SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

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

                                    FORM 10-Q

(Mark One)

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

     For the quarterly period ended June 30, 1997

                                       OR

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

     For the transition period from ______________ to ______________

Commission file number ____________

                      Fremont Fund, Limited Partnership
                      ---------------------------------
            (Exact Name of Registrant as Specified  in Its Charter)

Indiana                                               35-1949364
-------                                               ----------
(State or Other Jurisdiction of                       (I.R.S. Employer
Incorporation or Organization)                        Identification No.)

2990 W. 120, Fremont, IN                               46737
----------------------------------------               -----
(Address of Principal Executive Offices)               (Zip Code)

Registrant's Telephone Number, Including Area Code (219) 833-1505
------------------------------------------------------------------------
Former Name, Address and Fiscal Year, if Changed, Since Last Report
No such changes occurred

     Indicate by check [X] 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  [ ]

<PAGE>

                       Part 1 - FINANCIAL INFORMATION

Item 1.  Financial Statements.

The unaudited financial statements for the Registrant for the second quarter 
from March 31, 1997, and the six months, year to date, ended June 30, 1997, 
are attached hereto and made a part hereof.

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

Registrant sold Units of Limited Partnership interests from the end of the 
last reporting period on March 31, through May 7, 1997.  On May 7, 1997, 
Registrant received notice from World Invest Corporation that for business 
reasons unrelated to the offering of Units in the Fund it had elected to cease 
operations as an National Association of Securities Dealers, Inc. ("NASD") 
registered broker dealer.  The General Partner of the Registrant elected to 
suspend sales of the Units until such time as Futures Investment Company 
("FIC"), its Affiliated, Commodity Futures Trading Commission registered 
Introducing Broker became registered as a NASD registered broker dealer.  
FIC's registration with the NASD became effective on June 28, 1997, and sales 
of Units are expected to resume as quickly as other regulatory requirements 
have been completed. 

As of June 30, 1997, Registrant had sold 1,266.46 Units for a total sales 
proceeds of $ 1,054,325.93.  As provided in the Form S-1 filing at Securities 
and Exchange Commission registration no. 33-96292, as Amended by Post 
Effective Amendment Number 1 filed on June 30, 1997, Registrant currently 
intends to sell at total of $5,000,000 in Units.  The Units, when sales are 
resumed, will be sold at the Net Asset Value per Unit as of the end of the 
month in which subscriptions are received by the General Partner.   Purchasers 
of Units must look solely to the redemption feature of the Partnership or for 
the General Partner, in its sole judgment,  to elect to make distributions to 
obtain a return of invested capital or appreciation, if any.   There is no 
current market for the Units sold and none is expected to develop nor is the 
General Partner expected to make distributions.

During the past quarter and, in the future, Registrant, did and will, pursuant 
to the terms of the Partnership Agreement, engage in the business of 
speculative trading of the commodity futures and options markets through the 
services of its sole commodity trading advisor, Mr. Michael Frischmeyer.

Part II - OTHER INFORMATION

Item 1.  Legal Proceedings

None

Item  2.  Changes in Securities 

None
                                         1
<PAGE>

Item 3.  Defaults Upon Senior Securities

None

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

None

Item 5.  Other Information

None

Item 6.  Exhibits and Reports on Form 8-K

(a)  None    (b)  No reports on Form 8-K

                              SIGNATURES

Pursuant to the requirements of Section 13 or 15 (d) of the Securities 
Exchange Act of 1934, the Registrant has duly caused this Form 10-Q for the 
period ended June 30, 1997, to be signed on its behalf by the undersigned, 
thereunto duly authorized.

