold and silver
continuing to shine. In June the JWH program had a gain of
20.37%, coming largely form the continued weakness in the US
dollar against the major currencies. Continued accounting
irregularities further depressed the stock market while
triggering a flight from the US dollar. JWH also had profits from
interest rates and agriculturals, with losses coming from metals
as gold retreated form its highs. The MLM Index was negative for
the Partnership in all three months of the second quarter.

In the third quarter the Partnership had a gain of 18.55%. JWH
had solid gains in each month with MLM posting profits in each
month except July. JWH continued to take full advantage of two
recurring themes that have spurred significant trends: the global
economic slowdown and a possible war with Iraq. JWH had profits
in the interest rate sector as rates continued to decline and in
energies as prices continued to go up.

In the fourth quarter, the Partnership had a overall loss of
8.52%. October and November saw losses of 8.97% and 6.84%
respectively, with a gain of 7.88% for December. As had been the
case for the whole year except the first quarter, JWH drove the
performance in both directions, with MLM essentially flat overall
for the quarter. The JWH program was adversely affected in
October by reversals in the fixed income, equity and energy
markets.  Stronger than expected third quarter corporate earnings
as a result of increased operating leverage, one-time asset
sales, and reduced expenses propelled global equity indices
higher. This erased much of the deflationary fears in the market,
pushing interest rates higher. The energy markets acted keenly to
the US government's deferral to the United Nations on the subject
of Iraq. As a result the perceived 'war premium' subsided,
reducing the price of crude oil. In November JWH had its largest
losses in the currency sector, with the Japanese yen the leading
looser followed by the British pound and the Swiss franc. Fixed
income was the second largest losing sector in November with the
almost daily alternation of positive and negative economic
releases form around the world making trading very difficult. JWH
had losses in the global stock indices, especially the Nikkei
225. The Middle East tensions and the United Nations resolutions
continued to affect the energy markets, creating a challenging
environment, with losses for the JWH program. Fortunately for the
Partnership, the JWH program had a strong performance in
December, mostly coming from foreign exchange and fixed income. A
last minute shift out of US assets for year-end considerations
put heavy pressure on the US dollar, and fears of continued slow
economic growth spurred a renewed rally in the bond market.

In summary, the core program of the partnership, the JWH
Strategic Allocation Program, had a very good year. The year 2002
for JWH can be broken up into four parts that closely correspond
to each quarter. The first quarter showed negative performance
due to a lack of trends in any of the major market sectors.
Markets were unable to decide on a direction in the aftermath of
September 11 and the first mild US recession in a decade. The
second quarter corresponded to a major dollar sell off and was
the best performing quarter of the year for JWH with significant
profits being generated in the currency markets. A wider interest
rate differential in favor of Europe, looser monetary policy in
the United States, and an outflow of capital in response to the
poor equity markets, all contributed to this dollar weakening.
This was the most significant adjustment in the dollar rally in
years. The third quarter saw a great decline in interest rates,
with global bond markets rallying in all major countries. This
rally led to significant returns from trading the interest rate
sector. The backdrop for this decline was somewhat anticipated
due to poor to modest economic growth around the world. The
fourth quarter started out with a significant retracement in
interest rates; however, December saw another lowering in the
value of the dollar, and a clear signal ending the long-term
dollar rally, which has lasted since before the introduction of
the Euro.

Behind these adjustments in currencies and bonds, the bear market
in equities around the world continued for the third straight
year. There were significant stock declines, particularly in the
third quarter. In the commodity markets, droughts in the wheat,
corn and soybean belts for the US as well as in Canada and
Australia caused a spike in prices. In spite of the sluggish
world economic growth, the oil market moved higher in response to
Iraq War fears and the Venezuelan oil strike. The gold market saw
one of the biggest moves in years in response to overall market
uncertainty.

The MLM Index (unleveraged) had a losing year for the
partnership. The major loss came in March as a result of reversal
in the energy sector that the system does not rebalance until the
end of each month. Historically, the MLM Index has underperformed
in transition years between expanding and contracting economic
growth of which 2002 was an example. In 2003 we intend to
increase the allocation to MLM to a 100% overlay by the end of
the first quarter or the beginning of the second quarter.

Since the commencement of trading on February 1, 1989 the
Partnership has experienced a cumulative gain of 159.47% through
December 31, 2002.  For further discussion and analysis of
financial condition please refer to the Notes to the Combined
Financial Statements attached hereto.


2001

For the year, the Partnership was negatively correlated to the
equity indices.  The Partnership was positive for the first and
third quarters and negative for the second and fourth quarters.
The S&P 500 was just the opposite.  The Partnership had a
positive result of 2.78% for the year, while the S&P 500 was
negative 13.04%.

The Partnership recorded a gain of $4,275,321 or $163.15 per Unit
for the first quarter of 2001. This compares to a loss of
$5,502,945 or $200.52 per Unit for the first quarter of 2000.

The Partnership continued to employ two different trading
strategies for the first quarter 2001.  The Fund was down 1.08%
in January.  The John W. Henry & Company Financial and Metals
Portfolio (JWH) was profitable for the month due to interest rate
positions.  A significant portion of the positive returns
occurred during the last days of the month surrounding the Fed
cut in rates on January 21st.  In spite of the unusual action of
two 50 basis point rate cuts by the Fed in a single month, bond
prices actually declined by just over 2 points for January.  All
the remaining sections traded, currencies, non-US stock indices
and metals, incurred losses.  The Barclay Futures Index Program
(BFIP) had an allocation of approximately 50% of the Fund's
assets for the first quarter 2001.  In January the Index had a
decline for the Fund of 6.03%.  The largest losses came in the
energies and grains and overall six of the seven sub-indexes (or
sectors) were negative.  The only exception was profits in softs,
especially sugar.  All in all, the Partnership posted a loss of
$455,012 or $17.43 per Unit in January.

The Fund was up 0.78% in February.  The JWH allocation was again
positive with gains in short term interest rates.  The short term
rates reacted to central bank easing and the massive rally in the
Japanese government Bond as the Japanese economy showed signs of
sputtering, realized gains.  After eliminating their zero
interest rate policy last August because of the belief that a
recovery was around the corner, the Bank of Japan is again
following a monetary policy of easing as rates were brought down
15 basis points.  The Japanese stock market reacted and the
Nikkei stock index hit a 15 year low during February.  Currencies
suffered losses for the month as they were affected by a
weakening in the euro, which offset some of the earlier gains
from the beginning of the year.  Late in the month, the euro
tumbled to two-month lows against the dollar in the wake of
Turkey's lira currency float.  Market concerns about European
bank exposure to Turkish assets helped push the euro, already
trending lower during the month, to fresh troughs.  Metals were
slightly unprofitable for the month.  The BFIP allocation of the
Fund lost 1.35%.  The passive index had losses in metals and
currencies and profits in meats, softs, and energies.  Overall,
the Partnership posted a gain of $318,381 or $12.51 per Unit in
February.

The Fund was up 10.42% in March.  The JWH program was up 12.88%
with all four sectors being profitable.  Currencies led the way
due to continued weakness in the Japanese yen, although the other
currencies were also profitable.  Declining interest rates also
helped for the month, led by the Euro Bund and the Japanese
government bond.  Many attributed the strength in bond prices to
be the result of the 'flight to safety' due to continued weakness
in the equity markets.  Stock index trading was mixed and there
was a small gain in metals.  The BFIP gained back its losses from
January and February with a positive 7.49% result in March.  The
gains came in the softs, metals, grains, currencies and energies.
Smaller losses came in meats and financials.  Overall, the
Partnership posted a gain of $4,411,952 or $168.07 per Unit in
March.

The Partnership recorded a loss of $3,358,859 or $128.90 per Unit
for the second quarter of 2001. This compares to a loss of
$4,221,518 or $151.95 per Unit for the second quarter of 2000.

The Partnership continued to employ two different trading
advisors for the second quarter 2001.  The Fund had a loss of
7.31% in April as both advisors suffered losses.  The JWH firm
had reversals of the trends that had created profits in the first
quarter, mostly in currencies and interest rates.  The Barclay
Futures Index Program (BFIP) gave back most of its gains from
March with losses in six out of seven sectors traded. The
Partnership recorded a loss of $3,394,496 or $130.21 per unit in
April.

May was a positive month for the Fund (up 1.51%), with both JWH
and the BFIP showing profits.  On the JWH side, currencies led
the way with the dollar showing strength against the Euro and
Swiss franc.  Profits were also seen in the British pound.
Interest rate positions were slightly negative for JWH, as were
overseas stock indexes and metals.  The BFIP had gains in 5 out
of 7 sectors traded.  They were, in this order, softs, energies,
grains, financials and currencies.  The two losing sectors were
metals and meats. The Partnership recorded a gain of $641,062 or
$24.92 per unit in May.

June saw a loss of 1.41% for the Fund.  The JWH programs were
down 4.29% coming from losses in interest rate and currency
sectors.  However, the JWH losses were somewhat offset by the
BFIP gain of 1.92% coming in six of their seven sectors traded.
The largest gain for BFIP came in softs, following by metals and
energies. The Partnership recorded a loss of $605,424 or $23.61
per Unit in June.


