Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.  20549

     Re:  Alternative Asset Growth Fund, L.P.
          Commission File #0-18500

Dear Sirs:

This filing contains Form 10-Q for the quarter ended September 30, 2003.

                               Very truly yours,



                               Gary D. Halbert, President
                               ProFutures, Inc., General Partner
                               Alternative Asset Growth Fund, L.P.



                         SECURITIES AND EXCHANGE COMMISSION
                              Washington, D.C.  20549

                                     Form 10-Q

                  X  Quarterly Report Under Section 13 or 15(d)
                       of the Securities Exchange Act of 1934

                      For the Quarter Ended September 30, 2003
                                    ------------

                          Commission File Number 0-18500
                                    ------------

                        Alternative Asset Growth Fund, L.P.
                        -----------------------------------

                           (Exact name of Partnership)

       Delaware                                      74-2546493
-----------------------                ------------------------------------
(State of Organization)                (I.R.S. Employer Identification No.)



                                ProFutures, Inc.
                        11612 Bee Cave Road, Suite 100
                              Austin, Texas 78738
                        ------------------------------

                    (Address of principal executive office)

                          Partnership's telephone number
                                 (800) 348-3601
                                 --------------


Indicate by check mark whether the Partnership (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 Partnership 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 whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act).

                                Yes
                                No   X



PART I - FINANCIAL INFORMATION


Item 1.  Financial Statements.


                       ALTERNATIVE ASSET GROWTH FUND, L.P.
                       STATEMENTS OF FINANCIAL CONDITION
        September 30, 2003 (Unaudited) and December 31, 2002 (Audited)
                                 -----------



                                                  September 30,  December 31,
                                                      2003          2002
                                                      ----          ----
ASSETS
  Equity in broker trading accounts
    Cash                                          $ 5,307,953   $ 6,052,289
    Unrealized gain on open futures contracts         143,590       450,588
                                                  -----------   -----------

      Deposits with broker                          5,451,543     6,502,877

  Cash and cash equivalents                           874,477         2,919

  Unrealized gain (loss) on open forward
    contracts                                            (225)            0
                                                  -----------   -----------

      Total assets                                $ 6,325,795   $ 6,505,796
                                                  ===========   ===========

LIABILITIES
  Accounts payable                                $    20,699   $    22,383
  Commissions and other trading fees
    on open contracts                                   5,054         8,471
  Incentive fees payable                               21,006        28,982
  Management fees payable                              54,991        70,135
  Redemptions payable                                  53,528        16,372
                                                  -----------   -----------

      Total liabilities                               155,278       146,343
                                                  -----------   -----------

PARTNERS' CAPITAL (Net Asset Value)
  General Partner - 101 units outstanding at
    September 30, 2003 and December 31, 2002          133,500       133,611
  Limited Partners - 4,587 and 4,726 units
    outstanding at September 30, 2003 and
    December 31, 2002                               6,037,017     6,225,842
                                                  -----------   -----------

      Total partners' capital
        (Net Asset Value)                           6,170,517     6,359,453
                                                  -----------   -----------

                                                  $ 6,325,795   $ 6,505,796
                                                  ===========   ===========


                         See accompanying notes.



                   ALTERNATIVE ASSET GROWTH FUND, L.P.
                    CONDENSED SCHEDULE OF INVESTMENTS
                             September 30, 2003
                                 (Unaudited)
                                 -----------


LONG FUTURES CONTRACTS
----------------------

                                                                 % of Net
             Description                                Value   Asset Value
             -----------                                -----   -----------

             Agricultural                             $  45,300     0.73 %
             Currency                                   211,741     3.43 %
             Energy                                         760     0.01 %
             Interest rate                               84,241     1.36 %
             Metal                                       15,614     0.25 %
             Stock index                               (138,672)   (2.25)%
                                                      ---------    ------

             Total long futures contracts             $ 218,984     3.55 %
                                                      ---------    ------


SHORT FUTURES CONTRACTS
-----------------------

             Agricultural                             $     (18)   (0.00)%
             Currency                                    (4,430)   (0.07)%
             Energy                                     (61,138)   (0.99)%
             Interest rate                              (11,928)   (0.19)%
             Stock index                                  2,120     0.03 %
                                                      ---------    ------

             Total short futures contracts            $ (75,394)   (1.22)%
                                                      ---------    ------

             Total futures contracts                  $ 143,590     2.33 %
                                                      =========    ======

FORWARD CURRENCY CONTRACTS
-------------------------------

                                                                 % of Net
             Description                                Value   Asset Value
             -----------                                -----   -----------

             Long forward currency contracts          $ (11,860)   (0.19)%
             Short forward currency contracts            11,635     0.19 %
                                                      ---------    -------

             Total forward currency contracts         $    (225)    0.00 %
                                                      =========    =======


                         See accompanying notes.



