-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Oax0i6WN3U3uvqLV3TqgVXMdWBJMY/pwKLbfF2Gy/hGoRYewogiic8xkK9p+sGm0 7T2C3rkSXZzewkF4fnVDdw== 0001193125-06-172475.txt : 20060814 0001193125-06-172475.hdr.sgml : 20060814 20060814151614 ACCESSION NUMBER: 0001193125-06-172475 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 7 CONFORMED PERIOD OF REPORT: 20060630 FILED AS OF DATE: 20060814 DATE AS OF CHANGE: 20060814 FILER: COMPANY DATA: COMPANY CONFORMED NAME: World Monitor Trust III - Series H CENTRAL INDEX KEY: 0001345989 STANDARD INDUSTRIAL CLASSIFICATION: [6221] IRS NUMBER: 201698042 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-51649 FILM NUMBER: 061029659 BUSINESS ADDRESS: STREET 1: 900 KING STREET STREET 2: SUITE 100 CITY: RYE BROOK STATE: NY ZIP: 10573 BUSINESS PHONE: 914-307-7000 MAIL ADDRESS: STREET 1: 900 KING STREET STREET 2: SUITE 100 CITY: RYE BROOK STATE: NY ZIP: 10573 10-Q 1 d10q.htm WORLD MONITOR TRUST III - SERIES H 2Q2006 World Monitor Trust III - Series H 2Q2006

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


FORM 10-Q

 


(Mark One)

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

For the quarter ended June 30, 2006

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 000-51649

 


WORLD MONITOR TRUST III – SERIES H

(Exact name of Registrant as specified in its charter)

 


 

Delaware   20-1698042

(State or other Jurisdiction of

Incorporation or organization)

 

(I.R.S. Employer

Identification No.)

900 King Street, Suite 100, Rye Brook, New York   10573
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (914) 307-7000

 


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

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):

 

Large accelerated filer  ¨    Accelerated filer  ¨    Non-accelerated filer  x

Indicate by check mark whether the Registrant is a shell company (ad defined in Rule 12b-2 of the Exchange Act).    Yes  ¨    No  x

 



WORLD MONITOR TRUST III – SERIES H

(a Delaware Business Trust)

 


TABLE OF CONTENTS

 


 

          PAGE

PART I – FINANCIAL INFORMATION

  
Item 1.   

Financial Statements

   1
Item 2.   

Management’s Discussion and Analysis of Financial Condition and Results of Operations

   24
Item 3.   

Quantitative and Qualitative Disclosures About Market Risk

   29
Item 4.   

Controls and Procedures

   29

PART II – OTHER INFORMATION

  
Item 1.   

Legal Proceedings

   30
Item 1A.   

Risk Factors

   30
Item 2.   

Unregistered Sales of Equity Securities and Use of Proceeds

   30
Item 3.   

Defaults Upon Senior Securities

   30
Item 4.   

Submission of Matters to a Vote of Security Holders

   30
Item 5.   

Other Information

   30
Item 6.   

Exhibits

   30

SIGNATURES

   31


PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

WORLD MONITOR TRUST III – SERIES H

FINANCIAL STATEMENTS

June 30, 2006


WORLD MONITOR TRUST III – SERIES H

STATEMENTS OF FINANCIAL CONDITION

June 30, 2006 (Unaudited) and December 31, 2005

 


 

     June 30,
2006
   December 31,
2005

ASSETS

     

Cash

   $ 105,586    $ 307

Investment in WMT III Series H/J Trading Vehicle LLC (100.11% and 100.52% of net asset value, respectively)

     2,254,838      515,430
             

Total assets

   $ 2,360,424    $ 515,737
             

LIABILITIES

     

Accrued expenses

   $ 5,837    $ 1,234

Service fee payable

     0      875

Sales commission payable

     0      437

Management fee payable

     0      219

Offering costs payable

     31      219

Subscription received in advance

     102,100      0
             

Total liabilities

     107,968      2,984
             

UNITHOLDERS’ CAPITAL

     

Class I Units:

     

Unitholders’ – 16,498.6926 and 5,000.0000 units outstanding at June 30, 2006 and December 31, 2005

     1,740,569      488,336

Managing Owners Interests –250.0000 units outstanding at June 30, 2006 and December 31, 2005

     26,374      24,417

Class II Units:

     

Unitholders’ – 5,000.0000 and 0 units outstanding at June 30, 2006 and December 31, 2005

     485,513      0
             

Total unitholders’ capital

     2,252,456      512,753
             

Total liabilities and unitholders’ capital

   $ 2,360,424    $ 515,737
             

NET ASSET VALUE PER UNIT

     

Class I

   $ 105.50    $ 97.67
             

Class II

   $ 97.10   
         

See accompanying notes.

 

-2-


WORLD MONITOR TRUST III – SERIES H

STATEMENTS OF OPERATIONS

For the Three Months and Six Months Ended June 30, 2006

(Unaudited)

 


 

     Three Months Ended
June 30, 2006
    Six Months Ended
June 30, 2006
 

NET INCOME ALLOCATED FROM WMT III SERIES H/J TRADING VEHICLE LLC:

    

REVENUES

    

Realized

   $ 157,152     $ 165,788  

Change in unrealized

     (102,735 )     (71,623 )

Interest income

     19,772       29,391  
                

Total revenues

     74,189       123,556  
                

EXPENSES

    

Brokerage commissions

     1,955       2,870  

Advisor management fee

     13,592       20,854  

Advisor incentive fee

     7,774       12,443  

Operating expenses

     1,650       2,818  
                

Total expenses

     24,971       38,985  
                

NET INCOME ALLOCATED FROM WMT III SERIES H/J TRADING VEHICLE LLC

     49,218       84,571  
                

NET LOSS FROM SERIES OPERATIONS:

    

REVENUES

    

Interest income

     2,939       3,485  
                

EXPENSES

    

Management fee

     2,211       3,395  

Service fee – Class I Units

     8,011       12,746  

Sales commission

     4,422       6,790  

Operating expenses

     4,982       7,565  
                

Total expenses

     19,626       30,496  
                

NET LOSS FROM SERIES OPERATIONS

     (16,687 )     (27,011 )
                

NET INCOME

   $ 32,531     $ 57,560  
                

NET INCOME (LOSS) PER WEIGHTED AVERAGE UNITHOLDER AND MANAGING OWNER UNIT

    

Net income (loss) per weighted average Unitholder and Managing Owner Unit:

    

Class I

   $ 3.27     $ 6.39  
                

Class II(1)

   $ (2.86 )   $ (2.86 )
                

Weighted average number of Units outstanding:

    

Class I

     14,319.9257       11,247.4993  
                

Class II(1)

     5,000.0000       5,000.0000  
                

(1) Class II Units were outstanding from June 1, 2006 to June 30, 2006

See accompanying notes.

 

-3-


WORLD MONITOR TRUST III – SERIES H

STATEMENTS OF CHANGES IN UNITHOLDERS’ CAPITAL

For the Six Months Ended June 30, 2006 and 2005

(Unaudited)

 


 

     Class I     Class II    

Total

Amount

 
     Unitholders     Managing Owner Interests     Unitholders    
     Units    Amount     Units    Amount     Units    Amount    

Six months ended June 30, 2006

                 

Unitholders’ capital at December 31, 2005

   5,000.0000    $ 488,336     250.0000    $ 24,417     0.0000    $ 0     $ 512,753  

Net income (loss)

        69,818          2,021          (14,279 )     57,560  

Additions

   10,884.3504      1,123,198     0.0000      0     5,000.0000      500,000       1,623,198  

Exchanges

   614.3422      62,328     0.0000      0     0.0000      0       62,328  

Offering costs

        (3,111 )        (64 )        (208 )     (3,383 )
                                               

Unitholders’ capital at June 30, 2006

   16,498.6926    $ 1,740,569     250.0000    $ 26,374     5,000.0000    $ 485,513     $ 2,252,456  
                                               

Six months ended June 30, 2005

                 

Unitholders’ capital at December 31, 2004 and June 30, 2005

   0.0000    $ 0     10.0000    $ 1,000     0.0000    $ 0     $ 1,000  
                                               

See accompanying notes.

 

-4-


WORLD MONITOR TRUST III – SERIES H

NOTES TO FINANCIAL STATEMENTS

(Unaudited)

 


 

Note 1. ORGANIZATION

 

  A. General Description of the Trust

World Monitor Trust III (the “Trust”) is a business trust organized under the laws of Delaware on September 28, 2004. The Trust consists of four separate and distinct series (“Series”): Series G, H, I and J. Series G, H, I and J commenced trading operations on or about December 1, 2005, and each Series will continue to exist until terminated pursuant to the provisions of Article XIII of the Amended and Restated Declaration of Trust and Trust Agreement. The assets of each Series are segregated from those of the other Series, separately valued and independently managed. Each Series was formed to engage in the speculative trading of a diversified portfolio of futures, forward and options contracts and may, from time to time, engage in cash and spot transactions.