Registrant:                     Fremont Fund, Limited Partnership
                                By Pacult Asset Management, Incorporated
                                Its General Partner


                                By:_s/_Shira_Del_Pacult____________
                                   Ms. Shira Del Pacult
                                   Sole Director, Sole Shareholder,
                                   President and Treasurer

Date:  August 13, 1997
                                         2
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<F1>**************************************************************************
                          Fremont Fund, Ltd. Partnership
                         (An Indiana Limited Partnership)
                         Balance Sheet as of June 30, 1997
                                    (unaudited)

                                      ASSETS

                                                              6/30/97

        Cash        (Note 7)                                28,104.75 
        United States Treasury Obligations  (Note 6)       910,910.97 
        Accrued Interest Receivable                          6,210.83 
        Equity in Commodity Futures Trading Accounts -                        
                Cash   (Note 6)                            144,233.30 
                Net Unrealized Gain on Open Commodity        
                   Futures Contracts   (Note 8)              6,153.06 
        Organization Costs, Net of Amortization (Note 1)     1,341.70
                                                         
                Total Assets                             1,096,954.61   


                         LIABILITIES AND PARTNERS' EQUITY
Liabilities:
        Accrued Commissions Payable                          3,024.00 
        Accrued Management and Incentive Fees               13,439.35 
        Accrued Accounting Fees                              6,580.55 
        Due to General Partner                              19,584.78        

                        Total Liabilities                   42,628.68


Partners' Capital :
        Limited Partners - (1236.33 Units)               1,029,242.09 
        General Partner   - ( 30.13 Units )                 25,083.84        

                        Total Partners' Capital          1,054,325.93         
                                                              
                Total Liabilities And Partners' Capital  1,096,954.61
        

The accompanying notes are an integral part of the financial statements.

                                       F-1
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                          Fremont Fund, Ltd. Partnership
                         (An Indiana Limited Partnership)
                              Statement of Operations
           for the Quarter Ended June 30, 1997 and Year to Date 1997
                                   (unaudited)

                                     ASSETS

                                                           2nd          YTD
                                                        Qtr, 1997       1997
REVENUES:                                                        
  Realized Gain From Trading on Futures                 (3,350.39)   13,616.49 
  Changes in Value of Open Commodity Futures Positions   8,381.16   (11,735.54)
  Interest Income                                       13,035.81    23,032.63 
  Redistribution of O&O Costs                            2,544.91    19,752.88 
  Realized Gain from Exchange Fluctuations                   5.73        26.71

        Total Revenues                                  20,617.22    44,693.17 
                                                        
EXPENSES:                                                        
  Commissions                                           29,698.30    51,885.74 
  Management and Incentive Fees                         15,177.46    26,971.60 
  Professional Accounting and Legal Fees                 8,655.95    15,837.46 
  Amortization of Organization Costs                       498.08       792.86

  Total Expenses                                        54,029.79    95,487.66 
                                                        
                  Net Loss                             (33,412.57)  (50,794.49)



  Net Loss :
          Per Limited Partnership Unit                     (26.38)      (40.11)
          Per General Partnership Unit                     (26.38)      (40.11)

  Value Per Unit at June 30, 1997                                      $835.73

  Total Partnership Units at June 30, 1997                            1,266.46


The accompanying notes are an integral part of the financial statements.

                                       F-2
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                          Fremont Fund, Ltd. Partnership
                         (An Indiana Limited Partnership)
                              Statement of Cash Flows
           for the Quarter Ended June 30, 1997 and Year to Date 1997
                                   (unaudited)

                                     ASSETS
                                                           2nd          YTD
                                                        Qtr, 1997       1997
Cash Flows From Operating Activities:
  Net Loss                                             (33,412.57)  (50,794.49)
  Adjustments to Reconcile Net Loss to Cash:
           Amortization of Organization Costs              498.08       792.86
  Changes in Operating Assets and Liabilities:
          Increase in Futures Trading Accounts         311,504.84   143,917.56
          Increase in Accrued Interest Receivable        2,066.10    (3,831.91)
          Increase in U.S. Treasury Obligations       (390,279.16) (548,259.16)
          Increase in Mngt. & Incentive Fees Payable     5,136.56     8,803.89 
          Decrease in Accounting Fees Payable             (371.88)     (153.24)
          Increase in Accrued Commissions Payable        4,900.71    14,313.08 
          Decrease in Sales Commissions Payable              0.00    (5,766.00)
          Increase in Audit Fees Payable                 3,000.00     6,000.00 
          Decrease in Due to General Partner           (11,097.78)        0.01
                                                        
