<PAGE>   1
                                    FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

(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, 1995

                                       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       0-17737

                        Fiduciary Capital Partners, L.P.
             (Exact name of registrant as specified in its charter)

                  Delaware                           86-0653600
         (State of organization)                  (I.R.S. Employer
                                                 Identification No.)

              410 17th Street
                 Suite 400
             Denver, Colorado                          80202
          (Address of principal                      (Zip Code)
            executive offices)

        Registrant's telephone number, including area code (800) 866-7607

         Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes  X  No    .
                                              ---    ---

<PAGE>   2
                        Fiduciary Capital Partners, L.P.
                      Quarterly Report on Form 10-Q for the
                        Quarter Ended September 30, 1995

                                Table of Contents

<TABLE>
<CAPTION>
                                                                       Page
                                                                       ----
<S>         <C>                                                         <C>
Part I.     FINANCIAL INFORMATION

            Item 1.  Financial Statements (unaudited)                    3

                     Schedule of Investments -
                     September 30, 1995                                  3

                     Balance Sheets - September 30, 1995 and
                     December 31, 1994                                   6

                     Statements of Operations for the three months
                     ended September 30, 1995 and 1994                   7

                     Statements of Operations for the nine months
                     ended September 30, 1995 and 1994                   8

                     Statements of Cash Flows for the nine months
                     ended September 30, 1995 and 1994                   9

                     Statements of Changes in Net Assets for the
                     nine months ended September 30, 1995 and
                     for the year ended December 31, 1994                10

                     Selected Per Unit Data and Ratios                   11

                     Notes to Financial Statements                       12

            Item 2.  Management's Discussion and Analysis
                     of Financial Condition and Results of
                     Operations                                          14

Part II.    OTHER INFORMATION

            Item 1.  Legal Proceedings                                   21

            Item 6.  Exhibits and Reports on Form 8-K                    21
</TABLE>

                                        2


<PAGE>   3

                          Part I. FINANCIAL INFORMATION

Item 1.  Financial Statements

                        FIDUCIARY CAPITAL PARTNERS, L.P.

                             SCHEDULE OF INVESTMENTS

                               SEPTEMBER 30, 1995
                                   (unaudited)

<TABLE>
<CAPTION>
-----------------------------------------------------------------------------------------------------------------
Principal
Amount/                                              Investment          Amortized                    % of Total
Shares              Investment                          Date               Cost          Value        Investments
-----------------------------------------------------------------------------------------------------------------
<S>                 <C>                              <C>                <C>            <C>             <C>
MANAGED COMPANIES:

178,934 sh.         Carr-Gottstein Foods Co.,
                    Class B Common Stock(1)*         10/23/90           $  894,666     $1,019,924
-----------------------------------------------------------------------------------------------------------------
                                                                           894,666      1,019,924        3.4%
-----------------------------------------------------------------------------------------------------------------
182,453.91 sh.      Neodata Corporation,
                    10.00% Class A Convertible       12/27/90 &
                    Preferred Stock - Series 2*      09/30/92              337,945              2
10,607.78 sh.       Neodata Corporation,             12/27/90 &
                    Common Stock*                    09/30/92                    1              1
-----------------------------------------------------------------------------------------------------------------
                                                                           337,946              3        0.0
-----------------------------------------------------------------------------------------------------------------
55,340 sh.          KEMET Corporation,
                    Common Stock(2)*                 07/11/91               19,614      1,888,477
-----------------------------------------------------------------------------------------------------------------
                                                                            19,614      1,888,477        6.3
-----------------------------------------------------------------------------------------------------------------
358.2 sh.           Huntington Holdings, Inc.,
                    Warrants to Purchase
                    Common Stock(3)*                 01/31/92              103,811        810,855
-----------------------------------------------------------------------------------------------------------------
                                                                           103,811        810,855        2.7
-----------------------------------------------------------------------------------------------------------------
75,856 sh.          Amity Leather Products Co.,
                    Warrants to Purchase Class B
                    Common Stock*                    07/30/92              104,091        918,506
27,392 sh.          Amity Leather Products Co.,
                    Class A Common Stock*            07/30/92              273,920        331,677
-----------------------------------------------------------------------------------------------------------------
                                                                           378,011      1,250,183        4.2
-----------------------------------------------------------------------------------------------------------------
$3,561,003          KB Alloys, Inc.,
                    20.00% Senior Subordinated
                    Term Notes due 6/30/01(4)        05/28/93            3,503,059      3,503,059
-----------------------------------------------------------------------------------------------------------------
                                                                         3,503,059      3,503,059       11.6
-----------------------------------------------------------------------------------------------------------------
$6,087,185          Elgin National Industries, Inc.,
                    13.00% Senior Subordinated
                    Notes due 9/01/01(5)             09/24/93            5,950,669      5,950,669
7,119.71 sh.        ENI Holding Corp.,
                    10.00% Preferred Stock
                    due 12/31/01                     09/24/93              711,971        855,551
489.27 sh.          ENI Holding Corp.,
                    Class B Common Stock*            09/24/93               48,927         48,927
510.83 sh.          ENI Holding Corp.,
                    Warrants to Purchase Class B
                    Common Stock*                    09/24/93               51,078         51,078
-----------------------------------------------------------------------------------------------------------------
                                                                         6,762,645      6,906,225       22.9
-----------------------------------------------------------------------------------------------------------------
18,194 sh.          Protection One, Inc.,
                    Common Stock(6)*                 11/03/93              100,370        164,883
-----------------------------------------------------------------------------------------------------------------
                                                                           100,370        164,883        0.6
-----------------------------------------------------------------------------------------------------------------
</TABLE>

              The accompanying notes to financial statements are an
                        integral part of this schedule.

                                        3
<PAGE>   4
                        FIDUCIARY CAPITAL PARTNERS, L.P.