Each Series is initially divided into two classes: the Class I Units and the Class II Units. The Class I and Class II Units; are identical except for the applicable service fee charged to Class I Units. Series H Class I Units were first issued on December 1, 2005, and Series H Class II Units were first issued on June 1, 2006.

Upon commencement of trading, Series H allocated its net assets to WMT III Series H/J Trading Vehicle LLC, (the “Trading Vehicle”) and received a Voting Membership Interest in the Trading Vehicle. The Trading Vehicle was formed to function as an aggregate trading vehicle. The sole members of the Trading Vehicle are Series H and Series J. Preferred Investment Solutions Corp. is the Managing Owner of all Series and has been delegated administrative authority over the operations of the Trading Vehicle. The Trading Vehicle engages in the speculative trading of futures contracts and options on futures contracts. The financial statements of the Trading Vehicle, including the condensed schedule of investments, are included in Section II of these financial statements and should be used in conjunction with Series H’s financial statements.

 

  B. Regulation

As a registrant with the Securities and Exchange Commission, the Trust and each Series are subject to the regulatory requirements under the Securities Act of 1933 and the Securities Exchange Act of 1934. As a commodity pool, the Trust and each Series are 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 the various commodity exchanges where the Trust through the Trading Vehicle executes transactions.

 

  C. The Offering

Up to $37,500,000 Series G, Class I; $12,500,000 Series G, Class II; $37,500,000 Series H, Class I; $12,500,000 Series H, Class II; $18,750,000 Series I, Class I; $6,250,000 Series I, Class II; $281,250,000 Series J, Class I; and $93,750,000 Series J, Class II of Units are being offered (totaling $500,000,000) (“Subscription Maximum”). Interests are being offered to investors who meet certain established suitability standards, with a minimum initial subscription of $5,000 (and for Series J, $2,000 for certain Benefit Plan Investors (including IRAs)), although the minimum purchase for any single Series is $500.

 

-5-


WORLD MONITOR TRUST III – SERIES H

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

(Unaudited)

 


 

Note 1. ORGANIZATION (CONTINUED)

 

  C. The Offering (Continued)

Initially, the Units for each Series were offered for a period ending November 30, 2005 (“Initial Offering Period”) at $100 per Interest. The Subscription Minimum of $30,000,000 for Series J was reached during the Initial Offering Period; permitting each of Series G, H, I and J to commence trading operations. Series H completed its initial offering on December 1, 2005 with gross proceeds of $525,000, which was fully allocated to the Trading Vehicle. Until the subscription maximum for each Series is reached, each Series’ Units will continue to be offered on a monthly basis at the then current net asset value per Unit.

 

  D. Exchanges, Redemptions and Termination

Units owned in one Series of the Trust may be exchanged, without any charge, for Units of one or more other Series on a monthly basis for as long as Units in those Series are being offered to the public. Exchanges are made at the applicable Series’ then current net asset value per Unit as of the close of business on the last day of the month in which the exchange request is effected. The exchange of Units is treated as a redemption of Units in one Series (with the related tax consequences) and the simultaneous purchase of Units in the other Series. Future redemptions and exchanges will impact the amount of funds available for investment in the Trading Vehicle in subsequent periods.

Redemptions are permitted on a monthly basis. Class I Units redeemed prior to the first anniversary of their purchase will be subject to a redemption charge of up to 2% of the net asset value per Unit at which they were redeemed. Redemption fees are paid to the Selling Agent, Kenmar Securities Inc. There is no redemption charge associated with the Class II Units.

In the event that the net asset value of a Series, after adjustments for distributions, contributions and redemptions, declines by 50% or more since the commencement of trading activities or the first day of a fiscal year, the Series will automatically terminate.

 

Note 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

  A. Basis of Accounting

The statement of financial condition as of June 30, 2006, the statements of operations for the three months and six months ended June 30, 2006, and the statements of changes in unitholders’ capital for the six months ended June 30, 2006 and 2005 are unaudited. The December 31, 2005 references were taken from audited financial statements. In the opinion of the Managing Owner, the financial statements contain all adjustments (consisting of only normal recurring adjustments) necessary to state fairly the financial position of World Monitor Trust III – Series H as of June 30, 2006 and the results of its operations for the three months and six months ended June 30, 2006. The operating results for the interim periods may not be indicative of the results expected for the full year.

 

-6-


WORLD MONITOR TRUST III – SERIES H

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

(Unaudited)

 


 

Note 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

  A. Basis of Accounting (Continued)

The financial statements of Series H are prepared in accordance with accounting principles generally accepted in the United States of America. Such principles require the Managing Owner to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

The weighted average number of Units outstanding was computed for purposes of disclosing net income (loss) per weighted average Unit. The weighted average Units are equal to the number of Units outstanding at period end, adjusted proportionately for Units subscribed and redeemed based on their respective time outstanding during such period.

Series H has elected not to provide a Statement 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.”

Consistent with standard business practices in the normal course of business, Series H has provided general indemnifications to the Managing Owner, its Trading Advisor and others when they act, in good faith, in the best interests of Series H. Series H is unable to develop an estimate of the maximum potential amount of future payments that could potentially result from any hypothetical future claim, but expects the risk of having to make any payments under these general business indemnifications to be remote.

Cash represents amounts deposited with clearing brokers, a portion of which is restricted for purposes of meeting margin requirements, which typically range from 0% to 35% of the notional amounts of the derivatives traded, and receives interest on all cash balances held by the clearing brokers at prevailing rates.

 

  B. Income Taxes

Series H is treated as a partnership for Federal income tax purposes. As such, Series H is not required to provide for, or pay, any Federal or state income taxes. Income tax attributes that arise from its operations are passed directly to the individual Unitholders including the Managing Owner. Series H may be subject to other state and local taxes in jurisdictions in which it operates.

 

-7-


WORLD MONITOR TRUST III – SERIES H

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

(Unaudited)

 


 

Note 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

  C. Investment in WMT III Series H/J Trading Vehicle LLC

The investment in the Trading Vehicle is reported in Series H’s statement of financial condition at fair value. Fair value ordinarily is the value determined for the Trading Vehicle in accordance with the Trading Vehicle’s valuation policies and reported at the time of Series H’s valuation by the management of the Trading Vehicle. Generally, the fair value of Series H’s investment in the Trading Vehicle represents the amount that Series H could reasonably expect to receive from the Trading Vehicle if Series H’s investment were redeemed at the time of valuation, based on information available at the time the valuation was made and that Series H believes to be reliable. Series H records its proportionate share of each item of income and expense from the investment in the Trading Vehicle in the statement of operations.

The accounting policies, including valuation policies, of the Trading Vehicle are contained in the notes to the Trading Vehicle’s financial statements included in Section II of these financial statements.

 

  D. Profit and Loss Allocations and Distributions

Income and expenses (excluding the service fee) are allocated pro rata to the Class I Units and Class II Units monthly based on the units outstanding during the month. Class I Units are charged with the service fee applicable to such units. Distributions (other than redemptions of units) may be made at the sole discretion of the Managing Owner on a pro rata basis in accordance with the respective capital balances of the unitholders. The Managing Owner has not and does not presently intend to make any distributions.

 

  E. Offering Costs

Initial offering costs of the Trust (exclusive of the initial selling fee), totaling $1,461,274, were advanced by the Managing Owner. Such initial offering expenses will be reimbursed by each of the Series, without interest, in 36 monthly payments during each of the first 36 months of the continuous offering period. The amount of initial offering costs that each Series will reimburse the Managing Owner each month is based on each Series percentage of total Trust net asset value at the beginning of each month. In no event shall the Managing Owner be entitled to reimbursement for such expenses in an aggregate amount in excess of 2.5% of the aggregate amount of all subscriptions accepted by the Trust during the Initial Offering Period and the first 36 months of the continuous offering period.

The Managing Owner also will pay all offering expenses incurred after the Initial Offering Period (“ongoing offering costs”). Such expenses will be allocated among the Series as the Managing Owner determines to be fair and equitable and, each Series will reimburse the Managing Owner, without interest, in up to 36 monthly payments during each of the first 36 months following the month in which such expenses were paid by the Managing Owner.

 

-8-


WORLD MONITOR TRUST III – SERIES H

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

(Unaudited)

 


 

Note 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

  E. Offering Costs (Continued)

In no event shall the amount of any payment in any month for reimbursement of initial and ongoing offering costs exceed 0.50% per annum of the Net Asset Value of the Series as of the beginning of such month. The amount of monthly reimbursement due to the Managing Owner is charged directly to unitholders’ capital.

The Series will only be liable for payment of initial and ongoing offering costs on a monthly basis. If a Series terminates prior to completion of payment of such amounts to the Managing Owner, the Managing Owner will not be entitled to any additional payments, and the Series will have no further obligation to the Managing Owner. The amount of monthly reimbursement due to the Managing Owner is charged directly to unitholders’ capital.