                    ALTERNATIVE ASSET GROWTH FUND, L.P.
                         STATEMENTS OF OPERATIONS
          For the Three Months Ended September 30, 2003 and 2002
                               (Unaudited)
                               -----------



                                                      Three Months Ended
                                                         September 30,
                                                      2003          2002
                                                   ---------     ---------
INCOME
  Futures trading gains (losses)
    Realized                                      $  (538,396)  $ 1,367,270
    Change in unrealized                              371,652         3,022
                                                  -----------   -----------

      Gain (loss) from trading                       (166,744)    1,370,292
                                                  -----------   -----------

  Forward trading gains (losses)
    Realized                                           71,290             0
    Change in unrealized                                 (225)            0
                                                  -----------   -----------

      Gain from trading                                71,065             0
                                                  -----------   -----------

  Interest income                                      15,099        27,743
                                                  -----------   -----------

      Total income (loss)                             (80,580)    1,398,035
                                                  -----------   -----------

EXPENSES
  Brokerage commissions                                36,736        42,113
  Incentive fees                                       21,006       209,675
  Management fees                                     107,798       121,394
  Operating expenses                                   36,584        29,490
                                                  -----------   -----------

      Total expenses                                  202,124       402,672
                                                  -----------   -----------

      NET INCOME (LOSS)                           $  (282,704)  $   995,363
                                                  ===========   ===========

NET INCOME (LOSS) PER GENERAL
  AND LIMITED PARTNER UNIT
    (based on weighted average number of
    units outstanding during the period
    of 4,738 and 4,938, respectively)             $    (59.66)  $    201.55
                                                  ===========   ===========

INCREASE (DECREASE) IN NET ASSET VALUE
  PER GENERAL AND LIMITED PARTNER UNIT            $    (59.64)  $    201.45
                                                  ===========   ===========


                      See accompanying notes.



                    ALTERNATIVE ASSET GROWTH FUND, L.P.
                         STATEMENTS OF OPERATIONS
          For the Nine Months Ended September 30, 2003 and 2002
                               (Unaudited)
                               -----------



                                                       Nine Months Ended
                                                         September 30,
                                                      2003          2002
                                                   ---------     ---------
INCOME
  Futures trading gains (losses)
    Realized                                      $   889,123   $ 1,344,803
    Change in unrealized                             (306,998)      190,460
                                                  -----------   -----------

      Gain from trading                               582,125     1,535,263
                                                  -----------   -----------

  Forward trading gains (losses)
    Realized                                           71,290             0
    Change in unrealized                                 (225)            0
                                                  -----------   -----------

      Gain from trading                                71,065             0
                                                  -----------   -----------

  Interest income                                      54,876        76,426
                                                  -----------   -----------

      Total income                                    708,066     1,611,689
                                                  -----------   -----------

EXPENSES
  Brokerage commissions                               115,769       168,342
  Incentive fees                                      159,089       209,968
  Management fees                                     339,418       337,523
  Operating expenses                                   92,855        79,841
                                                  -----------   -----------

      Total expenses                                  707,131       795,674
                                                  -----------   -----------

      NET INCOME                                  $       935   $   816,015
                                                  ===========   ===========

NET INCOME PER GENERAL
  AND LIMITED PARTNER UNIT
    (based on weighted average number of
    units outstanding during the period
    of 4,788 and 5,144, respectively)             $      0.20   $    158.62
                                                  ===========   ===========

INCREASE (DECREASE) IN NET ASSET VALUE
  PER GENERAL AND LIMITED PARTNER UNIT            $     (1.09)  $    176.39
                                                  ===========   ===========


                      See accompanying notes.



                    ALTERNATIVE ASSET GROWTH FUND, L.P.
       STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (NET ASSET VALUE)
          For the Nine Months Ended September 30, 2003 and 2002
                               (Unaudited)
                               -----------



                              Total             Partners' Capital
                            Number of   ----------------------------------
                              Units     General     Limited       Total
                           -----------  --------  -----------  -----------

Balances at
   December 31, 2002          4,827     $133,611  $ 6,225,842  $ 6,359,453

Net income (loss)for
 the nine months ended
 September 30, 2003                         (111)       1,046          935

Redemptions                    (139)           0     (189,871)    (189,871)
                             ------     --------  -----------  -----------

Balances at
 September 30, 2003           4,688     $133,500  $ 6,037,017  $ 6,170,517
                             ======     ========  ===========  ===========

Balances at
   December 31, 2001          5,438     $106,803  $ 6,225,137  $ 6,331,940


Net income for the
 nine months ended
 September 30, 2002                       19,178      796,837      816,015

Additions                        10       10,000            0       10,000

Redemptions                    (550)           0     (591,233)    (591,233)
                             ------     --------  -----------  -----------

Balances at
 September 30, 2002           4,898     $135,981  $ 6,430,741  $ 6,566,722
                             ======     ========  ===========  ===========


Net asset value
 per unit at
  December 31, 2001                        $  1,164.33
                                           ===========
  September 30, 2002                       $  1,340.72
                                           ===========
  December 31, 2002                        $  1,317.35
                                           ===========
  September 30, 2003                       $  1,316.26
                                           ===========


                        See accompanying notes.