The Partnership recorded a gain of $2,164,094 or $84.89 per Unit
for the third quarter of 2001. This compares to a loss of
$1,597,603 or $58.14 per Unit for the third quarter of 2000.

At September 30, 2001, John W. Henry & Company, Inc. (JWH) was
managing approximately $42 million in allocated assets for the
Partnership, and Mount Lucas Management Corporation's MLM Index
(MLM) was managing approximately $10 million in allocated assets.
As of September 30, the Partnership had approximately $44 million
in assets.

In July, the Partnership had a loss of 3.92%.  The JWH Strategic
Allocation Program replaced the JWH Financial and Metals Program
beginning in July.  The month was one of transition, especially
for the currency markets, with a key reversal in the dollar's
upward movement and growing talk that the dollar trend may be
reaching an end.  The currency sector under performed, while
diversified programs had more modest declines.

In July the MLM Index Program had not yet begun trading.  The
Partnership had a loss of 1,651,375 or $64.87 per Unit in July.

In August, the Partnership had a gain of 5.63%.  The monthly
performance was dominated by the active behavior of the central
banks, with easing by the Fed, the Bank of Japan, and the
European Central Bank (ECB).  These actions drove trends in
interest rates and currencies.  The most significant gains came
in European interest rates and the dollar/Euro exchange rate.

The MLM Program did not trade in August.  The Partnership had a
gain of $2,282,136 or $89.45 per Unit in August.

In September, the Partnership had a gain of 3.59%.  The JWH SAP
Program had a gain of 3.69%, making profits in the global bond
markets.  Bond prices rose as investors came out of equities and
into bonds after the September 11th attacks on America.  Profits
were made in precious metals, where prices rose as they often do
in a crisis.  Profits were also made in overseas stock indices,
which tended to sell off as a reaction to the economic
uncertainties of the month.

The MLM Index Program received its first allocation in the month
of September and posted a gain of 0.67%.  The Partnership
recorded a gain of $1,533,334 or $60.16 per Unit in September.

The Partnership had JWH's Strategic Allocation (SAP) program for
its core investment of approximately $44 million at the beginning
of the fourth quarter.  In addition, the Partnership had a $10
million notional allocation to the MLM Index Program
(unleveraged).

In October JWH SAP had a profit of 3.94%, mostly from gains in
the interest rate sector and energies.  The MLM overlay program
was also slightly positive at 0.31% overall.  The Partnership was
up 3.82% for the month.

In November the Partnership had a loss of 14.72%.  At JWH losses
were concentrated in the fixed-income markets.  Bonds had rallied
much of the year, but this rally was reversed in November with
one of the sharpest sell offs in decades.  Given the previous
strength in fixed income trends, these positions dominated risk
exposure and there were no trends in other markets to offset the
interest rate losses.  The MLM Index Program (unleveraged) had
losses in five out of seven sectors traded.  As sentiment
switched from prolonged recession to swift recovery, commodity
and bond markets were driven against the trends.

In December the Partnership recovered some of November's loss
with a gain of 8.35%.  JWH's gain was 8.61%, primarily from
currencies, especially the Japanese yen.  Although profits were
posted in the European and North American bond positions with new
trends toward higher rates, the interest rate sector was down for
the month due to a loss in the Japanese 10 year bond.  The MLM
had a gain of 0.48% from softs, grains, and currencies.

Overall, the Partnership had a loss of 4.07% for the fourth
quarter.

The Partnership ended the year with gain of $1,283,739.


2000

Despite a robust positive 20.61% for the fourth quarter, the
Partnership had a losing year in 2000.  The lack of trends in the
markets traded by JWH brought a decline through the month of
September, which itself was carried over from the year 1999.  Due
to the fact that JWH had exceeded its worst draw down, its
longest draw down and its previous worst 12, 18, and 24 month
performance, the General Partner reallocated approximately 50% of
the Partnership's assets to the Barclay Futures Index Program
effective August 1, 2000.  This resulted in better results for
August and September than the Partnership would have had with
JWH, as that firm continued to struggle.  However, JWH had a very
strong fourth quarter, while the BFIP was essentially flat.  This
limited the Fund's recovery.

The first quarter saw losses in trading from currencies and
global interest rates.  The period saw large capital shifts out
of the U.S. dollar and overall currency destabilization.

The second quarter saw mixed results, with profits in April
exceeded by losses in May and June.  Early in the quarter,
volatility in stocks led to a stronger U.S. dollar versus the
euro, and profitability for the Partnership.  Later, however,
mixed inflationary signals set the scene for the two major trend
reversals:  the U.S. interest rate markets headed lower and the
euro abruptly reversed its long term downtrend versus the dollar.
The concentration of trading losses was again in the euro for the
end of the second quarter.

The third quarter's losses were essentially half of what they
would have been had the Partnership not allocated approximately
50% of its assets away from JWH to the Barclay Futures Index
Program.  The BFIP was up 1.77% and JWH was down 8.69% for the
quarter.  JWH continued to struggle with interest rates and
currency losses, some due to European Central Bank intervention
to boost the euro.  The BFIP gained overall for the two months
they traded, mostly coming in the energy sector.

The fourth quarter saw large gains by JWH and slightly negative
return from the BFIP.  JWH had profits in currencies and interest
rates.  Despite a positive 20.6% fourth quarter, the Partnership
finished the year with a loss of $3,969,456.

Inflation

Inflation does have an effect on commodity prices and the
volatility of commodity markets; however, inflation is not
expected to have an adverse effect on the Partnership's
operations or assets.


Item 7(A).  Quantitative and Qualitative Disclosures About Market
            Risk

Introduction

Past Results Are Not Necessarily Indicative of Future Performance

The Partnership is a speculative commodity pool.  The market
sensitive instruments held by it are acquired for speculative
trading purposes, and all or substantially all of the
Partnership's assets are subject to the risk of trading loss.
Unlike an operating company, the risk of market sensitive
instruments is integral, not incidental, to the Partnership's
main line of business.

Market movements result in frequent changes in the fair market
value of the Partnership's open positions and, consequently, in
its earnings and cash flow.  The Partnership's market risk is
influenced by a wide variety of factors, including the level and
volatility of interest rates, exchange rates, equity price
levels, the market value of financial instruments, the
diversification effects among the Partnership's open positions
and the liquidity of the markets in which it trades.

The Partnership can acquire and/or liquidate both long and short
positions in a wide range of different financial and metals
markets.  Consequently, it is not possible to predict how a
particular future market scenario will affect performance, and
the Partnership's past performance is not necessarily indicative
of its future results.

Value at Risk is a measure of the maximum amount which the
Partnership could reasonably be expected to lose in a given
market sector.  However, the inherent uncertainty of the
Partnership's speculative trading and the recurrence in the
markets traded by the Partnership of market movements far
exceeding expectations could result in actual trading or
non-trading losses far beyond the indicated Value at Risk or the
Partnership's experience to date (i.e., "risk of ruin").  In
light of the foregoing as well as the risks and uncertainties
intrinsic to all future projections, the inclusion of the
quantification included in this section should not be considered
to constitute any assurance or representation that the
Partnership's losses in any market sector will be limited to
Value at Risk or by the Partnership's attempts to manage its
market risk.

Standard of Materiality

Materiality as used in this section, "Qualitative and
Quantitative Disclosures About Market Risk," is based on an
assessment of reasonably possible market movements and the
potential losses caused by such movements, taking into account
the leverage, optionality and multiplier features of the
Partnership's market sensitive instruments.


Quantifying the Partnership's Trading Value at Risk

Qualitative Forward-Looking Statements

The following quantitative disclosures regarding the
Partnership's market risk exposures contain "forward-looking
statements" within the meaning of the safe harbor from civil
liability provided for such statements by the Private Securities
Litigation Reform Act of 1995 (set forth in Section 27A of the
Securities Act and Section 21E of the Securities Exchange Act of
1934).  All quantitative disclosures in this section are deemed
to be forward-looking statements for purposes of the safe
harbor, except for statements of historical fact.

The Partnership's risk exposure in the various market sectors
traded by the commodity trading advisor is quantified below in
terms of Value at Risk.  Due to the Partnership's mark-to-market
accounting, any loss in the fair value of the Partnership's open
positions is directly reflected in the Partnership's earnings
(realized or unrealized) and cash flow (at least in the case of
exchange-traded contracts in which profits and losses on open
positions are settled daily through variation margin).

Exchange maintenance margin requirements have been used by the
Partnership as the measure of its Value at Risk.  Maintenance
margin requirements are set by exchanges to equal or exceed the
maximum losses reasonably expected to be incurred in the fair
value of any given contract in 95%-99% of any one-day intervals.
The maintenance margin levels are established by dealers and
exchanges using historical price studies as well as an
assessment of current market volatility (including the implied
volatility of the options on a given futures contract) and
economic fundamentals to provide a probabilistic estimate of the
maximum expected near-term one-day price fluctuation.
Maintenance margin has been used rather than the more generally
available initial margin, because initial margin includes a
credit risk component which is not relevant to Value at Risk.