                       SCHEDULE OF INVESTMENTS (CONTINUED)

                               SEPTEMBER 30, 1995
                                   (unaudited)

<TABLE>
<CAPTION>
----------------------------------------------------------------------------------------------------------------
Principal
Amount/                                            Investment            Amortized                   % of Total
Shares              Investment                        Date                 Cost            Value     Investments
----------------------------------------------------------------------------------------------------------------
<S>                 <C>                              <C>                <C>            <C>             <C>

$2,604,000          LMC Operating Corp.,
                    13.00% Senior Secured
                    Subordinated Term Notes
                    due 5/31/99(7)                   06/10/94            2,473,894      2,473,894
17.447 sh.          LMC Operating Corp.,
                    Warrants to Purchase
                    Common Stock*                    06/10/94              117,180        117,180
17.36 sh.           LMC Credit Corp.,
                    Warrants to Purchase
                    Common Stock*                    06/10/94                    1              1
----------------------------------------------------------------------------------------------------------------
                                                                         2,591,075      2,591,075        8.6
----------------------------------------------------------------------------------------------------------------
42,404 sh.          MTI Holdings II, Inc.,           07/06/94 &
                    Common Stock*                    12/28/94              287,930         38,164
----------------------------------------------------------------------------------------------------------------
                                                                           287,930         38,164        0.1
----------------------------------------------------------------------------------------------------------------
$2,733,000          Canadian's Corp.,
                    13.50% Subordinated              09/09/94 &
                    Notes due 09/01/02(8)            12/29/94            2,627,368      2,627,368
$334,000            Canadian's Holdings, Inc.,
                    12.00% Exchangeable
                    Redeemable Debentures            09/09/94 &
                    due 8/31/04(9)*                  12/29/94              320,321              1
$147,778            Canadian's Corp.,
                    Promissory Notes
                    due 01/31/97(10)                 05/08/95              137,164        137,164
1,392,336 sh.       Canadian's Holdngs, Inc.,
                    Common Stock*                    09/22/95               39,782              2
$1,630,834          Canadian's Corp.,
                    Colateralized Loan
                    Guarantee earning
                    interest at 13.75%
                    due 08/31/04                     09/22/95            1,630,834      1,630,834
----------------------------------------------------------------------------------------------------------------
                                                                         4,755,469      4,395,369       14.6
----------------------------------------------------------------------------------------------------------------
$1,460,000          R.B.M. Precision Metal
                    Products, Inc., 13.00%
                    Senior Subordinated
                    Secured Notes due
                    5/24/02(11)                      05/24/95            1,351,167      1,351,167
497.639 sh.         R.B.M. Precision Metal
                    Products, Inc., Warrants
                    to Purchase Common Stock*        05/24/95               82,955         82,955
----------------------------------------------------------------------------------------------------------------
                                                                         1,434,122      1,434,122        4.8
----------------------------------------------------------------------------------------------------------------
     Total Investments in Managed Companies (78.3% of net assets)       21,168,718     24,002,339       79.8
----------------------------------------------------------------------------------------------------------------
</TABLE>

              The accompanying notes to financial statements are an
                        integral part of this schedule.

                                        4
<PAGE>   5
                        FIDUCIARY CAPITAL PARTNERS, L.P.

                       SCHEDULE OF INVESTMENTS (CONTINUED)

                               SEPTEMBER 30, 1995
                                   (unaudited)

<TABLE>
<CAPTION>
Principal
Amount/                                            Investment            Amortized                   % of Total
Shares              Investment                        Date                 Cost            Value     Investments
----------------------------------------------------------------------------------------------------------------
<S>                 <C>                              <C>                <C>            <C>             <C>
TEMPORARY INVESTMENTS:

$2,700,000          Ford Motor Credit Corporation,
                    5.562% Notes due 10/03/95        09/26/95            2,699,178      2,699,178
$3,400,000          Household Finance Corp.,
                    5.558% Notes due 10/10/95        09/26/95            3,395,350      3,395,350
----------------------------------------------------------------------------------------------------------------
     Total  Temporary Investments (19.9% of net assets)                  6,094,528      6,094,528       20.2
----------------------------------------------------------------------------------------------------------------
     Total Investments (98.2% of net assets)                           $27,263,246    $30,096,867      100.0%
================================================================================================================
</TABLE>

(1)   The Carr-Gottstein Foods Company common stock trades on the New York Stock
      Exchange. The Fund and Fiduciary Capital Pension Partners, L.P. ("FCPP")
      combined own a material percentage of the outstanding shares. To reflect
      the resultant lack of liquidity, the Fund valued the shares at a 5%
      discount to the public market price.
(2)   The KEMET Corporation common stock trades on the NASDAQ National Market
      System. (Note 7)
(3)   Pursuant to the terms of the Fund's agreement with Huntington Holdings,
      Inc., under certain circumstances the number of shares issuable upon
      exercise of the warrants held by the Fund will increase periodically. The
      most recent such increase occurred on August 1, 1995 when the Fund
      received the right to an additional 33.6 shares.
(4)   The notes will amortize in eight equal quarterly installments of $445,125
      commencing on 6/30/99. The current payment of 7.0% of the interest may be
      deferred at the borrower's option. During any period in which the payment
      of interest is deferred, the interest rate on the notes increases from
      20.00% to 21.00%.
(5)   The notes will amortize in eight equal quarterly installments of $760,898
      commencing on 11/30/99.
(6)   The Protection One, Inc. common stock trades on the NASDAQ National Market
      System. (Note 7)
(7)   The notes will amortize as follows: $32,623 on 9/01/97, $33,683 on
      12/01/97, $34,777 on 3/01/98, $35,908 on 6/01/98, $37,075 on 9/01/98,
      $38,280 on 12/01/98, $39,524 on 3/01/99 and $2,352,130 on 5/31/99.
(8)   The notes will amortize in twelve equal quarterly installments of $227,750
      commencing on 12/01/99. The notes also bear contingent additional interest
      to be computed under a specified formula.
(9)   The debentures are convertible into 25,326 shares of Canadian's Holdings,
      Inc. common stock. The accrual of interest on the debentures was
      discontinued by the Fund effective April 1, 1995. (Note 6)
(10)  The notes bear interest equal to the prime rate, plus 5%.
(11)  The notes will amortize in three equal annual installments of $486,667
      commencing on 5/24/00.
*     Non-income producing security.

              The accompanying notes to financial statements are an
                        integral part of this schedule.

                                        5

<PAGE>   6
                        FIDUCIARY CAPITAL PARTNERS, L.P.