 

Note 3. MANAGING OWNER

The Managing Owner of the Trust is Preferred Investment Solutions Corp., which conducts and manages the business of the Trust. The Declaration of Trust and Trust Agreement requires the Managing Owner and or its affiliates to maintain a capital account equal to 1% of the total capital accounts of the Series (subject to a $25,000 minimum per Series).

The Managing Owner is paid a monthly management fee of 1/12 of 0.5% (0.5% annually) of Series H’s net asset value at the beginning of the month.

 

Note 4. SERVICE FEES AND SALES COMMISSIONS

Series H pays a service fee with respect to Class I Units, monthly, equal to 1/12 of 2% ( 2% per annum) of the Net Asset Value per unit of the outstanding Class I Units as of the beginning of the month. The service fee is paid directly by Series H to the Selling Agent, Kenmar Securities Inc., an affiliate of the Managing Owner. The Selling Agent is responsible for paying all commissions owing to the correspondent selling agents, who are entitled to receive from the Selling Agent an initial commission equal to 2% of the initial Net Asset Value per Unit of each Class I Unit sold by them, payable on the date such Class I Units are purchased and, commencing with the 13th month after the purchase of a Class I Unit, an ongoing monthly commission equal to 1/12th of 2% (2% per annum) of the Net Asset Value per Class I Unit as of the beginning of the month the Class I Units were sold by them.

Class II Unitholders are not assessed service fees.

Series H will also pay Kenmar Securities Inc. a monthly sales commission equal to 1/12 of 1% (1% annually) of the Net Asset Value of the outstanding units as of the beginning of each month.

 

-9-


WORLD MONITOR TRUST III – SERIES H

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

(Unaudited)

 


 

Note 5. TRUSTEE

The trustee of the Trust is Wilmington Trust Company, a Delaware banking corporation. The trustee has delegated to the Managing Owner the power and authority to manage the business and affairs of the Trust and has only nominal duties and liabilities with respect to the Trust.

 

Note 6. OPERATING EXPENSES

Operating expenses of Series H are paid for by Series H. However, during the three month and six months ended June 30, 2006, the Managing Owner has agreed to pay operating expenses on behalf of Series H amounting to approximately $7,342 and $17,765, respectively.

 

Note 7. INVESTMENT IN WMT III SERIES H/J TRADING VEHICLE LLC

Effective December 1, 2005, Series H invested a substantial portion of its assets in the Trading Vehicle. Series H’s investment in the Trading Vehicle represents approximately 10.98% and 4.83% of the net asset value of the Trading Vehicle at June 30, 2006 and December 31, 2005, respectively. The investment in the Trading Vehicle is subject to the Organization Agreement of the Trading Vehicle.

Summarized information for this investment is as follows:

 

     Net Asset Value
December 31, 2005
   Investments    Income    Redemptions     Net Asset Value
June 30, 2006

WMT III Series H/J Trading Vehicle LLC

   $ 515,430    $ 1,685,002    $ 84,571    $ (30,165 )   $ 2,254,838
                                   

Series H may make additional contributions to, or redemptions from, the Trading Vehicle on a monthly basis.

 

Note 8. MARKET AND CREDIT RISK

Series H’s investment in the Trading Vehicle is subject to the market and credit risks of the futures contracts, options on futures contracts, and other financial instruments held or sold short by the Trading Vehicle. Series H bears the risk of loss only to the extent of the market value of its investment and, in certain specific circumstances, distributions and redemptions received.

Series H has cash on deposit with financial institutions. In the event of a financial institution’s insolvency, recovery of cash on deposit may be limited to account insurance or other protection afforded such deposits.

The Managing Owner 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 Unitholders 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.

 

Note 9. SUBSEQUENT EVENT

Effective July 1, 2006, additions of $77,100 were made to Series H Class I and $25,000 to Series H Class II, respectively.

 

-10-


WORLD MONITOR TRUST III – SERIES H

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

(Unaudited)

 


 

Note 10. FINANCIAL HIGHLIGHTS

The following information presents per unit operating performance data and other supplemental financial data for the three months and six months ended June 30, 2006. This information has been derived from information presented in the financial statements.

 

     Class I     Class II  
     Three months ended
June 30, 2006
    Six months ended
June 30, 2006
   

June 1, 2006

(commencement)
to June 30, 2006

 

Per Unit Performance

      

(for a unit outstanding throughout the entire period)

      

Net asset value per unit at beginning of period

   $ 101.46     $ 97.67     $ 100.00  
                        

Income (loss) from operations:(3)

      

Net realized and change in unrealized income(1)

     5.94       11.67       (3.54 )

Interest income(1)

     1.42       2.72       0.47  

Expenses(1)

     (3.19 )     (6.28 )     0.21  
                        

Total income (loss) from operations

     4.17       8.11       (2.86 )
                        

Offering costs(1)

     (0.13 )     (0.28 )     (0.04 )
                        

Net increase (decrease) for the period

     4.04       7.83       (2.90 )
                        

Net asset value per unit at end of period

   $ 105.50     $ 105.50     $ 97.10  
                        

Total Return(5)

      

Total return before incentive fee

     4.75 %     9.40 %     (3.67 )%

Incentive fee

     (0.77 )%     (1.39 )%     0.77 %
                        

Total return after incentive fee

     3.98 %     8.01 %     (2.90 )%
                        

Supplemental Data

      

Ratios to average net asset value:(3), (6)

      

Net investment loss before incentive fee(2), (4)

     (3.61 )%     (4.04 )%     (1.08 )%

Incentive fee(5)

     (0.77 )%     (1.39 )%     0.77 %
                        

Net investment loss after incentive fee

     (4.38 )%     (5.43 )%     (0.31 )%
                        

Interest income(4)

     5.37 %     5.20 %     5.68 %
                        

Incentive fees(5)

     0.77 %     1.39 %     (0.77 )%

Other expenses(4)

     8.98 %     9.23 %     6.75 %
                        

Total expenses

     9.75 %     10.62 %     5.98 %
                        

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

 


(1) Interest income per unit, expenses per unit and offering costs per unit are calculated by dividing interest income, expenses and offering costs applicable to each class by the weighted average number of units of each class outstanding during the period. Net realized and change in unrealized income is a balancing amount necessary to reconcile the change in net asset value per unit of each class with the other per unit information.
(2) Represents interest income less total expenses (exclusive of incentive fees).
(3) Includes Series H’s proportionate share of income and expenses from WMT III Series H/J Trading Vehicle LLC.
(4) Annualized.
(5) Not annualized.
(6) If Series H had borne all its expenses that were reimbursed or waived by the Managing Owner, the annualized expense and net investment loss ratios for the three months and six months ended June 30, 2006 would be as follows:

 

     Class I     Class II  
     Three months ended
June 30, 2006
    Six months ended
June 30, 2006
    June 1, 2006
(commencement)
to June 30, 2006
 

Total expense ratio

   11.58 %   13.58 %   6.90 %

Net investment loss before incentive fee

   (5.44 )%   (6.99 )%   (1.99 )%

Incentive fee

   (0.77 )%   (1.39 )%   0.77 %
                  

Net investment loss after incentive fee

   (6.21 )%   (8.38 )%   (1.22 )%
                  

 

-11-



SECTION II

 



WMT III SERIES H/J TRADING VEHICLE LLC

FINANCIAL STATEMENTS

June 30, 2006


WMT III SERIES H/J TRADING VEHICLE LLC

STATEMENTS OF FINANCIAL CONDITION

June 30, 2006 (Unaudited) and December 31, 2005

 


 

    

June 30,

2006

    December 31,
2005
 

ASSETS

    

Cash in commodity trading accounts

   $ 21,210,487     $ 11,022,502  

Net unrealized (loss) on open futures contracts

     (480,319 )     (328,519 )

Interest receivable

     78,052       33,259  
                

Total assets

   $ 20,808,220     $ 10,727,242  
                

LIABILITIES

    

Accrued expenses

   $ 63,050     $ 28,800  

Commissions payable

     6,277       3,294  

Advisor management fee payable

     52,029       26,738  

Advisor incentive fee payable

     148,323       0  
                

Total liabilities

     269,679       58,832  
                

MEMBERS’ CAPITAL (Net Asset Value)

    

Member H

     2,254,838       515,430  

Member J

     18,283,703       10,152,980  
                

Total members’ capital (Net Asset Value)

     20,538,541       10,668,410  
                

Total liabilities and members’ capital

   $ 20,808,220     $ 10,727,242  
                

See accompanying notes.