In the case of market sensitive instruments which are not
exchange traded (almost exclusively currencies in the case of
the Partnership), the margin requirements for the equivalent
futures positions have been used as Value at Risk.  In those
rare cases in which a futures-equivalent margin is not
available, dealers' margins have been used.

In quantifying the Partnership's Value at Risk, 100% positive
correlation in the different positions held in each market risk
category has been assumed.  Consequently, the margin
requirements applicable to the open contracts have simply been
aggregated to determine each trading category's aggregate Value
at Risk.  The diversification effects resulting from the fact
that the Partnership's positions are rarely, if ever, 100%
positively correlated have not been reflected.


The Partnership's Trading Value at Risk in Different Market
Sectors

The following table indicates the trading Value at Risk
associated with the Partnership's open positions by market
category as of December 31, 2002.  All open position trading
risk exposures of the Partnership have been included in
calculating the figures set forth below.  As of December 31,
2002, the Partnership's total capitalization was approximately
$42.7 million.

<TABLE>
                                December 31, 2002
<S>
                                           % of Total
Market Sector         Value at Risk       Capitalization
                      <C>                      <C>
Interest Rates        $ 1.56 million           3.65%
Currencies            $ 2.54 million           5.95%
Stock Indices         $ 0.35 million           0.83%
Precious Metals       $ 0.46 million           1.07%
Commodities           $ 0.71 million           1.66%
Energies              $ 2.58 million           6.03%

Total     $ 8.20 million           19.19%

</TABLE>

Material Limitations on Value at Risk as an Assessment of Market
Risk

The face value of the market sector instruments held by the
Partnership is typically many times the applicable maintenance
margin requirement (maintenance margin requirements generally
ranging between approximately 1% and 10% of contract face value)
as well as many times the capitalization of the Partnership.
The magnitude of the Partnership's open positions creates a
"risk of ruin" not typically found in most other investment
vehicles.  Because of the size of its positions, certain market
conditions - unusual, but historically recurring from time to
time - could cause the Partnership to incur severe losses over a
short period of time.  The foregoing Value at Risk table - as
well as the past performance of the Partnership - give no
indication of this "risk of ruin."

Non-Trading Risk

The Partnership has non-trading market risk on its foreign cash
balances not needed for margin.  However, these balances (as
well as any market risk they represent) are immaterial.

The Partnership holds a portion of its assets in cash on deposit
with CIS and CISFS with the remainder on deposit with Horizon
Cash Management, LLC. (Horizon) in short term, highly liquid
investments. The Partnership has cash flow risk on these cash
deposits because if interest rates decline, so will the interest
paid out by CIS and CISFS at the 90-day Treasury bill rate.  In
addition, should short term interest rates decline, so will the
interest earnings for assets on deposit with Horizon.  The
Partnership assets managed by Horizon are deposited in an account
in the custodial department of Brown Brothers Harriman & Co., and
invested in U.S. government securities and other interest-bearing
obligations at the direction of Horizon.  Horizon is responsible
for the investment management of the Partnership's assets not
deposited with CIS as margin monies or held in partnership
operating accounts.  Horizon is registered with the Securities
and Exchange Commission (SEC) as an investment adviser.  Horizon
may invest in U.S. government securities and other instruments as
permitted by the Agreement.  Horizon receives an annual fee of
0.25% payable monthly on the assets it manages.  However, Horizon
only receives its service fee if the accrued monthly interest
income earned on the Partnership's assets managed by Horizon
exceeds the 91-day U.S. Treasury Bill rate.  As of December 31,
2002, the Partnership had approximately $37.7 million in cash on
deposit with CIS, CISFS and Horizon.

Qualitative Disclosures Regarding Primary Trading Risk Exposures

The following qualitative disclosures regarding the
Partnership's market risk exposures - except for (i) those
disclosures that are statements of historical fact and (ii) the
descriptions of how the Partnership and the Trading Advisor
manage the Partnership's primary market risk exposures -
constitute forward-looking statements within the meaning of
Section 27A of the Securities Act and Section 21E of the
Securities Exchange Act.  The Partnership's primary market risk
exposures as well as the strategies used and to be used by the
Trading Advisor for managing such exposures are subject to
numerous uncertainties, contingencies and risks, any one of
which could cause the actual results of the Partnership's risk
controls to differ materially from the objectives of such
strategies.  Government interventions, defaults and
expropriations, illiquid markets, the emergence of dominant
fundamental factors, political upheavals, changes in historical
price relationships, an influx of new market participants,
increased regulation and many other factors could result in
material losses as well as in material changes to the risk
exposures and the risk management strategies of the Partnership.
There can be no assurance that the Partnership's current market
exposure and/or risk management strategies will not change
materially or that any such strategies will be effective in
either the short- or long-term.  Investors must be prepared to
lose all or substantially all of their investment in the
Partnership.

The following were the primary trading risk exposures of the
Partnership as of December 31, 2002, by market sector.

Interest Rates.  Interest rate risk is a major market exposure
of the Partnership.  Interest rate movements directly
affect the price of the sovereign bond positions held by the
Partnership and indirectly the value of its stock index and
currency positions.  Interest rate movements in one country as
well as relative interest rate movements between countries
materially impact the Partnership's profitability.  The
Partnership's primary interest rate exposure is to interest rate
fluctuations in the United States and the other G-7 countries.
However, the Partnership also takes positions in the government
debt of smaller nations - e.g., Australia.  The General Partner
anticipates that G-7 interest rates will remain the primary
market exposure of the Partnership for the foreseeable future.
The changes in interest rates which have the most effect on the
Partnership are changes in long-term, as opposed to short-term,
rates.  Most of the speculative positions held by the
Partnership are in medium to long-term instruments.  However,
since February 2000, the JWH program added a European short rate,
the Euribor, which is closely tied to the actions of the European
Central Bank.  This was done to add short term interest rate
diversification.

Currencies.  The Partnership's currency exposure is to exchange
rate fluctuations, primarily fluctuations which disrupt the
historical pricing relationships between different currencies
and currency pairs.  These fluctuations are influenced by
interest rate changes as well as political and general economic
conditions.  The Partnership trades in a large number of
currencies, including cross-rates - i.e., positions between two
currencies other than the U.S. dollar.  However, the
Partnership's major exposures have typically been in the
dollar/yen, dollar/Euro, dollar/Swiss franc, dollar/Australian
dollar and dollar/pound positions.  The General Partner does not
anticipate that the risk profile of the Partnership's currency
sector will change significantly in the future.  The currency
trading Value at Risk figure includes foreign margin amounts
converted into U.S. dollars with an incremental adjustment
to reflect the exchange rate risk inherent to the dollar-based
Partnership in expressing Value at Risk in a functional currency
other than dollars.

Stock Indices.  The Partnership's primary equity exposure is to
equity price risk in the G-7 countries.  The stock index futures
traded by the Partnership are by law limited to futures on
broadly based indices.  As of December 31, 2001, the Partnership
had no exposure in stock index futures.  Ordinarily the primary
exposures are in the FTSE (England), Nikkei (Japan) and All
Ordinaries (Australia) stock indices.  However, in February 2000,
the JWH firm added the German DAX Index Futures.  The General
Partner anticipates little trading in non-G-7 stock indices.  The
Partnership is primarily exposed to the risk of adverse price
trends or static markets in the major U.S., European and
Japanese indices.  (Static markets would not cause major market
changes but would make it difficult for the Partnership to avoid
being "whipsawed" into numerous small losses.)

Metals.  The Partnership's metals market exposure is to
fluctuations in the price of gold and silver (precious metals)
and the base metals of copper, aluminum, zinc, and nickel at JWH.
At MLM the exposure is gold, silver and copper.

Commodities.  The Partnership's exposure to commodities from MLM
includes corn, soybeans, soybean meal, soybean oil, wheat, and
the softs of coffee, cotton, and sugar.  The program trades live
cattle as well.  JWH also trades a full complement of commodities
in the SAP strategy.

Energy.  The Partnership's exposure to energy contracts on the
MLM side is heating oil, unleaded gasoline, crude oil and natural
gas.  The Partnership also has energy exposure from the JWH SAP
strategy.


Qualitative Disclosures Regarding Non-Trading Risk Exposure

The following were the only non-trading risk exposures of the
Partnership as of December 31, 2002.

Foreign Currency Balances.  The Partnership's primary foreign
currency balances are in Japanese yen, Euros, British
pounds and Australian dollars. The Partnership controls the
non-trading risk of these balances by regularly converting these
balances back into dollars (no less frequently than twice a
month).

Cash Position.  The Partnership holds a portion of its assets in
cash at CIS and CISFS, earning interest at 90% of the average
90-day Treasury bill rate for Treasury bills issued during each
month.  The remainder is held at Horizon in short term liquid
investments.

Qualitative Disclosures Regarding Means of Managing Risk Exposure

The General Partner monitors the Partnership's performance and
the concentration of its open positions, and consults with the
commodity trading advisor concerning the Partnership's overall
risk profile.  If the General Partner felt it necessary to do
so, the General Partner could require the commodity trading
advisor to close out individual positions as well as entire
programs traded on behalf of the Partnership.  However, any such
intervention would be a highly unusual event.  The General
Partner primarily relies on the commodity trading advisor's own
risk control policies while maintaining a general supervisory
overview of the Partnership's market risk exposures.