          Net Cash Used in Operating Activities       (108,055.10) (434,977.40)
                                                        
  Cash Flows From Investing Activities:
          Decrease in Organization Costs Payable             0.00    (9,774.49)
                                                        
  Cash Flows From Financing Activities:
          Gross Proceeds From Sale of Units             50,400.00   352,363.14
          Less Front End Load                           (5,568.91)  (40,894.67)
                                                        
          Net Cash Provided by 
             Financing Activities                       44,831.09   311,468.47
                                                        
  Net Decrease in Cash                                 (63,224.01) (133,283.42)
                                                        
  Cash:
          Beginning of Period                           91,328.76   161,388.17
          End of Period                                 28,104.75    28,104.75

The accompanying notes are an integral part of the financial statements.

                                       F-3
<PAGE>
                          Fremont Fund, Ltd. Partnership
                         (An Indiana Limited Partnership)
                           NOTES TO FINANCIAL STATEMENTS
                        for the Period Ended June 30, 1997
                                   (unaudited)


1.        NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES

        Fremont Fund, Limited Partnership (the Fund) was formed January 
12, 1995.  The Fund is engaged in speculative trading of futures contracts in 
commodities.  Pacult Asset Management, Inc. is the General Partner and the 
commodity pool operator (CPO) of Fremont Fund, Limited Partnership.  The 
commodity trading advisor (CTA) is Michael J. Frischmeyer, who has the 
authority to trade so much of the Fund's equity as is allocated to him by the 
General Partner.

        Income Taxes  -  In accordance with the generally accepted method  of 
presenting partnership financial statements, the financial statements do not 
include assets and liabilities of the partners, including their obligation for 
income taxes on their distributive shares of the net income of the Fund or 
their rights to refunds on its net loss. 

        Organizational Costs  -  Organizational costs are capitalized and 
amortized over twenty-four months on a straight line method starting when 
operations began, payable from profits or capital subject to a 2% annual 
capital limitation.  All organizational costs paid to date have been 
capitalized.  Amortization expense of $305 was recorded for the year ended 
December 31, 1996.

        Registration Costs  -  Costs incurred for the initial registration with 
the Securities and Exchange Commission, National Association of Securities 
Dealers, Inc., Commodity Futures Trading Commission, National Futures 
Association (the "NFA") and the states where the offering was made were 
accumulated, deferred and charged against the gross proceeds of offering at 
the initial closing.  Recurring registration costs, if any, will be charged to 
expense as incurred.

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

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

                                       F-4
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                          Fremont Fund, Ltd. Partnership
                         (An Indiana Limited Partnership)
                           NOTES TO FINANCIAL STATEMENTS
                        for the Period Ended June 30, 1997
                                   (unaudited)

1.        SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - CONTINUED

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

        Statement of Cash Flows - Net cash provided by operating activities 
includes no cash payments for interest or income taxes for the year ended 
December 31, 1996 since the Fund has no debt nor pays federal income taxes.  
For purposes of the Statement of Cash Flows, the Fund considers only cash and 
money market funds to be cash equivalents.


2.        GENERAL PARTNER DUTIES

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


3.        THE LIMITED PARTNERSHIP AGREEMENT

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

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

                                       F-5
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                          Fremont Fund, Ltd. Partnership
                         (An Indiana Limited Partnership)
                           NOTES TO FINANCIAL STATEMENTS
                        for the Period Ended June 30, 1997
                                   (unaudited)


3.        THE LIMITED PARTNERSHIP AGREEMENT - CONTINUED

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

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

        Allocation of Profit and Loss for Federal Income Tax Purposes - As of 
the end of each fiscal year, the Partnership's realized capital gain or loss 
and ordinary income or loss shall be allocated among the Partners, after 
having given effect to the fees of the General partner and the Commodity 
Trading Advisor and each Partner's share of such items are includable in the 
Partner's personal income tax return.