                  ALTERNATIVE ASSET GROWTH FUND, L.P.
                    NOTES TO FINANCIAL STATEMENTS
                              (Unaudited)
                              -----------



Note 1.  ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
         -----------------------------------------------------------

     A.  General Description of the Partnership

         Alternative Asset Growth Fund, L.P. (the Partnership) is a Delaware
         limited partnership which operates as a commodity investment pool.
         The Partnership engages in the speculative trading of futures
         contracts and interbank forward currency contracts.

     B.  Regulation

         As a registrant with the Securities and Exchange Commission, the
         Partnership is subject to the regulatory requirements under the
         Securities Act of 1933 and the Securities Exchange Act of 1934.  As a
         commodity investment pool, the Partnership is subject to the
         regulations of the Commodity Futures Trading Commission, an agency of
         the United States (U.S.) government which regulates most aspects of
         the commodity futures industry; rules of the National Futures
         Association, an industry self-regulatory organization; and the
         requirements of commodity exchanges, Futures Commission Merchants
         (brokers), and interbank market makers through which the Partnership
         trades.

     C.  Method of Reporting

         The Partnership's financial statements are presented in accordance
         with accounting principles generally accepted in the United States of
         America, which require the use of certain estimates made by the
         Partnership's management.  Transactions are accounted for on the trade
         date.  Gains or losses are realized when contracts are liquidated.
         Unrealized gains or losses on open contracts (the difference between
         contract trade price and market price) are reflected in the
         statement of financial condition as a net gain or loss, as there
         exists a right of offset of unrealized gains or losses in accordance
         with Financial Accounting Standards Board Interpretation No. 39 -
         "Offsetting of Amounts Related to Certain Contracts."  Any change in
         net unrealized gain or loss from the preceding period is reported in
         the statement of operations.

         For purposes of both financial reporting and calculation of redemption
         value, Net Asset Value per Unit is calculated by dividing Net Asset
         Value by the total number of units outstanding.

     D.  Brokerage Commissions

         Brokerage commissions include other trading fees and are charged to
         expense when contracts are opened.

     E.  Income Taxes

         The Partnership prepares calendar year U.S. and applicable state
         information tax returns and reports to the partners their allocable
         shares of the Partnership's income, expenses and trading gains or
         losses.



                  ALTERNATIVE ASSET GROWTH FUND, L.P.
               NOTES TO FINANCIAL STATEMENTS (CONTINUED)
                              (Unaudited)
                              -----------



Note 1.  ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
         (CONTINUED)
         -----------------------------------------------------------

     F.  Foreign Currency Transactions

         The Partnership's functional currency is the U.S. dollar; however, it
         transacts business in currencies other than the U.S. dollar.  Assets
         and liabilities denominated in currencies other than the U.S. dollar
         are translated into U.S. dollars at the rates in effect at the date of
         the statement of financial condition.  Income and expense items
         denominated in currencies other than the U.S. dollar are translated
         into U.S. dollars at the rates in effect during the period.  Gains and
         losses resulting from the translation to U.S. dollars are reported in
         income currently.

     G.  Statements of Cash Flows

         The Partnership has elected not to provide statements of cash flows as
         permitted by Statement of Financial Accounting Standards No. 102 -
         "Statement of Cash Flows - Exemption of Certain Enterprises and
         Classification of Cash Flows from Certain Securities Acquired for
         Resale."

     H.  Interim Financial Statements

         In the opinion of management, the unaudited interim financial
         statements reflect all adjustments, which were of a normal and
         recurring nature, necessary for a fair presentation of financial
         position as of September 30, 2003, and the results of operations for
         the three and nine months ended September 30, 2003 and 2002.

Note 2.  GENERAL PARTNER
         ---------------

         The General Partner of the Partnership is ProFutures, Inc., which
         conducts and manages the business of the Partnership.  The Agreement
         of Limited Partnership requires the General Partner to contribute to
         the Partnership an amount equal to at least the greater of (i) 3% of
         aggregate capital contributions of all partners or $100,000, whichever
         is less, or (ii) the lesser of 1% of the aggregate capital
         contributions of all partners or $500,000.

         The Agreement of Limited Partnership also requires that the General
         Partner maintain a net worth at least equal to the sum of (i) the
         lesser of $250,000 or 15% of the aggregate capital contributions of
         any limited partnerships for which it acts as general partner and
         which are capitalized at less than $2,500,000; and (ii) 10% of the
         aggregate capital contributions of any limited partnerships for which
         it acts as general partner and which are capitalized at greater than
         $2,500,000.

         ProFutures, Inc. has callable subscription agreements with ABN AMRO
         Incorporated (ABN), the Partnership's broker, whereby ABN has
         subscribed to purchase (up to $7,000,000 subject to conditions set
         forth in the subscription agreement as amended effective May 20, 2002)
         the number of shares of common stock of ProFutures, Inc. necessary to
         maintain the General Partner's net worth requirements.

         The Partnership pays the General Partner a monthly management fee of
         1/6 of 1% (2% annually) of month-end Net Asset Value.