 

-14-


WMT III SERIES H/J TRADING VEHICLE LLC

CONDENSED SCHEDULES OF INVESTMENTS

June 30, 2006 (Unaudited) and December 31, 2005

 


 

     June 30, 2006     December 31, 2005  
     Net
Unrealized
Gain (Loss)
as a % of
Net Asset
Value
    Net
Unrealized
Gain (Loss)
    Net
Unrealized
Gain (Loss)
as a % of
Net Asset
Value
    Net
Unrealized
Gain (Loss)
 

Futures Contracts

        

Futures contracts purchased:

        

Commodities

   0.02 %   $ 4,242     (0.13 )%   $ (14,296 )

Currencies

   (0.37 )%     (75,460 )   (2.00 )%     (213,075 )

Interest rates

   (0.75 )%     (155,203 )   0.22 %     23,738  

Metals

   (0.52 )%     (106,625 )   0.13 %     13,709  

Stock indices

   0.05 %     11,049     0.10 %     10,498  
                            

Net unrealized loss on futures contracts purchased

   (1.57 )%     (321,997 )   (1.68 )%     (179,426 )
                            

Futures contracts sold:

        

Currencies

   (1.60 )%     (328,237 )   1.06 %     112,658  

Interest rates

   1.47 %     302,720     (2.14 )%     (228,391 )

Metals

   0.01 %     1,325     (0.03 )%     (2,900 )

Stock indices

   (0.65 )%     (134,130 )   (0.29 )%     (30,460 )
                            

Net unrealized loss on futures contracts sold

   (0.77 )%     (158,322 )   (1.40 )%     (149,093 )
                            

Net unrealized loss on futures contracts

   (2.34 )%   $ (480,319 )   (3.08 )%   $ (328,519 )
                            

See accompanying notes.

 

-15-


WMT III SERIES H/J TRADING VEHICLE LLC

STATEMENTS OF OPERATIONS

For the Three Months and Six Months Ended June 30, 2006

(Unaudited)

 


 

     Three Months Ended
June 30, 2006
    Six Months Ended
June 30, 2006
 

REVENUES

    

Realized

   $ 1,651,725     $ 1,843,014  

Change in unrealized

     (745,884 )     (151,800 )

Interest income

     210,069       362,100  
                

Total revenues

     1,115,910       2,053,314  
                

EXPENSES

    

Brokerage commissions

     19,262       33,605  

Advisor management fee

     144,965       260,691  

Advisor incentive fee

     148,322       237,915  

Operating expenses

     17,751       36,561  
                

Total expenses

     330,300       568,772  
                

NET INCOME

   $ 785,610     $ 1,484,542  
                

See accompanying notes.

 

-16-


WMT III SERIES H/J TRADING VEHICLE LLC

STATEMENT OF CHANGES IN MEMBERS’ CAPITAL (NET ASSET VALUE)

For the Six Months Ended June 30, 2006

(Unaudited)

 


 

     Members’ Capital  
     Member H     Member J     Total  

Six months ended June 30, 2006

      

Balance at December 31, 2005

   $ 515,430     $ 10,152,980     $ 10,668,410  

Net income

     84,571       1,399,971       1,484,542  

Additions

     1,685,002       7,084,886       8,769,888  

Redemptions

     (30,165 )     (354,134 )     (384,299 )
                        

Balance at June 30, 2006

   $ 2,254,838     $ 18,283,703     $ 20,538,541  
                        

See accompanying notes.

 

-17-


WMT III SERIES H/J TRADING VEHICLE LLC

NOTES TO FINANCIAL STATEMENTS

(Unaudited)

 


 

Note 1. ORGANIZATION

 

  A. General Description of the Trading Vehicle

WMT III Series H/J Trading Vehicle LLC (the “Trading Vehicle”) is a limited liability company organized under the laws of Delaware on March 10, 2005 which will terminate on December 31, 2054 unless terminated sooner under the provisions of the Organization Agreement. The Trading Vehicle commenced trading operations on December 1, 2005. The Trading Vehicle was formed to engage in the speculative trading of a diversified portfolio of futures contracts and options on futures contracts. Preferred Investment Solutions Corp. (“Preferred”) performs administrative services for the Trading Vehicle. The Trading Vehicle currently consists of two members: World Monitor Trust III – Series H (“Member H”) and World Monitor Trust III – Series J (“Member J”) (collectively, the “Members”). Preferred is the Managing Owner of each of the Members. Upon making the initial capital contribution, each Member received Voting Membership Interests.

The Trading Vehicle is a Member managed limited liability company that is not registered in any capacity with, or subject directly to regulation by the Commodity Futures Trading Commission or the United States Securities and Exchange Commission.

 

  B. The Trading Advisor

The Trading Vehicle entered into an advisory agreement with Bridgewater Associates, Inc. (the “Trading Advisor”) to make the trading decisions for the Trading Vehicle. The Trading Advisor manages approximately 100% of the assets of the Trading Vehicle pursuant to its Aggressive Pure Alpha Futures Only – A, No Benchmark program.

 

Note 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

  A. Basis of Accounting

The statement of financial condition, including the condensed schedule of investments, as of June 30, 2006, the statements of operations for the three months and six months ended June 30, 2006 and the statement of changes in members’ capital (net asset value) for the six months ended June 30, 2006 are unaudited. The December 31, 2005 references were taken from audited financial statements. In the opinion of the Preferred, the financial statements contain all adjustments (consisting of only normal recurring adjustments) necessary to state fairly the financial position of the Trading Vehicle as of June 30, 2006 and the results of its operations for the three months and six months ended June 30, 2006. The operating results for the interim periods may not be indicative of the results expected for the full year.

The financial statements of the Trading Vehicle are prepared in accordance with accounting principles generally accepted in the United States of America, which require the use of estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates.

 

-18-


WMT III SERIES H/J TRADING VEHICLE LLC

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

(Unaudited)

 


 

Note 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

  A. Basis of Accounting (Continued)

Commodity futures transactions are reflected in the accompanying statements of financial condition on the trade date. Net unrealized gain or loss on open contracts (the difference between contract trade price and market price) is reflected in the financial statements in accordance with Financial Accounting Standards Board Interpretation No. 39 – “Offsetting of Amounts Related to Certain Contracts.” The market value of futures (exchange-traded) contracts is based upon the closing quotation on the various futures exchanges on which the contract is traded. Any change in net unrealized gain or loss during the current period is reported in the statement of operations. Realized gains and losses on commodity transactions are recognized in the period in which the contracts are closed.

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

The Trading Vehicle has elected not to provide a Statement 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.”

Consistent with standard business practices in the normal course of business, the Trading Vehicle has provided general indemnifications to its Trading Advisor and others when they act, in good faith, in the best interests of the Trading Vehicle. The Trading Vehicle is unable to develop an estimate of the maximum potential amount of future payments that could potentially result from any hypothetical future claim, but expects the risk of having to make any payments under these general business indemnifications to be remote.

 

  B. Income Taxes

The Trading Vehicle is treated as a partnership for Federal income tax purposes. As such, the Trading Vehicle is not required to provide for, or pay, any Federal or state income taxes. Income tax attributes that arise from its operations are passed directly to the Members. The Trading Vehicle may be subject to other state and local taxes in jurisdictions in which it operates.

 

  C. Capital Accounts

The Trading Vehicle accounts for subscriptions, allocations and redemptions on a per member capital account basis.

The Trading Vehicle allocates profits and losses to its Members monthly on a pro rata basis based on each Member’s pro rata capital in the Trading Vehicle at the beginning of each month. Distributions (other than redemptions of capital) may be made at the sole discretion of the Members on a pro rata basis in accordance with the Members’ respective capital balances. The Trading Vehicle has not and does not presently intend to make any distributions.

 

-19-


WMT III SERIES H/J TRADING VEHICLE LLC

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

(Unaudited)

 


 

Note 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

  D. Foreign Currency Transactions

The Trading Vehicle’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 U.S. dollars 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 operations currently.

 

Note 3. MANAGEMENT AND INCENTIVE FEES

The Trading Vehicle pays the Trading Advisor a monthly management fee equal to 1/12 of 3.0% (3.0% annually) of the Trading Vehicle’s allocated assets determined as of the close of business on the last day of each month. For purposes of determining the management fee, any distributions, redemptions or reallocation of assets made as of the last day of each month shall be added back to the assets and there shall be no reduction for (i) the management fees calculated or (ii) any accrued but unpaid incentive fees due the Trading Advisor.

Additionally, the Trading Vehicle pays the Trading Advisor an incentive fee of 20% (the “Incentive Fee”) of “New High Net Trading Profits” (as defined in the Advisory Agreement). The incentive fee accrues monthly and is paid quarterly.

 

Note 4. OPERATING EXPENSES

Operating expenses of the Trading Vehicle are paid for by the Trading Vehicle.

 

Note 5. DEPOSITS WITH BROKER

The Trading Vehicle deposits funds with UBS Securities LLC 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 Trading Vehicle earns interest income on assets deposited with the broker.

 

Note 6. SUBSCRIPTIONS, DISTRIBUTIONS AND REDEMPTIONS

Additional investments in the Trading Vehicle can be made at any time subject to the terms of the Organization Agreement.

The Trading Vehicle is not required to make distributions, but could do so at the discretion of the Members. A Member can request and receive redemption of capital at any time, subject to the terms in the Organization Agreement.