Risk Management

JWH attempts to control risk in all aspects of the investment
Process - from confirmation of a trend to determining the
optimal exposure in a given market, and to money management
issues such as the startup or upgrade of investor accounts.  JWH
double checks the accuracy of market data, and will not trade a
market without multiple price sources for analytical input.  In
constructing a portfolio, JWH seeks to control overall risk as
well as the risk of any one position, and JWH trades only
markets that have been identified as having positive performance
characteristics.  Trading discipline requires plans for the exit
of a market as well as for entry.  JWH factors the point of exit
into the decision to enter (stop loss).  The size of JWH's
positions in a particular market is not a matter of how large a
return can be generated but of how much risk it is willing to
take relative to that expected return.

To attempt to reduce the risk of volatility while maintaining
the potential for excellent performance, proprietary research is
conducted on an ongoing basis to refine the JWH investment
strategies.  Research may suggest substitution of alternative
investment methodologies with respect to particular contracts;
this may occur, for example, when the testing of a new
methodology has indicated that its use might have resulted in
different historical performance.  In addition, risk management
research and analysis may suggest modifications regarding the
relative weighting among various contracts, the addition or
deletion of particular contracts from a program, or a change in
position size in relation to account equity.  The weighting of
capital committed to various markets in the investment programs
is dynamic, and JWH may vary the weighting at its discretion as
market conditions, liquidity, position limit considerations and
other factors warrant.

JWH may determine that risks arise when markets are illiquid or
erratic, such as may occur cyclically during holiday seasons, or
on the basis of irregularly occurring market events.  In such
cases, JWH at its sole discretion may override computer-generated
signals and may at times use discretion in the application of
its quantitative models, which may affect performance positively
or negatively.

Adjustments in position size in relation to account equity have
been and continue to be an integral part of JWH's investment
strategy.  At its discretion, JWH may adjust the size of a
position in relation to equity in certain markets or entire
programs.  Such adjustments may be made at certain times for
some programs but not for others.  Factors which may affect the
decision to adjust the size of a position in relation to account
equity include ongoing research, program volatility, assessments
of current market volatility and risk exposure, subjective
judgment, and evaluation of these and other general market
conditions.

The Barclay Futures Index Program is an attempt to replicate the
results of the Barclay Futures Index.  It is implemented by
Trilogy Capital Management, LLC in Princeton, New Jersey.

The Barclay Futures Index (the Index) is a passive benchmark
designed to capture and represent the returns inherent in
commercial futures markets.  The Index invests in 25 of the most
liquid, U.S. exchange-traded futures markets, categorized by the
following sectors:  currencies, energy, fixed income, grains,
metals, meats, and softs.  All markets are equally weighted and
there is no leverage.  Though the Index is passive, the positions
taken by the Index will vary, from long to short and have
different contract months, for two reasons.

First, in order to capture returns through price movements, the
Index employs a momentum-following process and takes long or
short positions in each market.  Using the closing prices of the
nearby contract month, a daily Unit Asset Value (UAV) is derived
for each market.  Market positions are generated after the system
compares the various markets' UAV to the prior 13-week moving
average UAVs for those markets.  For markets in which the current
UAV is higher than the moving average, the system indicates a
long signal and if the UAV is lower, it indicates a short signal.
The benchmark can be described as momentum-following in that its
objective is to capture returns in those markets that are
exhibiting a sustained movement in price away from their
historical average.

Second, in order to deal effectively with the relatively short
duration of futures contracts, the Index must implement a
periodic roll strategy.  Current month contracts are rolled when
the open interest in the deferred month contract exceeds that of
the current month.  This method closely follows the activity of
hedgers and maintains exposure in the most liquid contract month.

The objective of the Barclay Futures Index Program is to
replicate the return distribution of the Barclay Futures Index.
In order to achieve this objective, Trilogy may have to alter the
weightings of markets in the Index, from the equal-weighted
assumption employed by the Index, due to the fact that futures
contracts must trade in round lots, and the various contract
amounts are not the same for each market.

The trading rules employed by Trilogy can be described as
momentum following in that they seek to capture returns
associated with short to medium-term price trends.  The current
prices of the securities in the program are compared to recent
historical prices and depending on that relationship, the system
generates a long or short trading signal.

Trilogy also employs a set of rules that define its risk control
and asset allocation systems.  Trilogy may vary its risk control
systems based on market conditions, such as volatility, and will
manage those controls according to each account's specific risk
parameters.  Some of the risk control measures utilized by
Trilogy include, but are not limited to, margin and leverage
limits, standard and semi-deviation of returns, maximum negative
returns, and maximum peak to trough draw-down.  Trilogy employs a
non-linear, dynamic asset allocation method, which incorporates
the risk control measures previously described, to determine the
optimal mix of assets which is expected to achieve an attractive
return distribution.

The trading and risk management systems employed by Trilogy are
predominantly systematic and disciplined and involve very little
human discretion.  However, human discretion may be used to
manage positions during periods of unusual market activity or
when Trilogy believes the risk parameters should be increased or
reduced (within the predefined limits), or in decisions involving
the number of futures contracts required to be purchased or sold
in order to arrive at the specified target allocation prescribed
by the asset allocation program.

Mount Lucas Management Corporation's MLM Index is a recognized
benchmark of the returns available to a futures investor.  It is
based on daily closing prices of the nearby contract month of a
portfolio of the most active futures markets.  Only highly liquid
U.S. futures markets are currently included in the Index; the
choice of markets for a calendar year is made in the December
preceding the start of the year, and markets are not added to or
deleted from the Index during a year.  If a commodity is traded
on more than one futures exchange, only the one with the largest
open interest is included in the Index.  For example, Chicago
Board of Trade wheat has larger open interest than Kansas City
Board of Trade wheat; consequently, Chicago Board of Trade wheat
is included in the Index but Kansas City wheat is not.

The MLM Index trades the following commodities:  Chicago corn,
Chicago soybeans, Chicago soybean meal, Chicago soybean oil,
Chicago wheat, 5-year T-Notes, 10-year T-Notes, Treasury bonds,
heating oil, natural gas, crude oil, unleaded gas, live cattle,
New York gold, New York copper, New York silver, Australian
Dollar, British Pound, Canadian Dollar, Swiss Franc, Japanese
Yen, Euro Currency, New York coffee, New York cotton, and New
York sugar.

All the programs that MLM offers are highly systematized and
limit the extent to which judgmental, discretionary decisions
influence trading.  Consequently, the programs may have less
trading success in markets in which underlying economic
conditions have undergone rapid change.  MLM believes however
that such systematic methods are in the interest of the client
who focuses on long-term performance.  MLM reserves the right to
refine or modify its programs, including, but not limited to,
adding or deleting commodities from the portfolio without
approval by, or prior notice to, the client.



Item 8.	Financial Statements and Supplementary Data

Reference is made to the financial statements and the notes
thereto attached to this report.


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

None.

                         Item III

Item 10.	Directors and Executive Officers of the Registrant.

The General Partner, Everest Asset Management, Inc., is the sole
general partner and commodity pool operator of the Partnership.
It is a Delaware corporation incorporated in 1987, is and has
been registered with the CFTC as a commodity pool operator since
July 1, 1988 and is and has been a member of the National
Futures Association since that date.  Its address is 1100 North
4th Street, Suite 143, Fairfield, Iowa  52556 and its
telephone number is (641) 472-5500.

The officers and directors of the General Partner as of December
31, 2002 are listed below:

Peter Lamoureux.     Mr. Lamoureux, (born in 1950), has been
President, Treasurer and Secretary of the General Partner since
November 1996.  He joined the General Partner and Capital
Management Partners, Inc., a selling agent and affiliate of the
Partnership, in 1991 and has had primary responsibility for
Partnership syndication since October 1994..  Prior to
joining the General Partner, Mr. Lamoureux was Manager of
Refined Products with United Fuels International, Inc., an
energy brokerage firm in Waltham, Massachusetts.  He received
his B.S. in Education from Rhode Island College, R.I.

Janet A. Mullen.  Ms. Mullen, (born in 1948), became Vice
President of Client Services for Everest in August 2000.  She
joined Everest in October 1993 with responsibility for fund
administration, investor services, and certain compliance and
regulatory functions.  Prior to joining Everest, Ms. Mullen was
associated with Zimmerman Capital Group (ZCG) from February 1985
to February 1993, holding positions in the accounting, legal,
insurance, and property management departments.  She was self-
employed as an accountant from February 1993 to October 1993 for
ZCG and other clients.  Ms. Mullen graduated cum laude from
Indiana State University and received an M.S. degree from there
in 1975.

