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 September 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 ____33-96292______

                      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  [ ]

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                    Part 1 - FINANCIAL INFORMATION

Item 1.  Financial Statements.

The unaudited financial statements for the Registrant for the third quarter 
from June 30, 1997, and the nine months, year to date, ended September 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 received notice from its certified public accounting firm which 
conducts its audits that the growth of its Securities and Exchange Commission 
related business had not grown sufficiently to justify the additional expense 
of compliance with the industry and insurance imposed requirements.  
Registrant has elected to continue the suspension of the sale of Units until 
the issue of what accounting firm will conduct its 1997 year end audit is 
resolved.  

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

Item 3.  Defaults Upon Senior Securities

None

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

None

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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 September 30, 1997, to be signed on its behalf by the 
undersigned, thereunto duly authorized.

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



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

Date:      11-12-97

                                         2
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<F1>**************************************************************************
                          Fremont Fund, Ltd. Partnership
                         (An Indiana Limited Partnership)
                      Balance Sheet as of September 30, 1997
                                    (unaudited)

                                      ASSETS

                                                              9/30/97

        Cash        (Note 7)                                30,419.29 
        United States Treasury Obligations  (Note 6)       897,670.87 
        Accrued Interest Receivable                         14,951.06 
        Equity in Commodity Futures Trading Accounts -                        
                Cash   (Note 6)                            103,073.32 
                Net Unrealized Gain on Open Commodity        
                   Futures Contracts   (Note 8)             (1,298.52) 
        Organization Costs, Net of Amortization (Note 1)     1,019.33
                                                         
                Total Assets                             1,045,835.35   


                         LIABILITIES AND PARTNERS' EQUITY
Liabilities:
        Accrued Commissions Payable                          3,024.00 
        Accrued Management and Incentive Fees               11,897.35 
        Accrued Accounting Fees                              6,747.66 
        Due to General Partner                               9,043.52        

                        Total Liabilities                   30,712.53


Partners' Capital :
        Limited Partners - (1236.33 Units)                 990,971.67 
        General Partner   - ( 30.13 Units )                 24,151.15        

                        Total Partners' Capital          1,015,122.82         
                                                              
                Total Liabilities And Partners' Capital  1,045,835.35
        

   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
                      Balance Sheet as of September 30, 1997
                                   (unaudited)

                                     ASSETS

                                                           3rd          YTD
                                                        Qtr, 1997       1997
REVENUES:                                                        
  Realized Gain From Trading on Futures                 (6,941.69)    6,674.80 
  Changes in Value of Open Commodity Futures Positions   9,585.92    (2,149.62)
  Interest Income                                       13,601.85    36,634.78 
  Redistribution of O&O Costs                                0.00    19,752.88 
  Realized Gain from Exchange Fluctuations                  61.18        87.89

        Total Revenues                                  16,307.26    61,000.73 
                                                        
EXPENSES:                                                        
  Commissions                                           30,588.85    82,474.59 
  Management and Incentive Fees                         15,400.24    42,371.84 
  Professional Accounting and Legal Fees                 9,198.91    25,036.37 
  Amortization of Organization Costs                       322.37     1,115.23

  Total Expenses                                        55,510.37   150,998.03 
                                                        
                  Net Loss                             (39,203.11)  (89,997.30)



  Net Loss :
          Per Limited Partnership Unit                     (30.95)      (71.06)
          Per General Partnership Unit                     (30.95)      (71.06)

  Value Per Unit at September 30, 1997                                 $801.00

  Total Partnership Units at September 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)
                           NOTES TO FINANCIAL STATEMENTS
                     for the Period Ended September 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-3
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                          Fremont Fund, Ltd. Partnership
                         (An Indiana Limited Partnership)
                           NOTES TO FINANCIAL STATEMENTS
                     for the Period Ended September 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.

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-4
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                          Fremont Fund, Ltd. Partnership
                         (An Indiana Limited Partnership)
                           NOTES TO FINANCIAL STATEMENTS
                     for the Period Ended September 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-5
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                          Fremont Fund, Ltd. Partnership
                         (An Indiana Limited Partnership)
                           NOTES TO FINANCIAL STATEMENTS
                     for the Period Ended September 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-6
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                          Fremont Fund, Ltd. Partnership
                         (An Indiana Limited Partnership)
                           NOTES TO FINANCIAL STATEMENTS
                     for the Period Ended September 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 on 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.  
The Fund computes the gross contract values on open commodity contracts as of 
December 31 of each year for inclusion in the annual audited reports.

                        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 Fund also computes unrealized gain on open commodity 
future contracts as of December 31 each year.

                                       F-8
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