                  ALTERNATIVE ASSET GROWTH FUND, L.P.
               NOTES TO FINANCIAL STATEMENTS (CONTINUED)
                              (Unaudited)
                              -----------



Note 2.  GENERAL PARTNER (CONTINUED)
         ---------------------------

         Total management fees earned by ProFutures, Inc. for the nine months
         ended September 30, 2003 and 2002 were $99,806 and $88,004,
         respectively.  Such management fees earned for the three months ended
         September 30, 2003 and 2002 were $31,540 and $31,790, respectively.
         Management fees payable to ProFutures, Inc. as of September 30, 2003
         and December 31, 2002 were $10,417 and $10,671, respectively.

Note 3.  COMMODITY TRADING ADVISORS
         --------------------------

         The Partnership has trading advisory contracts with several commodity
         trading advisors to furnish investment management services to the
         Partnership.  Certain advisors receive management fees ranging from 1%
         to 2% annually of Allocated Net Asset Value (as defined in each
         respective trading advisory contract).  In addition, the trading
         advisors receive quarterly incentive fees ranging from 20% to 25% of
         Trading Profits (as defined).

Note 4.  DEPOSITS WITH BROKER
         --------------------

         The Partnership deposits funds with ABN to act as broker, subject to
         Commodity Futures Trading Commission regulations and various exchange
         and broker requirements.  Margin requirements are satisfied by the
         deposit of cash with such broker.  The Partnership earns interest
         income on its assets deposited with the broker.

Note 5.  OTHER MANAGEMENT FEES
         ---------------------

         The Partnership employs a consultant who is paid a monthly fee of 1/6
         of 1% (2% annually) of month-end Net Asset Value for administrative
         services rendered to the Partnership.  Total fees earned by this
         consultant for the nine months ended September 30, 2003 and 2002 were
         $99,806 and $88,004, respectively. Such fees earned for the three
         months ended September 30, 2003 and 2002 were $31,540 and $31,790,
         respectively.

         Kenmar Global Strategies Inc. (Kenmar) assists the General Partner in
         making decisions about which commodity trading advisors to hire, the
         allocations among the advisors and the day-to-day monitoring and risk
         management of the Partnership's trading activities.  Kenmar receives
         a monthly management fee of 1/12 of 1% (1% annually) of month-end Net
         Asset Value.  Fees earned by Kenmar totaled $49,903 and $44,002 for
         the nine months ended September 30, 2003 and 2002, respectively.  Such
         fees earned by Kenmar for the three months ended September 30, 2003
         and 2002 totaled $15,770 and $15,895, respectively.

Note 6.  DISTRIBUTIONS AND REDEMPTIONS
         -----------------------------

         The Partnership is not required to make distributions, but may do so
         at the sole discretion of the General Partner.  A Limited Partner may
         request and receive redemption of units owned, subject to restrictions
         in the Agreement of Limited Partnership.



                  ALTERNATIVE ASSET GROWTH FUND, L.P.
               NOTES TO FINANCIAL STATEMENTS (CONTINUED)
                              (Unaudited)
                              -----------



Note 7.  TRADING ACTIVITIES AND RELATED RISKS
         ------------------------------------

         The Partnership engages in the speculative trading of U.S. and foreign
         futures contracts and forward contracts (collectively, "derivatives").
         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.

         Purchase and sale of futures contracts requires margin deposits with
         the broker.  Additional deposits may be necessary for any loss on
         contract value.  The Commodity Exchange Act requires a broker to
         segregate all customer transactions and assets from such broker's
         proprietary activities.  A customer's cash and other property (for
         example, U.S. Treasury bills) deposited with a broker are considered
         commingled with all other customer funds subject to the broker's
         segregation requirements.  In the event of a broker'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 total cash and other property deposited.

         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 notional contract value of futures and forward contracts
         purchased and unlimited liability on such contracts sold short.

         The Partnership has a portion of its assets on deposit with a
         financial institution in connection with its trading of forward
         contracts and its cash management activities.  In the event of a
         financial institution's insolvency, recovery of Partnership assets
         on deposit may be limited to account insurance or other protection
         afforded such deposits.  Since these forward contracts are traded in
         unregulated markets between principals, the Partnership also assumes
         the risk of loss from counterparty nonperformance.

         The General Partner has established procedures to actively monitor
         market risk and minimize credit risk, although there can be no
         assurance that it will, in fact, succeed in doing so.  The General
         Partner's basic market risk control procedures consist of continuously
         monitoring the trading activity of the various commodity trading
         advisors, with the actual market risk controls being applied by
         Kenmar, as a consultant, and the advisors themselves.  The General
         Partner seeks to minimize credit risk primarily by depositing and
         maintaining the Partnership's assets at financial institutions and
         brokers which the General Partner believes to be creditworthy.  The
         Limited Partners bear the risk of loss only to the extent of the
         market value of their respective investments and, in certain specific
         circumstances, distributions and redemptions received.