                                 BALANCE SHEETS

                    SEPTEMBER 30, 1995 AND DECEMBER 31, 1994
                                   (unaudited)

<TABLE>
<CAPTION>
ASSETS:                                            1995          1994
                                                   ----          ----
<S>                                             <C>           <C>        
   Investments (Notes 6 and 7)
     Portfolio investments, at value:
       Managed companies (amortized cost -
         $21,168,718 and $18,948,391,
         respectively)                          $24,002,339   $22,853,071
     Temporary investments, at amortized cost     6,094,528     4,876,188
                                                -----------   -----------
       Total investments                         30,096,867    27,729,259
   Cash and cash equivalents                        239,238       171,999
   Accrued interest receivable (Note 6)             840,908       627,846
   Other assets, including receivables
     from sale of investments                         4,592       659,011
                                                -----------   -----------
       Total assets                             $31,181,605   $29,188,115
                                                ===========   ===========

LIABILITIES:

   Payable to affiliates (Notes 2, 3 and 4)     $    55,687   $    52,354
   Accounts payable and accrued liabilities          27,420        34,688
   Prepaid interest income                             --          60,146
   Distributions payable to partners                462,712       694,068
                                                -----------   -----------

     Total liabilities                              545,819       841,256
                                                -----------   -----------

CONTINGENCIES (Note 5)

NET ASSETS:

   Managing General Partner                          42,855        19,965
   Limited Partners (equivalent to $20.04
     and $18.55, respectively, per limited
     partnership unit based on 1,526,949
     units outstanding)                          30,592,931    28,326,894
                                                -----------   -----------

       Net assets                                30,635,786    28,346,859
                                                -----------   -----------

         Total liabilities and net assets       $31,181,605   $29,188,115
                                                ===========   ===========
</TABLE>

             The accompanying notes to financial statements are an
                  integral part of these financial statements.

                                        6


<PAGE>   7
                        FIDUCIARY CAPITAL PARTNERS, L.P.

                            STATEMENTS OF OPERATIONS

             FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
                                   (unaudited)

<TABLE>
<CAPTION>
                                                   1995           1994
                                                   ----           ----
<S>                                            <C>            <C>        
INVESTMENT INCOME:

   Income:
     Interest                                  $   747,069    $   686,189
                                               -----------    -----------

       Total investment income                     747,069        686,189
                                               -----------    -----------


   Expenses:
     Investment advisory fees (Note 2)              58,354         65,010
     Fund administration fees (Note 3)              35,843         35,844
     Independent General Partner fees
       and expenses (Note 4)                        12,452         12,589
     Administrative expenses (Note 3)               20,275         20,310
     Professional fees                              16,507         12,676
     Amortization                                    2,790          2,790
     Other expenses                                  7,945         15,235
                                               -----------    -----------

       Total expenses                              154,166        164,454
                                               -----------    -----------

NET INVESTMENT INCOME                              592,903        521,735
                                               -----------    -----------

REALIZED AND UNREALIZED
   GAIN (LOSS) ON INVESTMENTS:

     Net realized gain (loss) on investments       640,078     (3,763,492)
     Net (decrease) increase in unrealized
       appreciation of investments                (343,821)     4,511,790
                                               -----------    -----------

          Net gain on investments                  296,257        748,298
                                               -----------    -----------

NET INCREASE IN NET ASSETS
   RESULTING FROM OPERATIONS                   $   889,160    $ 1,270,033
                                               ===========    ===========
</TABLE>


             The accompanying notes to financial statements are an
                  integral part of these financial statements.

                                        7


<PAGE>   8
                        FIDUCIARY CAPITAL PARTNERS, L.P.

                            STATEMENTS OF OPERATIONS

              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
                                   (unaudited)

<TABLE>
<CAPTION>
                                                   1995           1994
                                                   ----           ----
<S>                                            <C>            <C>        
INVESTMENT INCOME:

   Income:
     Interest                                  $ 2,180,244    $ 2,039,401
                                               -----------    -----------

       Total investment income                   2,180,244      2,039,401
                                               -----------    -----------


   Expenses:
     Investment advisory fees (Note 2)             175,060        213,370
     Fund administration fees (Note 3)             107,528        107,529
     Independent General Partner fees
       and expenses (Note 4)                        45,398         45,149
     Administrative expenses (Note 3)               60,828         60,930
     Professional fees                              48,948         38,768
     Amortization                                    8,370          8,370
     Other expenses                                 25,846         43,284
                                               -----------    -----------

       Total expenses                              471,978        517,400
                                               -----------    -----------

NET INVESTMENT INCOME                            1,708,266      1,522,001
                                               -----------    -----------

REALIZED AND UNREALIZED
   GAIN (LOSS) ON INVESTMENTS:

     Net realized gain (loss) on investments     3,039,855     (3,162,025)
     Net (decrease) increase in unrealized
       appreciation of investments              (1,071,059)     4,441,190
                                               -----------    -----------

          Net gain on investments                1,968,796      1,279,165
                                               -----------    -----------

NET INCREASE IN NET ASSETS
   RESULTING FROM OPERATIONS                   $ 3,677,062    $ 2,801,166
                                               ===========    ===========
</TABLE>


             The accompanying notes to financial statements are an
                  integral part of these financial statements.

                                        8


<PAGE>   9
                        FIDUCIARY CAPITAL PARTNERS, L.P.

                            STATEMENTS OF CASH FLOWS

              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
                                   (unaudited)

<TABLE>
<CAPTION>
                                                                         1995            1994
                                                                         ----            ----
<S>                                                                  <C>             <C>         
CASH FLOWS FROM OPERATING ACTIVITIES:

   Net increase in net assets resulting from operations              $  3,677,062    $  2,801,166
   Adjustments to reconcile net increase in net assets resulting
     from operations to net cash provided by operating activities:
       Accreted discount on portfolio investments                         (66,686)        (32,386)
       Amortization                                                         8,370           8,370
       Change in assets and liabilities:
         Accrued interest receivable                                     (213,062)       (208,380)
         Other assets                                                         901           8,582
         Payable to affiliates                                              4,479          24,517
         Accounts payable and accrued liabilities                          (7,268)          2,055
         Prepaid interest income                                          (60,146)         42,914
       Net realized (gain) loss on investments                         (3,039,855)      3,162,025
       Net decrease (increase) in unrealized
         appreciation of investments                                    1,071,059      (4,441,190)
                                                                     ------------    ------------
           Net cash provided by operating activities                    1,374,854       1,367,673
                                                                     ------------    ------------

CASH FLOWS FROM INVESTING ACTIVITIES:

   Purchase of portfolio investments                                   (3,198,810)     (4,628,920)
   Proceeds from dispositions of portfolio investments                  4,729,027      11,978,610
   (Purchase) sale of temporary investments, net                       (1,218,340)     (6,463,530)
                                                                     ------------    ------------
     Net cash provided by investing activities                            311,877         886,160
                                                                     ------------    ------------

CASH FLOWS FROM FINANCING ACTIVITIES:

   Cash distributions paid to partners                                 (1,619,492)     (2,300,619)
                                                                     ------------    ------------
     Net cash used in financing activities                             (1,619,492)     (2,300,619)
                                                                     ------------    ------------

NET INCREASE (DECREASE) IN CASH
   AND CASH EQUIVALENTS                                                    67,239         (46,786)

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                                                    171,999         317,279
                                                                     ------------    ------------

CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                                                     $    239,238    $    270,493
                                                                     ============    ============

NONCASH INVESTING AND FINANCING ACTIVITIES:
   Investments exchanged for other investments                       $         --    $    287,625
</TABLE>


             The accompanying notes to financial statements are an
                  integral part of these financial statements.

                                        9


<PAGE>   10
                        FIDUCIARY CAPITAL PARTNERS, L.P.

                       STATEMENTS OF CHANGES IN NET ASSETS

                  FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1995

                    AND FOR THE YEAR ENDED DECEMBER 31, 1994
                                   (unaudited)

<TABLE>
<CAPTION>
                                                        1995            1994
                                                        ----            ----
<S>                                                <C>             <C>         
Increase in net assets resulting from operations:
   Net investment income                           $  1,708,266    $  2,126,889
   Net realized gain (loss) on investments            3,039,855      (2,532,109)
   Net (decrease) increase in unrealized
     appreciation of investments                     (1,071,059)      4,356,233
                                                   ------------    ------------
       Net increase in net assets resulting
         from operations                              3,677,062       3,951,013

Repurchase of limited partnership units                      --      (2,948,767)

Distributions to partners from -
   Net investment income                             (1,388,135)     (2,126,889)
   Realized gain on investments                              --        (867,798)
                                                   ------------    ------------

     Total increase (decrease) in net assets          2,288,927      (1,992,441)

Net assets:

   Beginning of period                               28,346,859      30,339,300
                                                   ------------    ------------

   End of period (including undistributed
     net investment income of $320,131
     and $0, respectively)                         $ 30,635,786    $ 28,346,859
                                                   ============    ============
</TABLE>

             The accompanying notes to financial statements are an
                  integral part of these financial statements.

                                       10


<PAGE>   11
                        FIDUCIARY CAPITAL PARTNERS, L.P.

                        SELECTED PER UNIT DATA AND RATIOS
                                   (unaudited)

<TABLE>
<CAPTION> 
                                                               For the Three Months              For the Nine Months
                                                                Ended September 30,              Ended September 30,
                                                              ----------------------            ---------------------
                                                               1995           1994               1995          1994
                                                               ----           ----               ----          ----
<S>                                                           <C>            <C>                <C>           <C>   
Per Unit Data:

   Investment income                                          $  .48         $  .40             $ 1.41        $ 1.20
   Expenses                                                     (.10)          (.10)              (.30)         (.31)
                                                              ------         ------             ------        ------
     Net investment income                                       .38            .30               1.11           .89
                                                            
   Net realized gain (loss) on investments                       .42          (2.21)              1.97         (1.86)
                                                            
   Net (decrease) increase in unrealized appreciation       
     of investments                                             (.22)          2.65               (.69)         2.61
                                                            
   Distributions declared to partners                           (.30)          (.45)              (.90)        (1.35)
                                                              ------         ------             ------        ------
                                                            
     Net increase in net asset value                             .28            .29               1.49           .29
                                                            
       Net asset value:                                     
         Beginning of period                                   19.76          17.98              18.55         17.98
                                                              ------         ------             ------        ------
         End of period                                        $20.04         $18.27             $20.04        $18.27
                                                              ======         ======             ======        ======
                                                            
Ratios (annualized):                                        
   Ratio of expenses to average net assets                      2.03%          2.15%              2.13%         2.26%
   Ratio of net investment income to                        
     average net assets                                         7.80%          6.82%              7.72%         6.64%
                                                            
Number of limited partnership units at end of period       1,526,949      1,687,121          1,526,949     1,687,121
</TABLE>
                                                       
             The accompanying notes to financial statements are an
            integral part of these selected per unit data and ratios.

                                       11


<PAGE>   12
                        FIDUCIARY CAPITAL PARTNERS, L.P.

                          NOTES TO FINANCIAL STATEMENTS

                               SEPTEMBER 30, 1995
                                   (unaudited)

1.       GENERAL

         The accompanying unaudited interim financial statements include all
adjustments (consisting solely of normal recurring adjustments) which are, in
the opinion of the Managing General Partner, necessary to fairly present the
financial position of the Fund as of September 30, 1995 and the results of its
operations, changes in net assets and its cash flows for the periods then ended.

         These financial statements should be read in conjunction with the
Significant Accounting Policies and other Notes to Financial Statements included
in the Fund's annual audited financial statements for the year ended December
31, 1994.

2.       INVESTMENT ADVISORY FEES

         As compensation for its services as investment adviser, FCM Fiduciary
Capital Management Company ("FCM") receives a subordinated monthly fee at the
annual rate of 1% of the Fund's available capital, as defined in the Partnership
Agreement. Investment advisory fees of $175,060 were paid by the Fund for the
nine months ended September 30, 1995.

3.       FUND ADMINISTRATION FEES

         As compensation for its services as fund administrator, FCM receives a
monthly fee at the annual rate of .45% of net proceeds available for investment,
as defined in the Partnership Agreement. Fund administration fees of $107,528
were paid by the Fund for the nine months ended September 30, 1995. FCM is also
reimbursed, subject to various limitations, for administrative expenses incurred
in providing accounting and investor services to the Fund. The Fund reimbursed
FCM for administrative expenses of $60,828 for the nine months ended September
30, 1995.

4.       INDEPENDENT GENERAL PARTNER FEES AND EXPENSES

         As compensation for services rendered to the Fund, each of the
Independent General Partners receives from the Fund and Fiduciary Capital
Pension Partners, L.P., an affiliated fund, (collectively, the "Funds") an
annual fee of $30,000, payable monthly in arrears, together with all
out-of-pocket expenses. Each Fund's allocation of these fees and expenses is
based on the relative number of outstanding Units. Fees and expenses paid by the
Fund for the nine months ended September 30, 1995 totaled $45,398.