Steven L. Foster.  Mr. Foster, (born in 1948), has been
associated with the General Partner since 1987, initially as its
Chief Executive Officer and a director and since 1991 as a
director.  His term of office as director is annual.  Since
1987, Mr. Foster has been a director of Capital Management
Partners, Inc.  Mr. Foster has served as Executive Vice
President of United Fuels International, Inc., an oil brokerage
firm based in Waltham, Massachusetts, since 1980.  From 1990 to
1994, he served as President of Jillian's Entertainment Corp.
and now serves as Chairman of the Board.  During 1978-1979, Mr.
Foster served as President of Spin Off, Inc., a Boston based
entertainment firm.  From May 1977 until June 1978, Mr. Foster
served as a law clerk and from July 1978 until May 1979 as an
attorney with the firm of Gordon, Hurwitz, Butowski, Baker,
Weitzen and Shalov in New York City.  Mr. Foster received his
J.D. from Boston University, graduating Magna Cum Laude in 1978.
Mr. Foster received his B.A. degree from Brandeis University.

Steven L. Rubin.  Mr. Rubin, (born in 1952), has been associated
with the General Partner as a director since 1987.  His term of
office as director is annual.  Since 1987, Mr. Rubin has been a
director of Capital Management Partners, Inc.  Mr. Rubin has
served as President of United Fuels International, Inc., an oil
brokerage firm based in Waltham, Massachusetts, since 1980.
United Fuels International's affiliated companies include:
United Crude Oil, Inc. based in Westport, Connecticut; United
Crude U.K. based in London; and United Fuels International.  Mr.
Rubin served for one year as an oil broker with Amerex Oil
Associates in Livingston Manor, New York.  Mr. Rubin is a
graduate of Brown University.

Effective June 20, 2002, Teresa M. Prange resigned as Principal
and Chief Financial Officer of Everest Asset Management, Inc.
Effective February 1, 2003, Mr. Lamoureux, President of the
General Partner became the majority shareholder and sole director
of Everest Asset Management, Inc., the General Partner.  Mr.
Rubin and Mr. Foster are no longer principals, directors, or
shareholders.  There are no material changes in the operations of
the firm.

The General Partner does not trade commodities for its own
account but its principals may.  Because of their confidential
nature, records of such trading will not be available to Limited
Partners for inspection.

There have been no material criminal, civil or administrative
actions during the preceding five years or ever against the
General Partner or its principals.


Item 11.  Executive Compensation.

The Partnership has no directors or executive officers.  As a
limited partnership, the business of the Partnership is managed
by its General Partner which is responsible for the
administration of the business affairs of the Partnership and
receives the compensation described in Item 1 "Business" hereof.
The officers and directors of the General Partner receive no
compensation from the Partnership for acting in their respective
capacities with the General Partner.



<TABLE>

Item 12.  Security Ownership of Certain Owners and Management.

          (a) As of December 31, 2002 the following persons
              were known to the Partnership to own beneficially
              more than 5% of the outstanding Units:
<S>
Title of    Name & Address         Amount & Nature      Percent
Class    of Beneficial Owner    of Beneficial Interest  of Class
        <C>                         <C>                   <C>
Units   W. Duke Kimbrell          	2,912.73 Units        14.13%
        P.O. Drawer 1787
        Gastonia, NC  28053

Units   Pamela K. Warlick Trust    	4,121.20 Units        19.99%
        P.O. Box 995
        Gastonia, NC  28052

Units   Shepard C. Kimbrell Trust   4,694.90 Units        22.78%
        P.O. Box 995
        Gastonia, NC  28052


</TABLE>

          (b)  As of December 31, 2002, the General Partner
beneficially owned 22.07 Units or approximately 0.11% of the
outstanding Units of the Partnership.  Mr. Peter Lamoureux,
President of the General Partner owned 5.187 Units or 0.025% of
the outstanding Units.



          (c) As of December 31, 2002, no arrangements were known
to the Partnership, including no pledge by any person of Units of
the Partnership or shares of the General Partner or the
affiliates of the General Partners, such that a change in control
of the Partnership may occur at a subsequent date.


Item 13.  Certain Relationships and Related Transactions.

          (a)     None other than the compensation arrangements
                  described herein.

          (b)     None.

          (c)     None.

    (d)    The Partnership filed Registration Statements on
Form S-18 and Form 10, therefore this information is
not required to be included.


                                 Part IV


Item 14.  Exhibits, Financial Statements, Schedules and
          Reports on Form 8-K

     (a) The following documents are included herein:

         (1)     Financial Statements:

                 	a. 	Independent Auditors Report.

     b.     Statements of Financial Condition as of
            December 31, 2002 and 2001.

     c.	Statements of Operations, Statements of
            Changes in Partners' Equity, and
            Statements of Cash Flows for the years
            ended December 31, 2002, 2001, and 2000.

     d.	Notes to Financial Statements.

     e.	Schedule of Investments as of December 31, 2002.


         (2)  All financial statement schedules have been
omitted because the information required by the schedules
not applicable, or because the information required is
contained in the financial statements included herein or
the notes thereto.

         (3)     Exhibits:

                See the Index to Exhibits annexed hereto.

     (b)     Reports of Form 8-K:

                None.



                        SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the Partnership has duly caused
this report to be signed on its behalf by the undersigned,
thereunto duly authorized.


Date:	July 29, 2003		Everest Futures Fund, L.P.


                              By:  Everest Asset Management, Inc.
                                        (General Partner)


                              By:  /s/ Peter Lamoureux
                              Peter Lamoureux, President
                              Secretary, Treasurer, and Director




Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following persons
on behalf of the Partnership and in the capacities and on the
date indicated.


Date:	July 29, 2003


                            By:  /s/ Peter Lamoureux
                            Peter Lamoureux, President,
                            Secretary, Treasurer, and Director







                           Index to Exhibits:

Exhibit
No.             Description



3.4      Amended and Restated Agreement of Limited Partnership
         dated as of May 1, 1995.

10.5	   Advisory Contract between the Partnership, the General
         Partner and John W. Henry & Company, Inc. dated
         December 1, 1990.

10.6	   Amendment to Advisory Contract between the Partnership,
         the General Partner and John W. Henry & Company, Inc.
         dated April 1, 1995.

10.9	   Certificate of Limited Partnership for Everest Futures
         Fund II L.P. dated March 15, 1996.

10.10	   Limited Partnership Agreement for Everest Futures Fund
         II L.P. dated as of March 29, 1996.

28.1	   Confidential Private Placement Memorandum and Disclosure
         Document dated August 21, 1996.



Notes to the Exhibits:

Exhibits 3.4, 10.5, 10.6, 10.9, 10.10 and 28.1 are incorporated
by reference to the Partnership's Form 10 accepted on September
19, 1996.

The Exhibits referenced above bear the exhibit numbers
corresponding to those indicated in the Partnership's
Registration Statements.

Number of Attached Exhibits

None.





                CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

                   PURSUANT TO 18 U.S.C. SECTION 1350

I, Peter Lamoureux, certify that:

1. I have reviewed this annual report on Form 10-K of Everest Futures
Fund, L.P.;

2. Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this
annual report;

3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report;

4. I am responsible for establishing and maintaining disclosure controls and
procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the
registrant and have:
(a) Designed such disclosure controls and procedures to ensure that material
information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities,
particularly during the period in which this annual report is being prepared;
(b) Evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this annual
report (the "Evaluation Date"); and
(c) Presented in this annual report our conclusions about the effectiveness of
the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;

5. I have disclosed, based on my most recent evaluation, to the registrant's
auditors and the audit committee of registrant's board of directors (or persons
performing the equivalent functions):
(a) All significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and
(b) Any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls; and

6. I have indicated in this annual report whether there were significant
changes in internal controls or in other factors that could significantly
affect internal controls subsequent to the date of our most recent evaluation,
including any corrective actions with regard to significant deficiencies and
material weaknesses.


                         EVEREST FUTURES FUND, L.P.

Date:  July 29, 2003     By:  Everest Asset Management, Inc.,
                                 its General Partner


                         By:    /s/ Peter Lamoureux
                                    Peter Lamoureux
                          Director, President, and Treasurer



                    EVEREST FUTURES FUND, L.P.
                  (An Iowa Limited Partnership)

                      FINANCIAL STATEMENTS

           YEARS ENDED DECEMBER 31, 2002, 2001 AND 2000




                    EVEREST FUTURES FUND, L.P.
                  (An Iowa Limited Partnership)

                        TABLE OF CONTENTS

                                                             Page

Independent Auditors' Reports                                 2

Financial Statements:
  Statements of Financial Condition,                          4
  December 31, 2002 and 2001

  Statements of Operations,
  Years Ended December 31, 2002, 2001 and 2000                5

  Statements of Changes in Partners' Capital,
  Years Ended December 31, 2002, 2001 and 2000                6

Schedule of Investments, December 31, 2002                    7

Schedule of Investments, December 31, 2001                    9



Notes to Financial Statements                                11

Acknowledgement                                              16



The accompanying notes are an integral part of these statements.









                  INDEPENDENT AUDITORS' REPORT


To the Partners
Everest Futures Fund, L.P.

We   have   audited  the  accompanying  statement  of   financial
condition,  including  the schedule of  investments,  of  Everest
Futures  Fund, L.P., (the Partnership) as of December  31,  2002,
and the related statements of operations and changes in partners'
capital  for the year 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.