 

-20-


WMT III SERIES H/J TRADING VEHICLE LLC

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

(Unaudited)

 


 

Note 7. DERIVATIVE INSTRUMENTS AND ASSOCIATED RISKS

The Trading Vehicle is exposed to various types of risks associated with the derivative instruments and related markets in which it invests. These risks include, but are not limited to, risk of loss from fluctuations in the value of derivative instruments held (market risk) and the inability of counterparties to perform under the terms of the Trading Vehicle’s investment activities (credit risk).

 

  A. Market Risk

Trading in futures contracts (including foreign exchange) involves entering into contractual commitments to purchase or sell a particular commodity at a specified date and price. The gross or face amount of the contracts, which is typically many times that of the Trading Vehicle’s net assets being traded, significantly exceeds the Trading Vehicle’s future cash requirements since the Trading Vehicle intends to close out its open positions prior to settlement. As a result, the Trading Vehicle is generally subject only to the risk of loss arising from the change in the value of the contracts. As such, the Trading Vehicle considers the “fair value” of its derivative instruments to be the net unrealized gain or loss on the contracts. The market risk associated with the Trading Vehicle’s commitments to purchase commodities is limited to the gross or face amount of the contract held. However, when the Trading Vehicle enters into a contractual commitment to sell commodities, it must make delivery of the underlying commodity at the contract price and then repurchase the contract at prevailing market prices or settle in cash. Since the repurchase price to which a commodity can rise is unlimited, entering into commitments to sell commodities exposes the Trading Vehicle to unlimited risk.

Market risk is influenced by a wide variety of factors, including government programs and policies, political and economic events, the level and volatility of interest rates, foreign currency exchange rates, the diversification effect among the derivative instruments the Trading Vehicle holds and the liquidity and inherent volatility of the markets in which the Trading Vehicle trades.

 

  B. Credit Risk

When entering into futures contracts, the Trading Vehicle is exposed to credit risk that the counterparty to the contract will not meet its obligations. The counterparty for futures contracts traded on United States and most foreign futures exchanges is the clearinghouse associated with the particular exchange. In general, a clearinghouse is backed by its corporate members who are required to share any financial burden resulting from the non-performance by one of their members and, as such, should significantly reduce this credit risk. In cases where the clearinghouse is not backed by the clearing members (i.e., some foreign exchanges), it is normally backed by a consortium of banks or other financial institutions. The amount at risk associated with counterparty non-performance of all of the Trading Vehicle’s contracts is the net unrealized gain included in the statement of financial condition; however, counterparty non-performance on only certain of the Trading Vehicle’s contracts may result in greater loss than non-performance on all of the Trading Vehicle’s contracts. There can be no assurance that any counterparty, clearing member or clearinghouse will meet its obligations to the Trading Vehicle.

 

-21-


WMT III SERIES H/J TRADING VEHICLE LLC

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

(Unaudited)

 


 

Note 7. DERIVATIVE INSTRUMENTS AND ASSOCIATED RISKS (CONTINUED)

 

  B. Credit Risk (Continued)

Preferred attempts to minimize both credit and market risks by requiring the Trading Vehicle and its Trading Advisor to abide by various trading limitations and policies. Preferred monitors compliance with these trading limitations and policies, which include, but are not limited to, executing and clearing all trades with creditworthy counterparties; limiting the amount of margin or premium required for any one commodity or all commodities combined; and generally limiting transactions to contracts which are traded in sufficient volume to permit the taking and liquidating of positions. Additionally, pursuant to the Trading Advisory Agreement among the Trading Vehicle, Preferred and the Trading Advisor, the Trading Advisory Agreement shall automatically terminate, if the net asset value allocated to the Trading Advisor declines as of the end of any business day by at least 40% from the value at the beginning of any calendar year or since the effective date of the Trading Advisory Agreement. The decline in net asset value is after giving effect for distributions, subscriptions and redemptions.

The Trading Vehicle’s futures commission merchant, in accepting orders for the purchase or sale of domestic futures contracts, is required by Commodity Futures Trading Commission (“CFTC”) regulations to separately account for and segregate as belonging to the Trading Vehicle all assets of the Trading Vehicle relating to domestic futures trading and is not allowed to commingle such assets with its other assets. At June 30, 2006, and December 31, 2005, such segregated assets totaled $20,054,969 and $10,857,532. Part 30.7 of the CFTC regulations also requires the Trading Vehicle’s futures commission merchant to secure assets of the Trading Vehicle related to foreign futures trading which totaled $675,199 at June 30, 2006 and $(163,549) at December 31, 2005.

As of June 30, 2006, all open futures contracts mature between July 2006 and December 2007.

 

-22-


WMT III SERIES H/J TRADING VEHICLE LLC

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

(Unaudited)

 


 

Note 8. FINANCIAL HIGHLIGHTS

The following information presents the financial highlights of the Trading Vehicle for the three months and six months ended June 30, 2006. This information has been derived from information presented in the financial statements.

 

     Three Months Ended
June 30, 2006
    Six Months Ended
June 30, 2006
 

Total return(1)

    

Total return before incentive fee

   6.14 %   12.26 %

Incentive fee

   (0.99 )%   (1.74 )%
            

Total return after incentive fee

   5.15 %   10.52 %
            

Ratios to average net asset value:

    

Expenses prior to incentive fee(2)

   3.96 %   4.09 %

Incentive fee(1)

   0.81 %   1.47 %
            

Total expenses and incentive fee

   4.77 %   5.56 %
            

Net investment income(2)

   (2.62 )%   (2.55 )%
            

Total returns and ratios to average net asset value are calculated for Members’ capital taken as a whole. An individual Member’s total return and ratios may vary from the above return and ratios based on the timing of additions and redemptions.

 


(1) Not annualized.
(2) Annualized.

 

-23-


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

This Report includes forward-looking statements that reflect Preferred Investment Solutions Corp.’s (“Preferred” or the “Managing Owner”) current expectations about the future results, performance, prospects and opportunities of World Monitor Trust III, (the “Trust”). The Managing Owner has tried to identify these forward-looking statements by using words such as “may,” “will,” “expect,” “anticipate,” “believe,” “intend,” “should,” “estimate” or the negative of those terms or similar expressions. These forward-looking statements are based on information currently available to the Managing Owner and are subject to a number of risks, uncertainties and other factors, both known, such as those described in this Report, and unknown, that could cause the Trust’s actual results, performance, prospects or opportunities to differ materially from those expressed in, or implied by, these forward-looking statements.

You should not place undue reliance on any forward-looking statements. Except as expressly required by the Federal securities laws, the Managing Owner undertakes no obligation to publicly update or revise any forward-looking statements or the risks, uncertainties or other factors described in this Report, as a result of new information, future events or changed circumstances or for any other reason after the date of this Report.

Introduction

The Trust was formed as a Delaware Statutory Trust on September 28, 2004, with separate series, or each, a Series, of units of beneficial interest, or the Units. Its term will expire on December 31, 2054 (unless terminated earlier in certain circumstances).

The Trust’s Units are initially offered in four (4) separate and distinct Series: Series G, Series H, Series I, and Series J. The Trust may issue additional Series of Units in the future. The Units of each Series are separated into two classes, or each, a Class, of Units. Each Series:

 

    engages in the speculative trading of a diversified portfolio of futures, forward (including interbank foreign currencies) and options contracts and other derivative instruments and may, from time to time, engage in cash and spot transactions;

 

    invests in a trading vehicle which, in turn, has entered into a managed account agreement with its own independent commodity trading advisor that manages such Series’ assets and makes the trading decisions in respect of the assets of such Series;

 

    segregates its assets from the assets of any other Series and maintains separate, distinct records from each other Series, and accounts for its assets separately from each other Series;

 

    calculates its net assets and the Net Asset Value of its Units separately from each other Series;

 

    has an investment objective of increasing the value of its Units over the long term (capital appreciation), while controlling risk and volatility; and

 

    offers Units in two Classes—Class I and Class II.

Class I Units and Class II Units:

 

    The Trust pays a Service Fee in respect of the Class I Units, monthly, equal to 1/12th of 2.00% (2.00% per annum) of the Net Asset Value per Unit of the outstanding Class I Units as of the beginning of the month. The Service Fee is paid directly by the Trust to the Selling Agent. The Selling Agent is responsible for paying all service fees owing to the Correspondent Selling Agents. The Correspondent Selling Agents are entitled to receive from the Selling Agent an initial service fee equal to 2.00% of the initial Net Asset Value per Unit of each Class I Unit sold by them, payable on the date such Class I Units are purchased and, commencing with the thirteenth month after the purchase of a Class I Unit, an ongoing monthly commission equal to 1/12th of 2.00% (2.00% per annum) of the Net Asset Value per Unit as of the beginning of the month of the Class I Units sold by them. In addition to the above Service Fee, the Trust pays to the Selling Agent a Sales Commission, monthly, equal to 1/12th of 1.00% (1.00% per annum) of the Net Asset Value per Unit of the outstanding Class I Units as of the beginning of the month.