5.       CONTINGENCIES

         FCM, the Managing General Partner of the Fund, had been named as a
defendant in a class action lawsuit brought in March 1995 against PaineWebber
Incorporated and a number of its affiliates. During May 1995, the Court entered
an order certifying the class and dismissing the class action against FCM
without prejudice. FCM believes that this litigation will be resolved without
any material adverse effect on the Fund's financial condition.

                                       12


<PAGE>   13
                        FIDUCIARY CAPITAL PARTNERS, L.P.

                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)

                               SEPTEMBER 30, 1995
                                   (unaudited)

6.       NON-ACCRUAL STATUS OF INVESTMENTS

         In accordance with the Fund's accounting policies, the Fund stopped
accruing interest on the Canadian's Holdings, Inc. Exchangeable Redeemable
Debentures effective April 1, 1995.

7.       SUBSEQUENT EVENTS

         On October 13, 1995, Carr-Gottstein Foods Co. ("Carr-Gottstein")
announced an offer to purchase up to 7,500,000 shares (approximately 49%) of its
outstanding common stock at a purchase price of $11.00 per share. The offer,
which is subject to various contingencies, will expire on November 15, 1995. 
If more than 7,500,000 shares are tendered, the tendered shares will generally 
be purchased on a pro rata basis. The Fund has tendered all of its shares. 
However, it is likely that the number of shares actually purchased will be pro 
rated.

         On November 6, 1995, the Fund sold 27,396 shares of KEMET Corporation
common stock. The Fund received $956,326 of sales proceeds, resulting in a
realized gain of $946,617.

         During November 1995, the Fund sold all of its Protection One, Inc.
common stock. The Fund received $146,589 of sales proceeds, resulting in a
realized gain of $46,219.

                                       13


<PAGE>   14

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

LIQUIDITY AND CAPITAL RESOURCES

         As of September 30, 1995, the Fund held portfolio investments in twelve
Managed Companies, with an aggregate cost of approximately $21.2 million. These
portfolio investments, which were made from net offering proceeds and the
reinvestment of proceeds from the sale of other portfolio investments, represent
approximately 78.3% of the Fund's net assets. When acquired, these portfolio
investments generally consisted of high-yield subordinated debt, linked with an
equity participation or a comparable participation feature in middle market
companies. These securities were typically issued in private placement
transactions and were subject to certain restrictions on transfer or sale,
thereby limiting their liquidity. A number of the portfolio companies have
prepaid their subordinated debt that the Fund held. In addition, three of the
portfolio companies have successfully completed initial public offerings
("IPOs") of their stock. The Fund continues to hold all of the equity components
of its original investments, except for a substantial portion of its KEMET
Corporation ("KEMET") stock and its Protection One, Inc. stock.

         As of September 30, 1995, the Fund's remaining assets were invested in
short-term commercial paper. These funds are available for investment, for
distribution to the partners or to fund the annual repurchase offer.

         The Fund sold a portion of its KEMET common stock during the nine
months ended September 30, 1995. In addition, the Fund's subordinated debt
investment in Protection One was prepaid during the nine months ended September
30, 1995. In the aggregate, the Fund received $4,083,879 of proceeds, including
applicable prepayment premiums, from these transactions.

         On November 6, 1995, the Fund received $956,326 of sales proceeds from
the sale of 27,396 shares of KEMET common stock.

         During November 1995, the Fund received $146,589 of sales proceeds from
the sale of all of its Protection One, Inc. common stock.

         A portion of the proceeds representing gains from these transactions
were used by the Fund to fund a portion of the cost of the follow-on investments
in Canadian's Corp. ("Canadian's"), which were acquired on December 29, 1994,
May 8, 1995 and September 22, 1995 (see following discussion). The remaining
portion of the gains from these transactions have been reserved by the Managing
General Partner to partially fund either the 1995 repurchase offer or any
additional follow-on investments that the Fund may make in existing portfolio
companies during 1995.

         On October 13, 1995, Carr-Gottstein announced an offer to purchase up
to 7,500,000 shares (approximately 49%) of its outstanding common stock at a
purchase price of $11.00 per share. The offer, which is subject to various
contingencies, will expire on November 15, 1995. If more than 7,500,000 shares 
are tendered, the tendered shares will generally be purchased on a pro rata 
basis. The Fund has tendered all of its shares. However, it is likely that 
the number of shares actually purchased will be pro rated.

         The Fund made its initial investment in Canadian's during September
1994 as part of a financing used to settle Canadian's liabilities and allow the
company to emerge from bankruptcy. A follow-on investment was made during
December 1994 in order to finance the acquisition of store leases and certain
fixed assets of The Ormonds Shops ("Ormonds"). The company expected to be able
to fund certain costs relating to conversion of the Ormonds stores to the
Canadian's format out of operating cash flow. Unfortunately, the retail market,
and particularly women's specialty retailing, has suffered a prolonged and
worsening

                                       14
<PAGE>   15

downturn which has continued throughout 1995. As a consequence, the company has
not generated sufficient cash flow to fund its operations, let alone fund the
capital expenditures relating to the Ormonds acquisition.

         During May 1995, the Fund made a follow-on investment in Canadian's at
a cost of $133,000. The investment consisted of $147,778 of floating rate
Promissory Notes, with warrants to acquire common stock. The Fund and certain of
Canadian's equity investors provided a loan to the company in order to finance
unanticipated cash shortfalls arising from operations which were below
expectations. By August 1995, the company was facing a significant working
capital shortage and requested the Funds and its other investors to make an
additional investment in the company.

         The company's major equity owners and the Funds agreed to provide the
requested funding. The Funds insisted that the new investment rank senior to
previous loans made to the company by all parties other than the company's
revolving line of credit lender. In order to accomplish this level of seniority,
the new financing was structured as a collateralized guarantee that would
support an overadvance under the company's revolving line of credit. This new
investment of $1,630,834 carries an interest rate of 13.75% and is due on August
31, 2004. In consideration of the new financing, the Funds and the other parties
which participated now own approximately 92.5% of Canadian's Holdings, Inc.
("Canadian's Holdings") common stock, which in turn owns 96.5% of the company's
common stock. All holders of the company's warrants, including the Fund,
surrendered their warrants in exchange for common stock of Canadian's Holdings.
The Fund's ownership of the company has increased from approximately 9% to
approximately 22% .