                  ALTERNATIVE ASSET GROWTH FUND, L.P.
               NOTES TO FINANCIAL STATEMENTS (CONTINUED)
                              (Unaudited)
                              -----------



Note 8.  FINANCIAL HIGHLIGHTS
         --------------------

         The following information presents per unit operating performance
         data and other supplemental financial data for the three months and
         nine months ended September 30, 2003 and 2002.  This information has
         been derived from information presented in the financial statements.

                                                       Three months ended
                                                          September 30,
                                                       2003          2002
                                                    (Unaudited)   (Unaudited)
                                                    -----------   -----------

         Per Unit Performance
         (for a unit outstanding throughout the entire period)
         -----------------------------------------------------

         Net asset value per unit at
           beginning of period                       $1,375.90     $1,139.27
                                                     ---------     ---------

         Income (loss) from operations:
           Net investment (loss) (1), (3)               (31.72)       (67.39)
           Net realized and change in unrealized
             gain (loss) from trading (2), (3)          (27.92)       268.84
                                                     ---------     ---------

               Total income (loss) from operations      (59.64)       201.45
                                                     ---------     ---------

         Net asset value per unit at
           end of period                             $1,316.26     $1,340.72
                                                     =========     =========

           Total Return (5)                              (4.33)%       17.68 %
                                                        =======       ======

           Supplemental Data

           Ratios to average net asset value: (6)
             Expenses prior to incentive fees (4)         9.23 %        9.83 %
             Incentive fees                               1.34 %       13.65 %
                                                        ------        -------

               Total expenses (1)                        10.57 %       23.48 %
                                                        =======       =======

             Net investment (loss) (4)                   (8.27)%       (8.02)%
                                                        =======       =======


                                                        Nine months ended
                                                          September 30,
                                                       2003          2002
                                                    (Unaudited)   (Unaudited)
                                                    -----------   -----------

         Per Unit Performance
         (for a unit outstanding throughout the entire period)
         -----------------------------------------------------

         Net asset value per unit at
           beginning of period                       $1,317.35     $1,164.33
                                                     ---------     ---------

         Income (loss) from operations:
           Net investment (loss) (1), (3)              (112.04)      (107.09)
           Net realized and change in unrealized
             gain from trading (2), (3)                 110.95        283.48
                                                     ---------     ---------

               Total income (loss) from operations       (1.09)       176.39
                                                     ---------     ---------

         Net asset value per unit at
           end of period                             $1,316.26     $1,340.72
                                                     =========     =========

           Total Return (5)                              (0.08)%       15.15 %
                                                        =======       =======

           Supplemental Data

           Ratios to average net asset value: (6)
             Expenses prior to incentive fees (4)         8.73 %        9.54 %
             Incentive fees                               3.21 %        4.80 %
                                                        -------       -------

               Total expenses (1)                        11.94 %       14.34 %
                                                        =======       =======

             Net investment (loss) (4)                   (7.62)%       (7.79)%
                                                        =======       =======


           Total returns are calculated based on the change in value of a unit
           during the period.  An individual partner's total returns and ratios
           may vary from the above total returns and ratios based on the timing
           of additions and redemptions.

           --------------------
          (1)  Excludes brokerage commissions and other trading fees.
          (2)  Includes brokerage commissions and other trading fees.
          (3)  The net investment (loss) per unit is calculated by dividing
               the net investment (loss) by the average number of units
               outstanding during the period.  The net realized and change in
               unrealized gain (loss) from trading is a balancing amount
               necessary to reconcile the change in net asset value per unit
               with the other per unit information.  Such balancing amount may
               differ from the calculation of net trading gain (loss) per unit
               due to the timing of trading gains and losses during the period
               relative to the number of units outstanding.
          (4)  Excludes brokerage commissions, other trading fees and incentive
               fees.
          (5)  Not annualized.
          (6)  Annualized.



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

         A.  LIQUIDITY:  Substantially all of the Partnership's assets are
             highly liquid, such as cash and open futures and forward
             contracts.  It is possible that extreme market conditions or daily
             price fluctuation limits at certain exchanges could adversely
             affect the liquidity of open futures and forward contracts.  There
             are no restrictions on the liquidity of these assets except for
             amounts on deposit with the brokers needed to meet margin
             requirements on open futures and forward contracts.

         B.  CAPITAL RESOURCES:  Since the Partnership's business is the
             purchase and sale of various commodity interests, it will make
             few, if any, capital expenditures.

             The Partnership's offering of Units of Limited Partnership
             Interest terminated in 1991.

         C.  RESULTS OF OPERATIONS:  The Partnership's net income for the
             nine months ended September 30, 2003 and 2002 totaled:

                                                        2003          2002
                                                        ----          ----

              Three months ended March 31            $  337,665    $ (465,616)
              Three months ended June 30                (54,026)      286,268
              Three months ended September 30          (282,704)      995,363
                                                     ----------    ----------

                     Nine months ended September 30  $      935    $  816,015
                                                     ==========    ==========


         As of September 30, 2003, 4,688 Units are outstanding, including 101
         General Partner Units, with an aggregate Net Asset Value of $6,170,517
         ($1,316.26 per Unit).  This represents a decrease in Net Asset Value
         of $(188,936) compared with December 31, 2002, due to redemptions of
         limited partner units exceeding net income for the nine months ended
         September 30, 2003.