 

    Class II Units may only be offered to investors who are represented by approved Correspondent Selling Agents who are directly compensated by the investor for services rendered in connection with an investment in the Trust (such arrangements commonly referred to as “wrap-accounts”). Investors who purchase Class II Units of any Series are not charged any Service Fee. However, the Trust pays to the Selling Agent a Sales Commission, monthly, equal to 1/12th of 1.00% (1.00% per annum) of the Net Asset Value per Unit of the outstanding Class II Units as of the beginning of the month.

Series G, H, I and J commenced trading operations on or about December 1, 2005.

 

-24-


Units are offered as of the beginning of each month, and Units will continue to be offered in each Series until the maximum amount of each Series’ Units which are registered are sold. The Managing Owner may suspend or terminate the offering of Units of any Series at any time or extend the offering by registering additional Units.

Effective December 1, 2005, Series H contributed its net assets to WMT III Series H/J Trading Vehicle LLC (the “Trading Vehicle”) and received a Voting Membership Interest in the Trading Vehicle. The Trading Vehicle was formed to function as an aggregate trading vehicle. The sole members of the Trading Vehicle are Series H and World Monitor Trust III – Series J (“Series J”). Preferred is the Managing Owner of Series J and has been delegated administrative authority over the operations of the Trading Vehicle. The Trading Vehicle engages in the speculative trading of futures contracts. The financial statements of the Trading Vehicle, including the condensed schedule of investments, are included in Section II of these financial statements and should be used in conjunction with Series H’s financial statements.

Critical Accounting Policies

Preparation of the financial statements and related disclosures in compliance with accounting principles generally accepted in the United States of America requires the application of appropriate accounting rules and guidance, as well as the use of estimates. Series H’s application of these policies involves judgments and actual results may differ from the estimates used.

The Managing Owner has evaluated the nature and types of estimates that it makes in preparing Series H’s financial statements and related disclosures and has determined that the valuation of its investments in the Trading Vehicle involves a critical accounting policy. The market values of futures (exchange traded) contracts are verified by the administrator who obtains valuation data from third party data providers such as Bloomberg and Reuters and compares those prices with Series H’s broker. All values assigned by the administrator and confirmed by the Managing Owner are final and conclusive as to all Interest holders.

As such, if actual results vary from estimates used, they are not anticipated to have a material impact on the financial statements and related disclosures.

Liquidity and Capital Resources

Series H commenced operations on December 1, 2005 with gross proceeds of $525,000 allocated to commodities trading. Additional contributions raised through the continuous offering from the sales of Interests for the period December 1, 2005 to June 30, 2006 resulted in additional gross proceeds to Series H of $1,623,198.

Limited Interests in Series H may be redeemed on a monthly basis, but are subject to a redemption fee if transacted within one year of the effective date of purchase. Redemptions of Limited Interests and General Interests for the three months and six months ended June 30, 2006 were $0. Redemptions from commencement of operations (December 1, 2005) through June 30, 2006 were $0 for the Limited Interests and General Interests. Additionally, Interests owned in any series of World Monitor Trust III (Series G, H, I or J) may be exchanged, without charge, for interests of one or more other series of World Monitor Trust III on a monthly basis for as long as Limited Interests in those series are being offered to the public. Exchanges of Limited Interests into Series H from the other Series for the three months and six months ended June 30, 2006 were $0 and $62,328, respectively.

At June 30, 2006, 100% of Series H’s net assets were allocated to commodities trading through its investment in the Trading Vehicle. The broker credits Series H with interest income on 100% of its average daily equity maintained in its accounts with the broker during each month.

The commodities contracts may be subject to periods of illiquidity because of market conditions, regulatory considerations and other reasons. For example, commodity exchanges limit fluctuations in certain commodity futures contract prices during a single day by regulations referred to as “daily limits.” During a single day, no trades may be executed at prices beyond the daily limit. Once the price of a futures contract for a particular commodity has increased or decreased by an amount equal to the daily limit, positions in the commodity can neither be taken nor liquidated unless traders are willing to effect trades at or within the limit. Commodity futures prices have occasionally moved the daily limit for several consecutive days with little or no trading. Such market conditions could prevent Series H from promptly liquidating its commodity futures positions.

Since Series H’s business is to trade futures contracts, primarily through its investment in the Trading Vehicle, its capital is at risk due to changes in the value of these contracts (market risk) or the inability of counterparties to perform under the terms of the contracts (credit risk). Series H’s exposure to market risk is influenced by a number of factors including the volatility of interest rates and foreign currency exchange rates, the liquidity of the markets in which the contracts are traded and the relationships among the contracts held. The inherent uncertainty of Series H’s speculative trading as well as the development of drastic market occurrences could result in monthly losses considerably beyond Series H’s experience to date and could ultimately lead to a loss of all or substantially all of investors’ capital. The Managing Owner attempts to minimize these risks by requiring Series H and its trading advisor to abide by various trading limitations and policies which include limiting margin amounts, trading only in liquid markets and permitting the use of stop loss provisions. See Note 8 to the financial statements for a further discussion on the credit and market risks associated with Series H’s futures contracts.

Series H does not have, nor does it expect to have, any capital assets.

 

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Off-Balance Sheet Arrangements and Contractual Obligations

As of June 30, 2006, Series H had not utilized special purpose entities to facilitate off-balance sheet financing arrangements and has no loan guarantee arrangements or off-balance sheet arrangements of any kind other than agreements entered into in the normal course of business, which may include indemnification provisions related to certain risks service providers, such as our accountants, undertake in performing services which are in the best interests of Series H. While Series H’s exposure under such indemnification provisions cannot be estimated, these general business indemnifications are not expected to have material impact on Series H’s financial position.

Series H’s contractual obligations are with the Trading Vehicle’s Trading Advisor, Preferred, Kenmar Securities Inc, and their commodity broker. Payments made under Series H’s agreement with the Trading Advisor are at a fixed rate, calculated as a percentage of the Trading Vehicle’s “New High Net Trading Profits”. Management fee payments made to the Trading Advisor are calculated as a fixed percentage of the Trading Vehicle’s Net Asset Value. As such, the Managing Owner cannot anticipate the amount of payments that will be required under these agreements for future periods as Net Asset Values are not known until a future date. These agreements are effective for one-year terms, renewable automatically for additional one-year terms unless terminated. Additionally, these agreements may be terminated by either party for various reasons.

Results of Operations

The Class I net asset value per interest as of June 30, 2006, was $105.50, an increase of 8.02% from the December 31, 2005 net asset value per interest of $97.67 and an increase of 3.98% from the March 31, 2006 net asset value per interest of $101.46. The Class II net asset value per interest as of June 30, 2006 was $97.10, a decrease of 2.90% from the June 1, 2006 (date of issue) net asset value per interest of $100.00.

Series H’s trading gains before commissions and related fees for the three months and six months ended June 30, 2006 were $54,417 and $94,165, respectively. A detailed discussion of the current quarter trading results is presented below.

Past performance is not indicative of future results.

As a result, any recent increases in realized or unrealized trading gains

may have no bearing on any results that may be obtained in the future.

Second Quarter 2006 Economic Overview

News from the Federal Reserve (“Fed”) and its new chairman, Ben Bernanke, dominated the markets in the second quarter of 2006. Chairman Bernanke appears fully committed to fighting inflation and has quickly eliminated speculation that he might take a softer stance than his predecessor. The Fed continued to raise rates throughout the quarter. The Fed minutes have repeatedly stated that the Federal Open Market Committee’s (“FOMC”) actions will be data dependent and to this point that means the rate hike cycle is likely to continue at least for one addition meeting. As global liquidity and geopolitical concerns arose during the second quarter, U.S. Treasury yields found safe haven support.

Inflation and housing were again the major factors within the U.S. economic landscape. As gasoline prices continued to rise, inflation data drew particular attention. The housing market was somewhat mixed and the outlook remains uncertain. Despite these factors, final first quarter Gross Domestic Product (“GDP”) was revised upwards to 5.3% from the original 4.6%. However, the impact of a weaker housing sector and high gasoline and energy prices may be starting to take a toll, as the preliminary GDP for the second quarter was lower than expected at 2.5%.

The Eurozone continued to experience economic improvement in the second quarter. However, like the U.S., the third quarter may present a somewhat less buoyant picture. The euro turned in a strong quarter benefiting from central bank currency diversification. Interest rates were a primary focus as the European Central Bank (“ECB”) hiked rates by 25 basis points to 2.75% at its June meeting with further increases anticipated later in the year. An ongoing pattern of improved economic data was noted, particularly from Germany. In the U.K., the Bank of England (“BOE”) made no rate changes; economic data was fairly decent but showed some strain as the third quarter began.