We  conducted  our  audit in accordance with  auditing  standards
generally  accepted  in  the  United  States  of  America.  Those
standards  require that we plan and perform the audit  to  obtain
reasonable  assurance about whether the financial statements  are
free of material misstatement. An audit includes examining, on  a
test  basis,  evidence supporting the amounts and disclosures  in
the  financial  statements. An audit also includes assessing  the
accounting  principles  used and significant  estimates  made  by
management, as well as evaluating the overall financial statement
presentation.  We  believe that our 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  the  Everest Futures Fund, L.P. as of December 31, 2002,  and
the  results  of its operations and changes in partners'  capital
for the year then ended, in conformity with accounting principles
generally accepted in the United States of America.

/s/ Spicer, Jefferies & Co.
Denver, Colorado
March 21, 2003










                  INDEPENDENT AUDITORS' REPORT


To the Partners
Everest Futures Fund, L.P.

We   have   audited  the  accompanying  statement  of  financial
condition,  including  the schedule of  investments,  of  Everest
Futures  Fund, L.P., (the Partnership) as of December  31,  2001,
and the related statements of operations and changes in partners'
equity  for  each  of  the years in the  two-year  period  ended
December   31,   2001.   These  financial  statements   are   the
responsibility    of    the   Partnership's    General Partner.
Our responsibility  is  to  express an  opinion  on  these
financial statements based on our audits.

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

In  our  opinion,  the  financial statements  referred  to  above
present  fairly, in all material respects, the financial position
of  the  Partnership at December 31, 2001,  and the  results  of
its operations and changes in partners'  equity for each of the
years in the two-year period ended December  31, 2001, in conformity
with accounting principles generally accepted in the United States
of America.

/s/ KPMG LLP
Chicago, Illinois
March 8, 2002

<TABLE>
                    EVEREST FUTURES FUND, L.P.
                  (An Iowa Limited Partnership)

                 STATEMENTS OF FINANCIAL CONDITION

                                                 December 31,
                                               2002       2001

               ASSETS

<S>                                     <C>          <C>
Cash and cash equivalents               $    466,126 $ 20,938,678
Equity in commodity trading accounts:
   Cash                                   14,452,134    8,768,736
   Net unrealized trading gains on
     open contracts                        5,429,931    2,486,233
Investments, at fair value                22,810,860    9,988,541
Interest receivable                           14,624       52,501

      TOTAL ASSETS                      $ 43,173,678 $ 42,234,689


TOTAL LIABILITIES AND PARTNERS' CAPITAL


LIABILITIES:
  Redemptions payable                   $    167,638 $    118,786
  Commissions payable                        150,029      157,564
  Advisor management fee payable              84,985       73,208
  Accrued expenses                            50,322       34,692

      TOTAL LIABILITIES                      452.974      384,250

PARTNERS' CAPITAL:
  General Partner -                           45,742      330,874
    22.07 and 198.49 units outstanding
  Limited Partners -                      42,674,962   41,519,565
    20,591.62 and 24,907.39
    units outstanding

TOTAL PARTNERS' CAPITAL                   42,720,704   41,850,439

TOTAL LIABILITIES AND PARTNERS' CAPITAL $ 43,173,678 $ 42,234,689



                      EVEREST FUTURES FUND, L.P.
                    (An Iowa Limited Partnership)

                       STATEMENTS OF OPERATIONS

                                       Year Ended December 31,
                                    2002         2001        2000


<S>                           <C>          <C>          <C>
TRADING INCOME (LOSS):
 Net realized trading gain    $ 10,740,755 $  5,404,495 $ (6,612,722)
   (loss) on closed contracts
 Change in net unrealized        3,036,849   (2,533,546)   4,349,673
   trading gain (loss)
   on open contracts
 Net foreign currency               13,908       73,233     (360,080)
   translation gain (loss)
 Broker commissions             (2,413,505)  (2,563,850)  (2,492,949)
 Other income                           --           --       36,899

TOTAL TRADING INCOME (LOSS)     11,378,027      380,332   (5,079,229)


 Interest income, net of cash      737,211    1,744,048    2,436,839
   management fees

TOTAL INCOME (LOSS)             12,115,238    2,124,380   (2,642,390)

EXPENSES:
 Management fees                   951,117      751,263    1,262,055
 Incentive fees                  2,645,119       29,399           --
 Administrative expenses            64,613       59,979       65,011

TOTAL EXPENSES                   3,660,849      840,641    1,327,066

NET INCOME (LOSS)             $  8,454,389 $  1,283,739 $ (3,969,456)


NET INCOME (LOSS) PER UNIT OF $     405.48 $      48.46 $    (133.98)
  PARTNERSHIP INTEREST (FOR A
  UNIT OUTSTANDING THROUGHOUT
  EACH YEAR)



                    EVEREST FUTURES FUND, L.P.
                  (An Iowa Limited Partnership)

             STATEMENT OF CHANGES IN PARTNERS' CAPITAL
            YEARS ENDED DECEMBER 31, 2002, 2001 AND 2000


                                              General     Limited
                                  Total       Partner    Partners

<S>                           <C>          <C>          <C>
BALANCES, December 31, 1999   $ 39,980,610 $    347,850 $ 39,632,760

  Sale of 9,828.23              16,006,318           --   16,006,318
  partnership units

  Redemption of 6,538.33        (9,768,550)          --   (9,768,550)
  partnership units

  Net loss                      (3,969,456)     (26,592)  (3,942,864)

BALANCES, December 31, 2000     42,248,922      321,258   41,927,664

  Sale of 1,288.52               2,101,547           --    2,101,547
  partnership units

  Redemption of 2,286.33        (3,783,769)          --   (3,783,769)
  partnership units

  Net income                     1,283,739        9,616    1,274,123

BALANCES, December 31, 2001     41,850,439      330,874   41,519,565

  Sale of 1,875.77               3,846,131           --    3,846,131
  partnership units

  Redemption of 6,367.96       (11,430,255)    (325,526) (11,104,729)
  partnership units

  Net income                     8,454,389       40,394    8,413,995


BALANCES, December 31, 2002   $ 42,720,704 $     45,742 $ 42,674,962






                         EVEREST FUTURES FUND, L.P.
                       (An Iowa Limited Partnership)

                           SCHEDULE OF INVESTMENTS
                              DECEMBER 31, 2002

                                                  Carrying
                          Number    Principal       Value
                            of     (Notional)       (OTE)
                        Contracts

<S>                      <C>   <C>            <C>
Long Positions
 Futures Positions:(6.41%)

  Interest Rates          141  $   24,782,050 $    144,331

  Metals                  475      17,267,824     (122,802)

  Energy                  627      20,776,101    1,051,192

  Agriculture             756      11,373,995      252,849

  Currencies              297      50,220,743      430,590

  Indices               1,031     234,910,156      983,319

                                  359,330,869    2,739,479

 Forward Positions:(8.16%)

  Currencies                      729,609,867    3,485,982

Total long positions            1,088,940,736    6,225,461

Short Positions:
 Futures Positions: (0.57%)

  Interest Rates          105  $   11,948,220 $   (391,000)

  Metals                  165       4,518,400      461,064

  Agriculture             406       5,670,320      167,461

  Currencies               17       1,074,740         (170)

  Indices                  33       2,189,898        6,254

                                   25,401,578      243,609

Forward Positions: (-2.43%)

  Currencies                        4,523,422   (1,039,139)


Total short positions              29,925,000     (795,530)

Total open contracts (12.71%)                    5,429,931





                         EVEREST FUTURES FUND, L.P.
                       (An Iowa Limited Partnership)

                           SCHEDULE OF INVESTMENTS
                              DECEMBER 31, 2002



                                                      Carrying
                                                        Value
                                   Coupon  Maturity     (OTE)
<S>                                <C>     <C>      <C>
Securities Held:
 Maturity Over 60 Days: (53.40%)
  Fannie Mae Medium Term Note      5.75 %  04/15/03 $   2,129,876
  Fannie Mae Medium Term Note      5.00 %  02/14/03       728,012
  Fannie Mae Medium Term Note      3.90 %  04/29/04       403,718
  Fannie Mae Medium Term Note      3.80 %  04/30/04     1,008,803
  Fannie Mae Medium Term Note      3.75 %  05/12/04       706,168
  Fannie Mae Medium Term Note      3.50 %  05/21/04       503,669
  Fannie Mae Medium Term Note      3.50 %  06/24/04     2,921,684
  Fannie Mae Medium Term Note      3.15 %  07/29/04       709,942
  Fannie Mae Medium Term Note      3.00 %  07/29/04     2,798,980
  Fannie Mae Note Term RP          7.25 %  01/15/10       818,059
  Freddie Mac Note                 2.45 %  01/23/04       902,175
  GMAC Mortgage Co LP NT                   01/02/03     3,493,297
  GMAC Mortgage Co LP NT                   01/13/03     1,900,000
  Oneok Inc CP                             01/07/03       499,133
  Oneok Inc CP                             01/13/03     1,896,777
  Oneok Inc CP                             01/15/03       499,567
  Prime Property Fund Inc LP NT            01/17/03       900,000

Total securities maturity over 60 days                 22,810,860

Cash and cash equivalents (1.09%)                         466,129
Cash on deposit with brokers (33.83%)                  14,452,134
Liabilities in excess of other assets (-1.03%)           (438,350)