         The Canadian's Holdings Exchangeable Redeemable Debentures are secured
by preferred stock issued by the company and the company has elected not to pay
dividends on the preferred stock. Therefore, Canadian's Holdings is unable to
pay interest on the debentures and is in default. The holders of these
debentures, other than the Funds (which hold a portion of the debentures), were
unable to participate in the latest financing. As a result, holders of the
debentures were diluted to an ownership percentage of approximately 3.1%. This
dilution reduced the Fund's interest in Canadian's Holdings that is held through
the debentures to less than 1%.

         Officers of FCM are providing the company with managerial assistance in
order to identify areas where the company can save money and reduce costs. Under
consideration are steps such as closing unprofitable or marginally profitable
stores and staff reductions. The company is also considering various proposals
designed to raise additional equity capital. With a lower cost structure and
possibly additional capital, the company is hopeful that its market strategy
will be successful if the overall environment improves.

         One May 24, 1995, the Fund acquired a new portfolio investment in
R.B.M. Precision Metal Products, Inc. ("RBM") at a cost of approximately $1.43
million. The investment consists of $1,460,000 of 13.00% Senior Subordinated
Secured Notes due May 24, 2002, with warrants to acquire common stock.

         The Fund anticipates being able to reinvest all available funds,
including the principal amount of any future prepayments received, in additional
portfolio investments. The Partnership Agreement provides that the Fund's
investment period will end on December 31, 1995. Although the Fund is permitted
to make additional investments in existing portfolio companies after 1995, the
Fund will no longer be permitted to acquire investments in new portfolio
companies.

         Pursuant to the terms of the Fund's periodic unit repurchase policy
that was adopted by the Fund's Limited Partners during 1993, the Fund will
annually offer to purchase from its Limited Partners up to 7.5% of its
outstanding Units for an amount equal to the current net asset value per Unit,
net of a fee (not to exceed 2%) to be retained by the Fund to offset expenses
incurred in connection with the repurchase offer. If the number of tendered
Units in any year exceeds 7.5% of the outstanding Units, the Fund's General
Partners may vote to

                                       15
<PAGE>   16

repurchase up to an additional 2% of the outstanding Units. The 1995 repurchase
offer was mailed to the Limited Partners on October 6, 1995. Limited Partners
tendered 341,692 Units for repurchase. The Fund anticipates repurchasing
approximately 35% of the tendered Units, or approximately 119,705 Units, at the
Fund's net asset value per Unit as of November 14, 1995. The actual redemption
of tendered Units will occur on November 21, 1995.

         Accrued interest receivable increased $213,062 from $627,846 at
December 31, 1994 to $840,908 at September 30, 1995. This increase resulted
primarily from a $216,034 increase in the deferred portion of the interest
receivable from KB Alloys, Inc. ("KB Alloys") with respect to the Fund's
investment in $3,561,003 principal amount of 20.00% Senior Subordinated Term
Notes due June 30, 2001. KB Alloys is required to pay 13.00% interestcurrently,
while the remaining 7.00% of the interest may be deferred at KB Alloys' option.
During any period in which the payment of interest is deferred, the interest
rate on the notes increases from 20.00% to 21.00%. To date, KB Alloys has
elected to defer payment of the interest. At September 30, 1995, the cumulative
amount of deferred interest totaled $678,668. The Fund's agreement with KB
Alloys requires KB Alloys to pay all accumulated deferred interest in excess of
$547,847 no later than August 28, 1998, and the amount of deferred interest
cannot exceed $547,847 at any time thereafter. The amount of accrued interest
receivable with respect to other portfolio investments decreased slightly during
the nine months ended September 30, 1995.

         Other assets decreased $654,419, from $659,011 at December 31, 1994 to
$4,592 at September 30, 1995. The balance at December 31, 1994 included a
$645,148 receivable from the sale of KEMET common stock during December 1994.
This amount was received by the Fund during January 1995.

         Prepaid interest income decreased from $60,146 at December 31, 1994 to
zero at September 30, 1995. This prepaid interest income was related to the
Canadian's 13.50% Subordinated Notes, which required interest to be paid
quarterly, in advance, to the Fund. Effective June 1, 1995, the notes were
amended to provide for the interest to be paid monthly, in advance, on the first
day of each month.

         Distributions payable to partners decreased $231,356, from $694,068 at
December 31, 1994 to $462,712 at September 30, 1995. This decrease corresponds
to the percentage decrease in the quarterly distribution rate from $.45 per Unit
to $.30 per Unit (as discussed in the following paragraphs).

         During the nine months ended September 30, 1995, the Fund paid cash
distributions pertaining to the fourth quarter of 1994 and the first and second
quarters of 1995, in the amounts of $694,068, $462,712 and $462,712,
respectively. These quarterly distributions were equal to $.45, $.30 and $.30
per Unit, respectively, and represented annualized rates equal to 9.0%, 6.0% and
6.0%, respectively, of contributed capital.

         As discussed in previous reports, the quarterly distributions for 1995
are being paid at a reduced rate. The distribution for the third quarter of 1995
will be paid on November 14, 1995 in an amount equal to $.30 per Unit, or an
annualized rate equal to 6.0% of contributed capital. This distribution consists
entirely of net investment income earned during the three months ended September
30, 1995.

         It is expected that the distribution for the fourth quarter of 1995
will also be made at the same 6.0% rate. In the past, the Fund realized gains
from its investments that provided additional sources of cash for distributions.
Although there can be no assurances, the Fund may realize similar gains during
the fourth quarter of 1995 that could in turn result in a higher distribution
rate for the quarter. Gains can also be utilized to fund the annual repurchase
offer or to fund any follow-on investments that the Fund may make in existing
portfolio companies.

         The Fund's investment period will end on December 31, 1995. Although
the Fund is permitted to make additional investments in existing portfolio
companies after 1995, the Fund

                                       16
<PAGE>   17

will no longer be permitted to acquire investments in new portfolio companies.
This will impact the amount of the Fund's quarterly distributions for 1996 and
subsequent years because all proceeds from dispositions or maturities of
investments after December 31, 1995 will be distributed to investors, except to
the extent the cash is needed to fund the annual repurchase offer or to fund any
follow-on investments that the Fund may make in existing portfolio companies.