         As of September 30, 2002, 4,898 Units are outstanding, including 101
         General Partner Units, with an aggregate Net Asset Value of $6,566,722
         ($1,340.72 per Unit).  This represents an increase in Net Asset Value
         of $234,782 compared with December 31, 2001.  The increase is caused
         by a net gain for the nine months ended September 30, 2002 offset by
         redemptions of limited partner units.

         Third Quarter 2003
         ------------------

         The economy continued to improve in the third quarter.  The equity
         markets were mostly up.  Most analysts expect the economy to continue
         to improve for the remainder of the year.

         The Partnership had a loss of 3.70% in July.  The Partnership had
         losses in bonds and other interest rate contracts and foreign
         currencies.  There were gains in stock indexes, metals, energy and
         certain agricultural commodities.

         In August 2003, the Partnership had a gain of 0.81%.  The Partnership
         had gains in foreign currencies, energy, stock indexes and metals.
         There were losses in bonds and certain agricultural commodities.

         In September 2003, the Partnership had a loss of 1.46%.  The
         Partnership had gains in foreign currencies, which were offset by
         losses in energy.  The other sectors were generally flat.

         The Partnership had a total return of (4.33)% for the quarter and
         (0.08)% for the nine months ended September 30, 2003.  For the third
         quarter 2003, the majority of the Partnership's trading gains were in
         stock indexes and the largest loss was in energy.  In September 2003,
         one new trader, Conquest Capital, was added to the Partnership.

         Second Quarter 2003
         -------------------

         Futures were somewhat more stable in the second quarter as compared to
         the first.  The war with Iraq ended, and the stock markets began a
         steady climb that lasted through the end of the quarter.

         In April 2003, the Partnership had a loss of 0.09%.  There were gains
         in currencies, primarily because of the falling dollar.  However,
         these gains were mostly offset by losses in nearly all of the other
         sectors.

         In May 2003, the Partnership gained 4.80%.  The Partnership had gains
         in interest rates, especially bonds.  There were also gains in
         currencies, metals and stock indexes.  There were some losses in
         energy and certain agricultural commodities.

         In June 2003, the Partnership had a loss of 5.28%.  There were losses
         in interest rates, especially bonds.  There were also losses in
         energy, metals and certain agricultural commodities.  Most other
         sectors were basically flat.

         At the beginning of June 2003, notional funds were added back to
         trading, as the leverage was increased back to 150%.  This is about
         the same level as before the notional funds were temporarily
         eliminated several months ago.

         The Partnership had a total return of (0.82)% for the quarter and
         4.44% for the six months ended June 30, 2003.  For the second
         quarter 2003, the majority of the Partnership's trading gains were
         in foreign currencies and the largest loss was in metals.

         First Quarter 2003
         ------------------

         The futures markets were quite volatile in the first quarter
         of 2003.  The looming war with Iraq caused energy prices to
         skyrocket.  Many other markets were choppy due to this
         uncertainty.  Consumer confidence dropped dramatically.  The
         traders were able to capitalize on the volatility in the markets.

         In January 2003, the Partnership gained 6.01%.  There were large
         gains in foreign currencies and energy, with smaller gains in
         interest rates, precious and base metals and stock indexes.  There
         were small losses in grains.

         In February 2003, the Partnership gained 5.66%.  There were large
         gains in energy, with smaller gains in interest rates and
         currencies.  These were offset by losses in stock indexes and
         metals.  Most other sectors were basically flat.

         In February 2003, the Partnership eliminated any notional funding
         and traded at 100% of assets, rather than 150% of assets (with
         notional funding).  One advisor, Campbell & Company, also scaled
         back their open positions.  These changes were made due to the
         uncertainty of the pending war with Iraq.

         In March 2003, the Partnership lost 5.98%.  There were large
         losses in most sectors, especially energy, after oil prices
         dropped.  Some of the gains from the previous two months were
         reversed in March.

         Also in March 2003, Quay Capital Management had a change of
         its top management, resulting in the departure of one of the
         principals responsible for trading the account.  As a result,
         they were terminated as one of the Advisors in the Partnership.
         No replacement Advisor was selected by month-end.

         Overall, the Partnership had a total return of 5.31% for the three
         months ended March 31, 2003.  The majority of the Partnership's
         trading gains were in energy and foreign currencies and the
         largest loss was in stock index futures.

         Third Quarter 2002
         ------------------

         The futures markets continued to be volatile in the third quarter
         of 2002.  The equity markets suffered losses during the quarter,
         which significantly impacted the commodities markets.  The looming
         threat of war with Iraq also had an impact on the markets,
         especially oil and gas futures.