Net assets (100.0%)                                 $  42,720,704


                      EVEREST FUTURES FUND, L.P.
                     (An Iowa Limited Partnership)

                        SCHEDULE OF INVESTMENTS
                           DECEMBER 31, 2001

<S>                        <C>        <C>            <C>
                                                     Carrying
                           Number of   Principal      Value
Long Positions:            Contracts  (Notional)      (OTE)
 Futures Positions:(-0.46%)

  Interest Rates              104   $ 41,913,844 $    (107,775)

  Metals                      145      4,566,544      (138,334)

  Energy                       10        164,750        (5,650)

  Agriculture                 238      2,646,302        23,737

  Currencies                   17      1,144,320       (13,158)

  Indices                     102      6,568,547        48,711


 Forward Positions:(0.33%)
  Currencies                          36,966,187       137,325

Total long positions                  93,970,494       (55,144)

Short Positions:
 Futures Positions:(0.56%)

  Interest Rates            1,353   $175,470,925 $     468,265

  Metals                      257      7,462,044      (301,266)

  Energy                      417      8,772,217       (15,901)

  Agriculture                 556      7,389,058       132,450

  Currencies                   93     20,230,048       (50,927)

                                     219,324,292       232,621


Forward Positions:(5.52%)
 Currencies

  Swiss Franc                       $ 20,897,415 $    (105,400)
  Euro                                16,448,175       (72,934)
  British Pound                        7,371,000       (43,841)
  Japanese Yen                        55,261,995     2,436,966
  Norway Krone                         1,386,320        (8,535)
  Singapore Dollar                     2,708,000        23,741
  South Africa Rand                    3,594,540        78,759

                                     107,667,445     2,308,756

Total short positions               $326,991,737 $   2,541,377

Total open contracts (5.94%)                     $   2,486,233





                       EVEREST FUTURES FUND, L.P.
                     (An Iowa Limited Partnership)

                        SCHEDULE OF INVESTMENTS
                           DECEMBER 31, 2001


                                                         Carrying
                                                          Value
                                   Coupon   Maturity       (OTE)

<S>                                <C>      <C>          <C>
Securities Held:
 Maturity Over 60 Days:  (23.41%)
  Fannie Mae Medium Term Note      4.55 %   07/23/03   $  1,032,794
  Fannie Mae Medium Term Note      5.38 %   01/22/03      1,894,028
  Fannie Mae Medium Term Note      4.20 %   09/18/03        507,379
  Fannie Mae Medium Term Note      4.31 %   08/15/03      1,017,169
  Federal Home Loan Bank           3.60 %   12/18/03      1,500,000
  Freddie Mac Note                 4.97 %   03/28/03      1,018,214
  Freddie Mac Note                 4.02 %   07/02/02      1,935,239
  U.S. Treasury Note               5.50 %   01/31/03      1,083,718

Total securities maturity over 60 days                    9,988,541

Cash and cash equivalents (50.03%)                       20,938,678
Cash on deposit with brokers (20.96%)                     8,768,736
Liabilities in excess of other assets (-0.34%)             (331 749)

Net assets (100.0%)                                    $ 41,850,439



</TABLE>

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES


Organization

Everest Futures Fund, L.P. (Partnership) is a limited partnership
organized in June 1988, under the Iowa Uniform Limited Partnership Act
(Act) for the purpose of engaging in the speculative trading of
commodity futures and options thereon and forward contracts (Commodity
Interests). The sole General Partner of the Partnership is Everest
Asset Management, Inc. (General Partner). The Partnership clears
futures and options on futures trades through Cargill Investor
Services, Inc. (CIS or Clearing Broker) and forward trading through
CIS Financial Services, Inc. (CISFS or Forwards Currency Broker)
(collectively referred to as the Brokers).

On March 29, 1996, the Partnership transferred all of its assets to
and became the sole limited partner of Everest Futures Fund II, L.P.
(Trading Partnership), a newly formed limited partnership that
invested directly in commodity interests. The co-general partners of
the Trading Partnership were CIS Investments, Inc. (CISI) and the
General Partner (collectively, the General Partners). In July 2000,
the Partnership redeemed approximately 50% of its assets from the
Trading Partnership. Effective as of the close of business August 31,
2000, the Partnership liquidated its remaining investment in the
Trading Partnership. CISI also liquidated its investment in the
Trading Partnership and the Trading Partnership was dissolved in
September 2000.

The Partnership was closed to new investors from July 31, 1989 to
June 30, 1995. Effective July 1, 1995, the Partnership recommenced the
offering as a Regulation D, Rule 506 private placement. The private
placement offering is continuing at a gross subscription price per
unit equal to net asset value per unit, plus an organization and
offering cost reimbursement fee payable to the General Partner, and a
selling commission equal to 1% and 3%, respectively, of net asset
value per unit. The General Partner may waive, in whole or in part,
the selling commission. Partnership interests are distributed through
Capital Management Partners, Inc., an affiliate of the General
Partner, and certain Additional Sellers.

Basis of Presentation

Prior to the dissolution of the Trading Partnership, the accompanying
financial  statements were prepared on a combined basis  and  included
the  accounts  of  the  Partnership and the Trading  Partnership.  All
significant  intercompany  transactions  and   balances   have   been
eliminated  in  the accompanying financial statements.  Certain  prior
year  amounts have been reclassified to be consistent with the current
year presentation.

Cash and Cash Equivalents

Cash equivalents represent short-term highly liquid investments with
remaining maturities of 60 days or less and include money market
accounts, securities purchased under agreements to resell, commercial
paper, and U.S. Government and agency obligations with variable rate
and demand features that qualify them as cash equivalents. These cash
equivalents, with the exception of securities purchased under
agreement to resell, are stated at amortized cost, which approximates
fair value. Securities purchased under agreements to resell, with
overnight maturity, are collateralized by U.S. Government and agency
obligations, and are carried at the amounts at which the securities
will subsequently be resold plus accrued interest.

Revenue Recognition

Commodity futures contracts, forward contracts, physical commodities,
and related options are recorded on the trade date. All such
transactions are recorded on the identified cost basis and marked to
market daily. Unrealized gains and losses on open contracts reflected
in the statements of financial condition represent the difference
between original contract amount and market value (as determined by
exchange settlement prices for futures contracts and related options
and cash dealer prices at a predetermined time for forward contracts,
physical commodities, and their related options) as of the last
business day of the year or as of the last date of the financial
statements.

The Partnership earns interest on 100% of the Partnership's average
monthly cash balance on deposit with the Brokers at a rate equal to
the average 91-day Treasury bill rate for U.S. Treasury bills issued
during that month.

Net Income (Loss) Per Unit of Partnership Interest

Net income  (loss) per unit of partnership interest is the difference
between the net asset value per unit at the beginning and end of each
period.

Fair Value of Financial Instruments

The financial instruments held by the Company are reported in the
statements of financial condition at market or fair value, or at
carrying amounts that approximate fair value, because of their highly
liquid nature and short-term maturity.

Foreign Currency Translation

Assets and liabilities denominated in foreign currencies are
translated at the prevailing exchange rates as of the valuation date.
Gains and losses on investment activity are translated at the
prevailing exchange rate on the date of each respective transaction
while year-end balances are translated at the year-end currency rates.
Realized and unrealized foreign exchange gains or losses are included
in trading income (loss) in the statements of operations.

Income Taxes

No provision for income taxes has been made in the accompanying
financial statements as each partner is responsible for reporting
income (loss) based upon the pro rata share of the profits or losses
of the Partnership.

Use of Estimates

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

NOTE 2 - LIMITED PARTNERSHIP AGREEMENT

The Limited Partners and General Partner share in the profits and
losses of the Partnership in proportion to the number of units or unit
equivalents held by each. However, no Limited Partner is liable for
obligations of the Partnership in excess of their capital contribution
and profits, if any, and such other amounts as they may be liable for
pursuant to the Act. Distributions of profits are made solely at the
discretion of the General Partner.

Responsibility for managing the Partnership is vested solely in the
General Partner. The General Partner has delegated complete trading
authority to an unrelated party (see Note 3).

Prior to the dissolution of the Trading Partnership, the Trading
Partnership bore all expenses incurred in connection with its trading
activities, including commodity brokerage commissions and fees payable
to the trading advisor, as well as legal, accounting, auditing,
printing, mailing, and extraordinary expenses. In addition, the
Trading Partnership bore all of its administrative expenses. After the
dissolution, the Partnership bears all of these expenses.

Limited Partners may cause any or all of their units to be redeemed as
of the end of any month at net asset value on fifteen days' prior
written notice to the Partnership, or such lesser period as is
acceptable to the Partnership. Although the Agreement does not permit
redemptions for the first six months following a Limited Partner's
admission to the Partnership, the Agreement does permit the
Partnership to declare additional regular redemption dates.  The
Partnership will be dissolved at December 31, 2020, or upon the
occurrence of certain events, as specified in the Limited Partnership
agreement.