         FCM, the Managing General Partner of the Fund, had been named as a
defendant in a class action lawsuit brought in March 1995 against PaineWebber
Incorporated and a number of its affiliates. During May 1995, the Court entered
an order certifying the class and dismissing the class action against FCM
without prejudice. FCM believes that this litigation will be resolved without
any material adverse effect on the Fund's financial condition.

RESULTS OF OPERATIONS

Investment Income and Expenses

         The Fund's net investment income was $592,903 for the three months
ended September 30, 1995 as compared to net investment income of $521,735 for
the corresponding period of the prior year. Net investment income per limited
partnership unit increased from $.30 to $.38 and the ratio of net investment
income to average net assets increased from 6.82% to 7.80% for the three months
ended September 30, 1995 as compared to the corresponding period of the prior
year.

         The Fund's net investment income was $1,708,266 for the nine months
ended September 30, 1995 as compared to net investment income of $1,522,001 for
the corresponding period of the prior year. Net investment income per limited
partnership unit increased from $.89 to $1.11 and the ratio of net investment
income to average net assets increased from 6.64% to 7.72% for the nine months
ended September 30, 1995 as compared to the corresponding period of the prior
year.

         Net investment income for both the three and nine month periods ended
September 30, 1995 increased as a result of slight increases in investment
income and slight decreases in total expenses.

         Investment income increased $60,880 and $140,843, or 8.9% and 6.9%, for
the three and nine month periods ended September 30, 1995, respectively, as
compared to the corresponding periods of the prior year. These increases were
primarily the result of higher interest rates on both the Fund's temporary
investments and the Fund's higher-yielding subordinated debt investments. The
positive effect of the higher interest rates was partially offset by a decrease
in the amount of the Fund's average net assets.

         The Fund had average net assets of approximately $29.5 million during
the nine months ended September 30, 1995 as compared to approximately $30.5
million during the corresponding period of the prior year. This 3.3% decrease in
average net assets occurred primarily as a result of the Fund's repurchase of
9.49% of its Units during the fourth quarter of 1994. The negative effect of the
repurchase of Units was partially offset by gains achieved with respect to the
Fund's investments (primarily the KEMET common stock).

         Total expenses decreased $10,288 and $45,422, or 6.3% and 8.8%, for the
three and nine month periods ended September 30, 1995, respectively, as compared
to thecorresponding periods of the prior year. These decreases resulted
primarily from decreases in investment advisory fees and other expenses. The
investment advisory fees decreased as a result of the repurchase of Units by the
Fund during the fourth quarter of 1994 and the realization during July 1994 of
the loss on the Fund's Mobile Technology, Inc.

                                       17
<PAGE>   18

("MTI") investment. Both the repurchase of Units and the realization of the MTI
loss decreased the amount of the Fund's available capital (as defined in the
Partnership Agreement), which is the base with respect to which the investment
advisory fees are calculated. Other expenses decreased primarily as a result of
a decrease in consulting fees. These decreases were partially offset by an
increase in professional fees.

Net Realized Gain on Investments

         On February 28, 1995, the Fund sold 10,547 shares of KEMET common
stock. The Fund received $326,324 of sales proceeds, resulting in a realized
gain of $318,852.

         During April and May 1995, the Fund sold an additional 44,920 shares of
KEMET common stock. The Fund received $1,973,532 of sales proceeds, resulting in
realized gains of $1,941,692.

         On May 17, 1995, Protection One prepaid its $1,083,000 of 12.00% Senior
Subordinated Notes that were carried by the Fund at an amortized cost of
$997,917. The Fund received $1,137,150 of proceeds, including a prepayment
premium, resulting in a realized gain of $139,233.

         On July 25, 1995, the Fund sold 9,587 shares of KEMET common stock. The
Fund received $646,873 of sales proceeds, resulting in a realized gain of
$640,078.

Net Unrealized Appreciation of Investments

         FCM values the Fund's portfolio investments on a weekly basis utilizing
a variety of methods. For securities that are publicly traded and for which
market quotations are available, valuations are set by the closing sales, or an
average of the closing bid and ask prices, as of the valuation date.

         Fair value for securities that are not traded in any liquid public
markets or that are privately held are determined pursuant to valuation policies
and procedures that have been approved by the Independent General Partners and
subject to their supervision. There is a range of values that are reasonable for
such investments at any particular time. Each such investment is valued
initially based upon its original cost to the Fund ("cost method"). The cost
method is used until significant developments affecting the portfolio company
provide a basis for use of an appraisal valuation. Appraisal valuations are
based upon such factors as the portfolio company's earnings, cash flow and net
worth, the market prices for similar securities of comparable companies and an
assessment of the portfolio company's future financial prospects. In a case of
unsuccessful operations, the appraisal may be based upon liquidation value.
Appraisal valuations are necessarily subjective. The Fund also may use, when
available, third-party transactions in a portfolio company's securities as the
basis of valuation ("private market method"). The private market method is used
only with respect to completed transactions or firm offers made by
sophisticated, independent investors.

         As of December 31, 1994, the Fund had recorded $4,397,511 of unrealized
appreciation and $(492,831) of unrealized depreciation of investments.
Therefore, as of December 31, 1994, the Fund had recorded a total net unrealized
appreciation of investments of $3,904,680.

         The net increase in unrealized appreciation of investments during the
three and nine month periods ended September 30, 1995 and the cumulative net
unrealized appreciation of investments as of September 30, 1995, consisted of
the following components:

                                       18
<PAGE>   19

<TABLE>
<CAPTION>
                                                        Unrealized Appreciation (Depreciation) Recorded
                                                        -----------------------------------------------
                                               During the Three        During the Nine
                                                  Months Ended          Months Ended              As of
          Portfolio Company                   September 30, 1995     September 30, 1995     September 30, 1995
------------------------------------          ------------------     ------------------     ------------------
<S>                                                  <C>                 <C>                  <C>       
Unrealized net appreciation recorded
     during prior periods with respect to
     investments disposed of during
     the period                                      $(497,720)          $(1,769,303)         $        -
Carr-Gottstein                                         (63,745)              (84,993)            125,258
Neodata                                                      -              (325,199)           (337,943)
KEMET                                                  432,342             1,116,309           1,868,863
Huntington                                              76,054               130,082             707,044
Amity                                                        -                87,610             872,172
Elgin / ENI                                             17,799                53,397             143,580
Protection One                                          51,549                81,138              64,513
MTI                                                          -                     -            (249,766)
Canadian's Holdings                                   (360,100)             (360,100)           (360,100)
                                                     ---------           -----------          ----------
                                                     $(343,821)          $(1,071,059)         $2,833,621
                                                     =========           ===========          ==========
</TABLE>