        Redemption - No partner may redeem or liquidate any Units until after 
the lapse of six months from the date of the investment.   Thereafter, a 
Limited Partner may withdraw, subject to certain restrictions, any part or all 
of his Units from the Partnership at the Net Asset Value per Unit on the last 
day of any month on ten days prior written request to the General Partner.  A 
redemption fee payable to the Partnership of a percentage of the value of the 
redemption request is charged during the first 24 months of investment 
pursuant to the  following schedule:

                 4% if such request is received  ten days prior to the last 
trading day of the month in which the redemption is to be  effective the sixth 
month after the date of the investment in the Fund.  

                 3% if such request is received during the next seven to 
twelve months after the investment.  

                 2% if such request is received during the next thirteen to 
eighteen months.

                 1% if such request is received during the next nineteen to 
twenty-four months.

                 0%,  thereafter.

                                       F-6
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                          Fremont Fund, Ltd. Partnership
                         (An Indiana Limited Partnership)
                           NOTES TO FINANCIAL STATEMENTS
                        for the Period Ended June 30, 1997
                                   (unaudited)


4.        FEES

                 The Fund is charged the following fees on a monthly basis 
since the commencement of trading on November 14, 1996.

                 A management fee of 4% (annual rate) of the Fund's net 
assets allocated to the CTA to trade will be paid to the CTA and 2% of equity 
to the Fund's General Partner.

                 An incentive fee of 15% of "new trading profits" will be 
paid to the CTA.  "New trading profits" includes all income earned by the CTA 
and expense allocated to his activity.  In the event that trading produces a 
loss, no incentive fees will be paid and all losses will be carried over to 
the following months until profits from trading exceed the loss.

                 The Fund will pay fixed commissions of 12% (annual rate) of 
net assets, payable monthly, to the Introducing Broker affiliated with the 
General Partner.  The Affiliated Introducing Broker will pay the costs to 
clear the trades to the futures commission merchant and all PIT Brokerage 
costs which shall include the NFA and exchange fees.


5.        REALIZED GAIN ON EXCHANGE RATE FLUCTUATIONS

                        The Fund is investing in certain foreign currency 
futures contracts.  The difference in the exchange rates from the trade date 
to the end of the fiscal year is being recorded as a realized gain or loss on 
exchange rate fluctuation.  The valuations are at published or best available 
contract market prices as of the close on the last trading day of the period.


6.        PLEDGED ASSETS

                        The U. S. Treasury Obligations and cash in trading 
accounts are pledged as collateral for commodities trading on margin.

                                       F-7
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                          Fremont Fund, Ltd. Partnership
                         (An Indiana Limited Partnership)
                           NOTES TO FINANCIAL STATEMENTS
                        for the Period Ended June 30, 1997
                                   (unaudited)


7.        CONCENTRATIONS OF CREDIT RISK

                        The Fund maintains a substantial  portion of its cash 
balances at The Chicago Corporation, the futures commission merchant where the 
commodity trading advisor places trades pursuant to the terms of the account 
documents and the power of attorney granted to the commodity trading advisor.  
These balances may, at times, exceed federally insured credit limits and also 
be subject to unilateral retention by the futures commission merchant in the 
event of a dispute.


8.        OFF BALANCE SHEET RISK

                        As discussed in Note 1, the Fund is engaged in 
speculative trading of futures an option contracts in commodities.  The 
carrying amounts of the Fund's financial instruments and commodity contracts 
generally approximate their fair values at the end of the reporting period.  
On June 30, 1997, open commodity contracts had a gross contract value of 
$______________ on long positions and $________________ on short positions.

                        Although the gross contract values of open commodity 
contracts represent market risk, they do not represent exposure to credit 
risk, which is limited to the current cost of replacing those contracts in a 
gain position.  The unrealized gain on open commodity future contracts at June 
30, 1997, was $______________.


                                       F-8
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