In Japan, speculation that the Bank of Japan (“BOJ”) would finally end its “zero interest rate” policy proved correct as they imposed a 0.25% rate during the first week of July. Japan was at the forefront of the short-lived liquidity crisis, which instigated a sell-off in global assets during the second quarter, and their equity market fell approximately 9%. Other Asian equity markets saw a similar fate with Korea, Hong Kong and Shanghai also experiencing weakness. Despite the temporary disruption, overall economic data from Japan, and the region in general, showed an improved tone. China’s growth continues to be strong, as second quarter GDP rose to a 10 year high of 11.2%. The Bank of China raised interest rates in April in an attempt to harness growth and its inflationary implications. Further rate hikes are expected.

The Canadian economy has been moving at a brisk pace all year and the Bank of Canada has steadily raised rates. However, the statement at the conclusion of its most recent meeting suggests that a pause may be on the horizon. The Canadian dollar strengthened in the second quarter of 2006 and Canada’s economic fortunes seem bright.

Currencies

Interest rates were the primary drivers of the currency sector in the second quarter of 2006. The U.S. dollar suffered against the euro as the ECB appears to be at the beginning of its rate hike cycle and the Fed appears to be close to the end. Additionally, a continued pattern of improving economic data in the Eurozone was noted throughout the quarter, particularly

 

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from Germany, the leading driver of the region’s growth. The euro also benefited from central bank currency diversification away from the U.S. dollar as the global reserve currency, as Russia, China, Sweden, and the United Arab Emirates were prominent in this trend, which is expected to continue. Despite this pressure, the U.S. dollar attracted flight to safety support in mid June when the Korean missile crisis emerged.

In Japan, the focus was also on interest rates, as market participants attempted to discern when the BOJ would end its long standing “zero interest rate” policy. The BOJ drained liquidity throughout the quarter in preparation for this eventuality. The Japanese economy continues to improve, as highlighted by one of the most watched economic indicators, the Tankan Report, which was released at the end of June and the second quarter saw the definitive conclusion of the nation’s deflationary era. The yen was pressured a bit in late June by the scandal surrounding BOJ Governor Fukui.

The Chinese yuan traded at 7.999 to the U.S. dollar in late June compared to 8.017 at the end of the first quarter and has gained slightly over 1% since its 2.1% revaluation in July 2005. Recent comments from Bank of China officials have hinted at a potentially faster pace, but the markets have lent little credence to this statement.

Energies

The energy sector was volatile in the second quarter of 2006. Crude ended the quarter around $74 per barrel, up approximately 8.5% from the end of the previous quarter. Geopolitical uncertainty regarding Iran, North Korea and Nigeria were supportive of crude. Additional support is coming from increased demand from China and India. The price at the pump for unleaded gasoline remains high, but demand continued to display a relatively inelastic pattern. The only component of the sector that fell was natural gas. With plenty of supply, moderate temperatures and a slow start to the hurricane season, prices of natural gas continued their downward slide.

Grains

The sector was mixed for the quarter. On the production side of the equation, weather played the single largest role in corn prices for the second quarter. On a week-by-week basis, as chances for seasonally beneficial precipitation ebbed and flowed, corn prices moved higher and lower respectively. The start of the period found the corn market firmly ensconced in an uptrend that began at the end of calendar year 2005, but prices fell off sharply in June after the release of a U.S. Department of Agriculture (“USDA”) Supply/Demand Report that raised questions about the demand for corn. The decline in corn prices, along with many other commodity markets, may have had its roots in a consumption-restricting announcement made by the Chinese government. The statement made was that internal growth needed to be slowed, in light of a too-rapidly expanding economy. The graphic profile of the wheat market is almost identical as that seen in corn. For most of the second quarter, soybean prices moved sideways. Due to China’s dependence on Brazilian soybean imports, the tightening credit situation in China will likely not have as great a bearing on U.S. soybean prices.

Indices

By and large, global equity indices were lower in the second quarter of 2006 versus the first quarter of 2006. For most of the quarter, U.S. stocks suffered from the uncertainty surrounding the interest rate environment and from fears that the U.S. economy was slowing, mainly due to higher energy prices and a softer housing sector. The S&P 500 ended the quarter down 1.9% and the NASDAQ ended the quarter down 7.2%. Going forward U.S. equities are likely to remain highly sensitive to any events that might alter the outlook for the Fed, particularly inflation related data.

European markets had been strong for most of the year prior to the sell-off in May. Foreign money flows into Europe slowed significantly in May and were still at a somewhat reduced level in June. The German DAX ended the quarter down 4.8%, the French CAC 40 was down 4.9% and the British FTSE was down 2.2%.

Asian markets were very volatile, particularly in May and June, as a liquidity crunch was experienced in Japan and in various other sectors around the region. Indications of higher interest rates in Japan, Korea and China in coming months provided a negative tone, but the flow of economic data took on a positive tone and bodes well for the rest of the year. Japan’s Nikkei was down 9.1% for the quarter and Korea’s Kospi was down 4.7%. Australia’s All Ordinaries closed out the quarter down approximately 1%, but the strength in resource issues aided this market and the outlook for Australia is positive.

Interest Rates

U.S. Treasuries were in a rally mode for much of May and June as the markets evaluated the new Fed under Ben Bernanke. The FOMC appeared to be taking on a more aggressively anti-inflationary tone as the quarter progressed, with the Chairman and numerous Fed Governors focusing on the threat of inflation. After closing out the first quarter at 4.85%, the yield on the 10-year Treasury Note moved over 5.26% in mid June on the market view that that the Fed would continue to raise rates through the August meeting and possibly beyond. The softer tone of the statement accompanying the 25 basis point rate hike at the end of June caught the markets by surprise. While still recognizing the risk of inflation, the Fed gave greater credence to the potential for some economic slowing, and appeared to put into question the prospect of a further rate hike in August. As June concluded, the yield on the 10-year Treasury Note stood at 5.145%.

Outside of the U.S., the ECB raised rates 25 basis points in June to 2.75%. Statements by ECB President Jean Claude Trichet regarding inflation were mixed throughout the quarter, but were leaning towards the tightening side as June ended and additional ECB rate hikes are expected later this summer. Trichet has emphasized that inflation will remain elevated and that there is a risk of a surge in consumer prices. European data, particularly from Germany remains buoyant. The 10-year German Bund was yielding 4.07% at the end of June while the 30-year stood at 4.31%.

In the first week of July, the BOJ officially ended its “zero interest rate” policy by imposing a 0.25% rate, finally putting an end to the speculation that was rampant throughout the second quarter. Other Asian banks, including the Bank of Korea, raised

 

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rates in June and there are growing indications that the Bank of China will embark on a tightening bias to temper the expected 10% plus GDP growth and its inflationary potential. The Bank of Canada raised rates another 25 basis points but the accompanying statement hinted at a pause. The Reserve Bank of Australia held rates at 5.75% but there is speculation of an increase.

Metals

Gold had been in an upside surge for the entire year until things finally came to an end, at least temporarily, in late May. Global liquidity tightness, particularly in the Far East, which impacted other commodities as well as the equity and fixed income markets, served as a clear negative for gold and essentially put an end to the rally. Geopolitical concerns surrounding Iran, Iraq and Korea have been supportive for gold and are likely to aid the bull case in coming weeks. In addition, reserve asset diversification is likely to persist. Russia, China and Sweden, along with the United Arab Emirates and other petro-nations were active in that regard during the second quarter. Petrodollars have been flowing into gold for much of the year, although that slowed somewhat in June. Silver followed a similar pattern to gold, retaining its dependent relationship with the yellow metal.

The entire base metal complex was very volatile during the second quarter. Copper ended the quarter up 37% from the previous quarter, as labor and production problems in Mexico, Chile and Zambia added to the bullish scenario. With China forecast to see 10% plus GDP growth in 2006, the demand side of the equation still looks strong, as it does for most of Asia as well as the U.S. and Europe. Mines still lack the ability to significantly ramp up production, giving copper a solid fundamental base. After surging nearly 17% in May, zinc lost 15% in June but it is still up more than 75% for the year. Fundamentally, zinc presents the strongest picture among all the base metals as it faces a significant production deficit. Nickel rallied strongly for the quarter as well. While its fundamentals have improved, as stainless steel demand increased, the recent highs are vastly ahead of reasonable value.

Softs

The sector was mixed for the second quarter, with several markets experiencing significant sell-offs in May. Sugar had been extremely firm in the first quarter through mid second quarter, before undergoing a correction in May. Following a weak performance in May, which saw sugar decline over 11%, prices rebounded in June. However, the outlook is uncertain, as the weather in Brazil’s sugar producing areas has been crop friendly after a period of dry conditions. Coffee prices also fell in May, losing 10%. Brazilian weather has been excellent, which weighed on sentiment throughout the second quarter. The harvest has been moving at a brisk pace and at 35% complete for the season, is ahead of schedule. The second quarter saw cocoa prices trend higher. The Ivory Coast was the focus after the disarmament process broke down yet again. Cattle scored gains in May and June as the USDA announced an agreement with Japan to restart U.S. beef exports to that nation. Hogs also put in a strong June, as Far Eastern demand remained brisk.