         Carr-Gottstein Foods Company completed an IPO of its common stock on
July 1, 1993. The stock, which trades on the New York Stock Exchange, closed at
$6.00 on September 30, 1995. This price compares to closing prices of $6.50 on
December 31, 1994 and $6.375 on June 30, 1995. Based on the $6.00 closing
trading price of the common stock, the Fund's 178,934 shares of common stock
would have a market value of $1,073,604. However, the Fund's valuation
guidelines require the stock to be valued at a 5% discount to the public market
price to reflect the potential market impact that could result from the sale of
the material number of shares owned by the Funds.

         The Neodata Corporation ("Neodata") stock was written down at March 31,
1995. The Partnership has consistently valued this investment based upon a
multiple of Neodata's cash flow. Because Neodata's long-term debt presently
provides for the accrual, rather than current payment, of interest, the
Company's debt has grown to a level which now exceeds the Partnership's
valuation.

         KEMET completed an IPO of its common stock on October 21, 1992. KEMET
declared a two-for-one stock split effective September 20, 1995. The stock,
which trades on the NASDAQ National Market System, closed at $34.125 (an average
of the closing bid and ask prices) on September 30, 1995. This price is up from
the closing prices (as restated for the two-for-one stock split) of $14.6875 on
December 31, 1994 and $26.3125 on June 30, 1995. Based on the $34.125 closing
trading price of the common stock, the 55,340 shares of common stock that the
Fund held at September 30, 1995 had a market value of $1,888,477.

         During June 1995, the Fund received an unsolicited offer from a third
party to purchase the Huntington Holdings, Inc. ("Huntington") warrants which
are held by the Fund. Although the Fund decided not to sell the warrants, the
warrants were written up in value at June 30, 1995 based upon the offer price.
During August 1995, the Fund received the right to an additional 33.6 shares of
Huntington stock, in accordance with the terms of the Fund's warrant agreement
with Huntington. The warrants were written up in value at September 30, 1995 in
consideration of the receipt of these additional warrants.

         The Amity warrants and common stock were written up in value at March
31, 1995 to bring Amity's valuation more in line with the valuation of other
comparable companies in its industry.

         The ENI Holding Corp. preferred stock is being written up in value
quarterly to reflect the amount of the cumulative 10% preferential dividend that
has accrued with respect to the preferred stock.

                                       19
<PAGE>   20


         Protection One, Inc. ("Protection One") completed an IPO of its common
stock on September 29, 1994. The stock, which trades on the NASDAQ National
Market System, closed at $9.0625 (an average of the closing bid and ask prices)
on September 30, 1995. This price compares to closing prices of $4.875 on
December 31, 1994 and $6.0625 on June 30, 1995. Based on the $9.0625 closing
trading price of the common stock, the Fund's 18,194 shares of common stock had
a market value of $164,883 at September 30, 1995.

         The current status of Canadian's operations and the Fund's investments
in Canadian's and Canadian's Holdings are discussed above. As a result of the
uncertainties currently surrounding the retail industry in general, and
Canadian's in particular, the Fund wrote the Canadian's Holdings debentures and
common stock down in value to a negligible amount during the third quarter of
1995. The debentures, which in essence represent ownership of Canadian's
preferred stock, are in default and were significantly diluted in connection
with the most recent financing.

         FCM continually monitors both the Fund's portfolio companies and the
markets, and continually evaluates the decision to hold or sell its traded
securities.

                                       20
<PAGE>   21
                           Part II. OTHER INFORMATION

Item 1.  Legal Proceedings

         As previously reported, FCM, the Managing General Partner of the Fund,
had been named as a defendant in a class action lawsuit against PaineWebber
Incorporated ("PaineWebber") and a number of its affiliates relating to
PaineWebber's direct investment offerings, including the offering of the Units.
Plaintiffs in the lawsuit allege, among other things, that the defendants
violated federal securities laws and committed common law fraud in the marketing
of direct investments.

         On May 30, 1995, the United States District Court for the Southern
District of New York entered an order certifying the class and dismissing the
class action against FCM without prejudice. PaineWebber and Mezzanine Capital
Corporation, a minority general partner of FCM and an affiliate of PaineWebber,
remain as defendants.

         The Fund was not named as a defendant in the lawsuit; however, pursuant
to certain contractual arrangements between FCM and PaineWebber in connection
with the offering of the Units, the Fund may be required to indemnify
PaineWebber and its affiliates for their costs and liability in connection with
any class action claims relating to the Fund. FCM believes that the Fund's
exposure in respect of the indemnity will not have any material adverse effect
on the Fund's financial condition.

Item 6.  Exhibits and Reports on Form 8-K

   (a)   Exhibits and Reports to be filed:

<TABLE>
<CAPTION>
         Exhibit No.           Description
         -----------           -----------
<S>                            <C>                                                                            
             11.1              Statement of Computation of Net Investment Income
                               Per Limited Partnership Unit.

             19.1              Reports Furnished to Securities Holders.

             27.1              Financial Data Schedule.
</TABLE>

   (b)   The Registrant did not file any reports on Form 8-K during the
         third quarter of the fiscal year ending December 31, 1995.

                                       21


<PAGE>   22
                                    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.

                              Fiduciary Capital Partners, L.P.
                              (Registrant)


                              By: FCM Fiduciary Capital Management Company
                                  Managing General Partner


Date: November 14, 1995           By: /s/ Donald R. Jackson
                                      ---------------------
                                      Donald R. Jackson
                                      Chief Financial Officer

                                       22


<PAGE>   23
                                  EXHIBIT INDEX

<TABLE>
<CAPTION>
Exhibit No.              Description                                           Page
-----------              -----------                                           ----
<S>                      <C>                                                   <C>
       11.1              Statement of Computation of Net Investment Income
                         Per Limited Partnership Unit.

       19.1              Reports Furnished to Securities Holders.

       27.1              Financial Data Schedule.
</TABLE>

                                       E-1