         In July, the Partnership gained 8.13%.  There were gains in
         interest rates and stock indexes along with gains in certain
         agricultural commodities.  Those gains were partially offset
         by losses in the energy complex and metals.

         In August, the Partnership gained another 3.42%.  Again, there
         were gains in interest rate markets.  There were also gains in
         energy, precious metals, grains and livestock.  There were losses
         in foreign currencies, stock index futures, and base metals.

         In September, the Partnership had another gain of 5.24%.  There
         were gains in interest rates along with additional gains in stock
         indexes and energy.  There were losses in precious metals.

         The Partnership had a total return of 17.68% for the quarter and
         15.15% for the nine months ended September 30, 2002.  For the
         third quarter 2002, the majority of the Partnership's trading
         gains were in interest rate futures and stock index futures and
         the largest loss was in foreign currencies.

         Second Quarter 2002
         -------------------

         The futures markets continued to be volatile in the second quarter
         of 2002, though there was a surge at the end of the quarter.  The
         extreme volatility of the equity markets, mainly on the downside,
         had a major impact on the commodities markets.  Many of the US and
         overseas stock indexes and foreign currencies were very active.
         Some of this was the result of the corporate scandals that
         continue to rock the markets.

         In April, the Partnership lost 5.15%.  Although there were gains
         in Swiss Francs, natural gas, and Euros, they were more than
         offset by losses in the German Stock Index, the Japanese Yen,
         Euribor futures, the NASDAQ 100, and various bond futures.

         In May, the Partnership was essentially flat, with a loss of .17%.
         There were gains in foreign currencies due to the drop of the U.S.
         dollar.  There were also gains in precious metals and agricultural
         commodities.  The gains were offset by losses in the energy
         complex, interest rates and some metals.

         In June, the Partnership had a gain of 11.46%.  There were gains
         in Euro futures and the Swiss Franc, and also a gain in EuroDollar
         futures.  There were also gains in various stock and bond indexes.
         There were losses in British Pounds, the Nikkei Stock Index, and
         Gold, but these were more than offset by the gains.

         The Partnership had a total return of 5.53% for the quarter and
         (2.15)% for the six months ended June 30, 2002.  For the second
         quarter 2002, the majority of the Partnership's trading gains
         were in foreign currencies and the largest loss was in the energy
         markets.

         First Quarter 2002
         ------------------

         The futures markets remained choppy in the first quarter of 2002.
         While the economy was showing some signs of improvement, there
         were also some negative signs that caused uncertainty.  The
         troubles in the Middle East lead to large increases in oil and gas
         prices.  Gold prices also moved higher early in the quarter, but
         gave back some of their gains at the end of the quarter.

         In January 2002, the Partnership lost 5.00%.  There were large
         losses in stock indexes and agricultural commodities.  Large
         losses were also incurred in interest rates and metals.  Many of
         the other sectors were essentially flat.

         In February 2002, the Partnership lost 6.74%.  The Partnership
         once again experienced losses in stock indexes and interest rates.
         In addition, there were also losses in the energy complex and
         foreign currencies.  There were some gains in agricultural
         commodities and precious metals.  These however, were not enough
         to offset the losses for the month.

         In March 2002, the Partnership managed to gain 4.66%.  There were
         gains in the energy complex, including Brent Crude Oil and
         Unleaded Gas.  There were also some gains in bonds and stock
         indexes.  There were losses in currencies, including the Japanese
         Yen and the Swiss Franc.  There were also some small losses in
         cotton and aluminum.  These losses however were not enough to
         offset the gains.

         For the first quarter 2002, the Partnership's losses overall were
         primarily due to currencies and stock index futures.

         Market and Credit Risk
         ----------------------

         The General Partner, directly and/or indirectly through its
         consultant, has established procedures to actively monitor
         market risk and minimize credit risk, although there can be no
         assurance that it will, in fact, succeed in doing so.  The
         General Partner's basic market risk control procedures consist of
         continuously monitoring the trading activity of the various
         trading advisors, with the actual market risk controls being
         applied by Kenmar, as a consultant, and the advisors themselves.  The
         General Partner seeks to minimize credit risk primarily by depositing
         and maintaining the Partnership's assets at financial institutions and
         brokers which the General Partner believes to be creditworthy.  The
         Limited Partners bear the risk of loss only to the extent of the
         market value of their respective investments and, in certain
         specific circumstances, distributions and redemptions received.

         Due to the speculative nature of trading commodity interests, the
         Partnership's income or loss from operations may vary widely from
         period to period.  Management cannot predict whether the
         Partnership's future Net Asset Value per Unit will increase or
         experience a decline.

         PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS.

         D.  POSSIBLE CHANGES:  The General Partner reserves the right to
             terminate certain and/or engage additional commodity trading
             advisors in the future and reserves the right to change any of
             the Partnership's clearing arrangements.


Item 3.  Quantitative and Qualitative Disclosures About Market Risk

         Not Applicable.