NOTE 3 - CONTRACTS AND AGREEMENTS

Prior to August 1, 2000, the Partnership's trading advisor was John W.
Henry & Company, Inc. (JWH). Beginning July 1, 2001 JWH began trading
its Strategic Allocation Program with a trading allocation of $40
million. Previously JWH traded its Financial and Metals program. JWH
receives a monthly management fee equal to 0.167% (2% annually) of the
Partnership's or Trading Partnership's (prior to September 2000) month-
end net asset value, as defined, and a quarterly incentive fee of 20%
of the Partnership's or Trading Partnership's (prior to September
2000) new net trading profits, as defined. The monthly management fee
was reduced as of October 1, 2000 from 0.33% (4% annually). The
incentive fee is retained by JWH even though trading losses may occur
in subsequent quarters; however, no further incentive fees are payable
until any such trading losses (other than losses attributable to
redeemed units and losses attributable to assets reallocated to
another advisor) are recouped by the Partnership or Trading
Partnership (prior to September 2000).

Effective August 1, 2000, Trilogy Capital Management, LLC (Trilogy)
was added as a trading advisor. Trilogy was terminated effective June
30, 2001. Trilogy received a monthly management fee of 0.075% (0.9%
annually) of the Partnership's month-end allocated assets as defined
and did not receive an incentive fee.

Effective September 1, 2001, Mount Lucas Management Corporation (MLM)
was added as a trading advisor with an initial allocation of $10
million. This allocation represented notional funding for the
Partnership. MLM receives a monthly management fee of 0.0625% (0.75%
annually) of the Partnership's month-end allocated assets as defined.
Effective February 2003, the management fee was reduced to 0.04167%
(0.50% annually).  As MLM uses the MLM Index, Unleveraged, they do
not receive an incentive fee.

Effective May 2002, CIS charges the Partnership monthly brokerage
commissions equal to .5104% of the Partnership's beginning-of-month
net asset value.  Prior to May 2002, CIS charged the Partnership or
Trading Partnership (prior to September 2000) monthly brokerage
commissions equal to 0.5052% of the Partnership or Trading
Partnership's beginning-of-month net asset value, as defined. Prior to
September 1, 2001, the monthly brokerage commission was 0.5%.  Monthly
brokerage commissions will increase incrementally to 0.5208% as the
trading allocation to MLM increases. The General Partner receives a
management fee of approximately 83% of the brokerage commission
charged by CIS. Net brokerage commissions are recorded in the
statements of operations as a reduction of trading income and the
amounts paid to the General Partner are recorded as management fees.
Prior to September 2000, CISI received a co-general partner fee from
the General Partner equal to 1/12 of .25% of the month-end net asset
value, as defined. Prior to January 1, 1999, CISI received 1/12 of
..40% of the month-end net asset value. CISI no longer acts as co-
general partner and no longer receives a co-general partner fee.

As of December 31, 2002 and 2001, the Partnership had approximately
$42.7 million and $41.8 million in net assets. As of December 31, 2002
and 2001, JWH's allocation was approximately $41 and $40 million,
respectively, and MLM's was approximately $26.6 and $9.9 million of
notional funding, respectively.  The General Partner may replace or
add trading advisors at any time.

A portion of assets (53.9% and 73.3% at December 31, 2002 and 2001,
respectively) are deposited with a commercial bank and invested under
the direction of Horizon Cash Management, Inc. (Horizon). Horizon will
receive a monthly cash management fee equal to 1/12 of .25% (.25%
annually) of the average daily assets under management if the accrued
monthly interest income earned on the Partnership's assets managed by
Horizon exceeds the 91-day U.S. Treasury bill rate.


NOTE 4 - FINANCIAL INSTRUMENTS, OFF-BALANCE SHEET RISKS AND
CONTINGENCIES

The Partnership engages in the speculative trading of U.S. and foreign
futures contracts, options on U.S. and foreign futures contracts, and
forward contracts (collectively derivatives). These derivatives
include both financial and non-financial contracts held as part of a
diversified trading strategy. The Partnership is exposed to both
market risk, the risk arising from changes in the market value of the
contracts; and credit risk, the risk of failure by another party to
perform according to the terms of a contract.

The purchase and sale of futures and options on futures contracts
requires margin deposits with a Futures Commission Merchant (FCM).
Additional deposits may be necessary for any loss on contract value.
The Commodity Exchange Act (CEAct) requires an FCM to segregate all
customer transactions and assets from the FCM's proprietary
activities.

A customer's cash and other property such as U.S. Treasury Bills,
deposited with an FCM are considered commingled with all other
customer funds subject to the FCM's segregation requirements. In the
event of an FCM's insolvency, recovery may be limited to a pro rata
share of segregated funds available. It is possible that the recovered
amount could be less than the total of cash and other property
deposited.

The Partnership has cash on deposit with an interbank market maker in
connection with its trading of forward contracts. In the event of the
interbank market maker's insolvency, recovery of the Partnership
assets on deposit may be limited to account insurance or other
protection afforded such deposits. In the normal course of business,
the Partnership does not require collateral from such interbank market
maker. Because forward contracts are traded in unregulated markets
between principals, the Partnership also assumes a credit risk, the
risk of loss from counter party non-performance.

For derivatives, risks arise from changes in the market value of the
contracts. Theoretically, the Partnership is exposed to a market risk
equal to the value of futures and forward contracts purchased and
unlimited liability on such contracts sold short. As both a buyer and
seller of options, the Partnership pays or receives a premium at the
outset and then bears the risk of unfavorable changes in the price of
the contract underlying the option.

The notional amounts of open contracts at December 31, 2002, as
disclosed in the Schedule of Investments, do not represent the
Partnership's risk of loss due to market and credit risk, but rather
represent the Partnership's extent of involvement in derivatives at
the date of the statement of financial condition.

Net trading results from derivatives for the years ended December 31,
2002, 2001 and 2000, are reflected in the statement of operations and
equal gains (losses) from trading less brokerage commissions. Such
trading results reflect the net gain arising from the Partnership's
speculative trading of futures contracts, options on futures
contracts, and forward contracts.

The Limited Partners bear the risk of loss only to the extent of the
net asset value of their Partnership units.


NOTE 5 - TRADING DISCREPANCY

In October 2000, there was a discrepancy between the performance of
the Barclay Futures Index Program (BFIP) as traded for the Partnership
and the Barclay Futures Index (BFI). Certain transactions executed by
Trilogy on behalf of the Partnership resulted in a loss of
approximately $520,000 that was recorded in the statement of
operations. The General Partner believes that these transactions were
not executed in accordance with the provisions of BFIP and has
demanded that Trilogy reimburse the Partnership for the loss. The
parties are currently attempting to resolve the issue.

Until a final resolution is reached, the parties have agreed that the
management fees otherwise payable to Trilogy under its advisory
contract would be applied as a credit to offset the losses. The offset
is not in settlement, partial settlement, or indemnification of any
kind and is without prejudice to any rights or claims by either side.
Beginning in November 2000, and until approximately July 1, 2001, at
which time Trilogy was terminated, all of the management fees that
would otherwise be paid to Trilogy were deposited into a separate
account for the benefit of those limited partners that were limited
partners on November 1, 2000 and to cover the expenses associated with
the collection of the losses. The separate account is not included in
the financial statements of the Partnership. After its termination,
Trilogy demanded that such fees be returned to it.  The General
Partner rejected Trilogy's demand and is assessing its options for
collection.

A demand for arbitration was filed with the NFA on October 3, 2002.
Trilogy has responded to the demand for arbitration and has
counterclaimed for the amount of $130,210, together with attorney's
fees, interest and costs of suit.  That figure represents the amount
of management fees, otherwise payable to Trilogy under its advisory
contract, that both parties agreed would be held as a credit to the
Partnership to offset the losses.  The General Partner has a letter to
that effect which was signed by the president of Trilogy on January
29, 2001.

The General Partner anticipates a hearing in front of an NFA
arbitration panel in the coming months, but no date has been set for
the hearing.  At the present time, the General Partner is unable to
determine whether any of the losses will be recovered.


NOTE 7 - FINANCIAL HIGHLIGHTS

The following financial highlights show the Partnership's financial
performance for the years ended December 31, 2002 and 2001.  This
information has been derived from information presented in the
financial statements.

<TABLE>
<S>                                            2002        2001
Per share operating performance (1):      <C>          <C>

  Total income (loss)                     $   581.06   $    80.19
  Total expenses                             (175.58)      (31.73)

   Net increase in net asset value            405.48        48.46
    Net asset value, beginning of year      1,666.96     1,618.50
    Net asset value, end of year         $  2,072.44   $ 1,666.96

Selected financial statistics and ratios:

Total return (2)                             24.32 %       2.99 %

Ratio to average net assets:
Total income                                 30.69 %       5.03 %
Expenses                                     (2.57)       (1.92)
Incentive fees                               (6.70)       (0.07)
Total expenses                               (9.27)       (1.99)
Net income                                   21.42         3.04

</TABLE>

(1)  Selected data for a unit of beneficial interest outstanding
throughout the year.

(2)  An individual partner's total returns and ratios may vary from
the above returns based on the timing of contributions and withdrawals.







Acknowledgement
To the best of my knowledge and belief, the information contained here
is accurate and complete.



/s/ Peter Lamoureux
Peter Lamoureux
President
Everest Asset Management, Inc.
General Partner of Everest Futures Fund, L.P.