Item 4.  Controls and Procedures

ProFutures, Inc. as general partner of Alternative Asset Growth Fund, L.P.,
with the participation of the general partner's President and Chief Financial
Officer, has evaluated the effectiveness of the design and operation of its
disclosure controls and procedures with respect to the Partnership within 90
days of the filing date of this quarterly report, and, based on their
evaluation, have concluded that these disclosure controls and procedures are
effective.  There were no significant changes in the general partner's internal
controls with respect to the Partnership or in other factors applicable to the
Partnership that could significantly affect these controls subsequent to the
date of their evaluation.


PART II - OTHER INFORMATION


Item 1.  Legal Proceedings.

         None.

Item 2.  Changes in Securities.

         None.

Item 3.  Defaults Upon Senior Securities.

         Not Applicable.

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.

         There were no reports filed on Form 8-K.

         Exhibits filed herewith:

         31.01  Certification of Gary D. Halbert, President, pursuant to Rules
                13a-14 and 15d-14 of the Securities Exchange Act of 1934.

         31.02  Certification of Debi B. Halbert, Chief Financial Officer,
                pursuant to Rules 13a-14 and 15d-14 of the Securities Exchange
                Act of 1934.

         32.01  Certification of Gary D. Halbert, President, pursuant to 18
                U.S.C. Section 1350 as enacted by Section 906 of the Sarbanes-
                Oxley Act of 2002.

         32.02  Certification of Debi B. Halbert, Chief Financial Officer,
                pursuant to 18 U.S.C. Section 1350 as enacted by Section 906
                of the Sarbanes-Oxley Act of 2002.



SIGNATURE


Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

                                    Alternative Asset Growth Fund, L.P.
                                    (Registrant)



                                    /s/ Gary D. Halbert
                                    -----------------------------------
                                    Gary D. Halbert, President
                                    ProFutures, Inc., General Partner
                                    Alternative Asset Growth Fund, L.P.



                               EXHIBIT 31.01

                               CERTIFICATION
                               -------------



I, Gary D. Halbert, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Alternative Asset
Growth Fund, L.P.;

2. Based on my knowledge, this quarterly 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 quarterly
report;

3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly 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 quarterly report;

4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we 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 quarterly 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
quarterly report (the "Evaluation Date"); and

c) presented in this quarterly report our conclusions about the effectiveness
of the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on
our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent function):

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. The registrant's other certifying officers and I have indicated in this
quarterly report whether or not 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.



Date:  November 10, 2003
       ----------------------------------



/s/ Gary D. Halbert
-----------------------------------------
Gary D. Halbert, President
ProFutures, Inc., General Partner



                               EXHIBIT 31.02

                               CERTIFICATION
                               -------------



I, Debi B. Halbert, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Alternative Asset
Growth Fund, L.P.;

2. Based on my knowledge, this quarterly 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 quarterly
report;

3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly 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 quarterly report;

4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we 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 quarterly 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
quarterly report (the "Evaluation Date"); and

c) presented in this quarterly report our conclusions about the effectiveness
of the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on
our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent function):

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. The registrant's other certifying officers and I have indicated in this
quarterly report whether or not 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.



Date:  November 10, 2003
       ----------------------------------


/s/ Debi B. Halbert
-----------------------------------------
Debi B. Halbert, Chief Financial Officer
ProFutures, Inc., General Partner



                               EXHIBIT 32.01

                               CERTIFICATION
                               -------------



I, Gary D. Halbert, the President of ProFutures, Inc. as general partner of
Alternative Asset Growth Fund, L.P., certify that (i) the Form 10-Q for the
quarter ended September 30, 2003 of Alternative Asset Growth Fund, L.P. fully
complies with the requirements of Section 13(a) or 15(d) of the Securities
Exchange Act of 1934 and (ii) the information contained in the Form 10-Q for
the quarter ended September 30, 2003 fairly presents, in all material respects,
the financial condition and results of operations of Alternative Asset Growth
Fund, L.P.

                                         ALTERNATIVE ASSET GROWTH FUND, L.P.
                                         By:  ProFutures, Inc., General Partner



                                         By:  /s/ Gary D. Halbert
                                              ---------------------------------
                                              Gary D. Halbert
                                              President
                                              November 10, 2003



                               EXHIBIT 32.02

                               CERTIFICATION
                               -------------



I, Debi B. Halbert, the Chief Financial Officer of ProFutures, Inc. as general
partner of Alternative Asset Growth Fund, L.P., certify that (i) the Form 10-Q
for the quarter ended September 30, 2003 of Alternative Asset Growth Fund, L.P.
fully complies with the requirements of Section 13(a) or 15(d) of the
Securities Exchange Act of 1934 and (ii) the information contained in the Form
10-Q for the quarter ended September 30, 2003 fairly presents, in all material
respects, the financial condition and results of operations of Alternative
Asset Growth Fund, L.P.

                                         ALTERNATIVE ASSET GROWTH FUND, L.P.
                                         By:  ProFutures, Inc., General Partner



                                         By:  /s/ Debi B. Halbert
                                              ---------------------------------
                                              Debi B. Halbert
                                              Chief Financial Officer
                                              November 10, 2003