Quarterly Trust Performance

The following is a summary of performance for the major sectors in which Series H traded:

Currencies: (+) Gains on long positions in the British pound and the Japanese yen offset losses on short Australian dollar and euro positions, resulting in a gain for the second quarter of 2006.

Energies: (+) Long positions in crude oil resulted in a gain for the second quarter of 2006.

Grains: (+) The sector was up for the second quarter of 2006, with a majority of the gains coming from long positions in wheat and soybeans.

Indices: (+) Gains on short DAX, S&P 500, Toronto Stock Index and Tokyo Stock Index positions were the primary contributors to profits for the quarter.

Interest Rates: (+) The interest rate sector was up for the second quarter in 2006. Short positions in the 10-year Australian Bond, the German Bund, the British Gilt and the U.S. Treasury Note led to the sector’s profits for the quarter.

Metals: (-) Despite gains from long gold positions, the metals sector generated net losses for the second quarter of 2006 due to short copper positions.

Softs: (-) The sector was negative for the second quarter of 2006 primarily due to long positions in sugar.

Interest Income is earned on the average daily equity maintained in its accounts with its broker and, therefore, varies weekly according to interest rates, trading performance, contributions and redemptions. Interest income was $22,711 and $32,876 for the three months and six months ended June 30, 2006, respectively.

Brokerage commissions and other transaction fees, which consist of National Futures Association, exchange and clearing fees as well as floor brokerage costs and give-up charges, are based on the number of trades the Trading Advisor executes, as well as which exchange, clearing firm or bank on, or through, which the contract is traded. Brokerage commissions were $1,955 and $2,870 during the three months and six months ended June 30, 2006, respectively.

All trading decisions for Series H are made by Bridgewater Associates, Inc. (the “Trading Advisor”) via Series H investment in the Trading Vehicle. Advisor fees are calculated on Series H’s investment in the Trading Vehicle monthly, and therefore, are affected by monthly trading performance, contributions and redemptions. Advisor management fees were $13,592 and $20,854 for the three months and six months ended June 30, 2006, respectively.

 

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Series H pays the Managing Owner a management fee calculated on Series H’s net asset value at the beginning of each month, and therefore, such fee is affected by monthly trading performance, contributions and redemptions. Management fees to the Managing Owner were $2,211 and $3,395 for the three months and six months ended June 30, 2006, respectively.

Series H pays a service fee with respect to Class I units, monthly, equal to 1/12 of 2% ( 2% per annum) of the Net Asset Value per unit of the outstanding Class I units as of the beginning of the month. The service fee is paid directly by Series H to the Selling Agent, Kenmar Securities, Inc., an affiliate of the Managing Owner. The Selling Agent is responsible for paying all commissions owing to the correspondent selling agents, who are entitled to receive from the Selling Agent an initial commission equal to 2% of the initial Net Asset Value per Unit of each Class I unit sold by them, payable on the date such Class I units are purchased and, commencing with the 13th month after the purchase of a Class I unit, an ongoing monthly commission equal to 1/12th of 2% (2% per annum) of the Net Asset Value per unit as of the beginning of the month of the Class I units sold by them. All unitholders will also pay Kenmar Securities, Inc. a monthly sales commission equal to 1/12 of 1% (1% annually) of the Net Asset Value of the outstanding units as of the beginning of each month. Services fees and sales commissions were $8,011 and $4,222 for the three months ended June 30, 2006, respectively, and $12,746 and $6,790 for the six months ended June 30, 2006, respectively.

Incentive fees are based on the “New High Net Trading Profits” generated by the Trading Advisor, as defined in the Advisory Agreement between the Trading Vehicle and the Trading Advisor. Incentive fees incurred during the three months and six months ended June 30, 2006 were $7,774 and $12,443, respectively.

Operating expenses for the three months and six months ended June 30, 2006 were $6,632 and $10,383, respectively. These expenses include accounting, audit, tax and legal fees as well as printing and postage costs related to reports sent to limited owners.

Offering costs for the three months and six months ended June 30, 2006 were $2,211 and $3,383, respectively. Offering costs are advanced by the Managing Owner and subject to reimbursement by the Trust, subject to certain limitations. For a further discussion of these payments, see Note 2.E. of Series H’s 2005 financial statements.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Information regarding quantitative and qualitative disclosures about market risk is not required pursuant to Item 305(e) of Regulation S-K.

Item 4. Controls and Procedures

As of the end of the period covered by this report, the Managing Owner carried out an evaluation, under the supervision and with the participation of the officers of the Managing Owner, including the Managing Owner’s co-chief executive officer, chief financial officer and director of fund administration, of the effectiveness of the design and operation of the Trust’s disclosure controls and procedures. Based upon that evaluation, the Managing Owner’s co-chief executive officer, chief financial officer and director of fund administration concluded that the Trust’s disclosure controls and procedures are effective.

In designing and evaluating the Trust’s disclosure controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e) of the Exchange Act), the Managing Owner recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurances of achieving the desired control objectives, as ours are designed to do, and the Managing Owner necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures. We believe that our disclosure controls and procedures provide such reasonable assurance.

There have not been any changes in our internal controls over financial reporting (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended) during the fiscal quarter to which this report relates that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.

 

-29-


PART II – OTHER INFORMATION

 

Item 1.   Legal Proceedings – There are no material legal proceedings pending by or against the Registrant or the Managing Owner or for which the Registrant or the Managing Owner was a party during the period covered by this report
Item 1A.   Risk Factors – There have been no material changes from risk factors as previously disclosed in the Registrant’s Form 10-K for the fiscal year ended December 31, 2005
Item 2.   Unregistered Sales of Equity Securities and Use of Proceeds – None
Item 3.   Defaults Upon Senior Securities – None
Item 4.   Submission of Matters to a Vote of Security Holders – None
Item 5.   Other Information – None
Item 6.   Exhibits:
  1.1    Form of Selling Agreement (incorporated by reference to Exhibit 1.1 to the Trust’s Pre-Effective Amendment No. 2 on S-1 Registration Statement, File No. 333-119612, filed with the Commission on March 14, 2005)
  4.1    Amended and Restated Declaration of Trust and Trust Agreement of the Registrant (annexed to the Prospectus as Exhibit A and incorporated by reference to Exhibit 4.1 to the Trust’s Pre-Effective Amendment No. 3 on S-1 Registration Statement, File No. 333-119612, filed with the Commission on March 29, 2005)
  4.2    Subscription Requirements (annexed to the Prospectus as Exhibit B and incorporated by reference to Exhibit 4.2 to the Trust’s Pre-Effective Amendment No. 3 on S-1 Registration Statement, File No. 333-119612, filed with the Commission on March 29, 2005)
  4.3    Subscription Instructions, Form of Subscription Agreement and Power of Attorney (annexed to the Prospectus as Exhibit C and incorporated by reference to Exhibit 4.3 to the Trust’s Pre-Effective Amendment No. 3 on S-1 Registration Statement, File No. 333-119612, filed with the Commission on March 29, 2005)
  4.4    Form of Privacy Notice (annexed to the Prospectus as Exhibit D and incorporated by reference to Exhibit 4.4 to the Trust’s Pre-Effective Amendment No. 3 on S-1 Registration Statement, File No. 333-119612, filed with the Commission on March 29, 2005)
  10.1    Form of Subscription Escrow Agreement (incorporated by reference to Exhibit 10.1 to the Trust’s Pre-Effective Amendment No. 2 on S-1 Registration Statement, File No. 333-119612, filed with the Commission on March 14, 2005)
  10.2    Form of Advisory Agreement among WMT III Series H/J Trading Vehicle LLC, the Managing Owner and Bridgewater Associates, Inc. (incorporated by reference to Exhibit 10.3 to the Trust’s Pre-Effective Amendment No. 2 on S-1 Registration Statement, File No. 333-119612, filed with the Commission on March 14, 2005)
  10.3    Form of Customer Agreement between the World Monitor Trust III and UBS Securities LLC (incorporated by reference to Exhibit 10.5 to the Trust’s Pre-Effective Amendment No. 2 on S-1 Registration Statement, File No. 333-119612, filed with the Commission on March 14, 2005)
  31.1    Certification pursuant to Exchange Act Rules 13a-14 and 15d-14 (filed herewith)
  31.2    Certification pursuant to Exchange Act Rules 13a-14 and 15d-14 (filed herewith)
  31.3    Certification pursuant to Exchange Act Rules 13a-14 and 15d-14 (filed herewith)
  32.1    Certification pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith)
  32.2    Certification pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith)
  32.3    Certification pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith)

 

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SIGNATURES

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.

 

  WORLD MONITOR TRUST III – SERIES H
By:     Preferred Investment Solutions Corp.
  Managing Owner
  By:  

/s/ Kenneth A. Shewer

   Date: August 14, 2006
    Kenneth A. Shewer   
    Co-Chief Executive Officer   
  By:  

/s/ Maureen D. Howley

   Date: August 14, 2006
    Maureen D. Howley   
    Chief Financial Officer and Senior Vice President   
  By:  

/s/ David K. Spohr

   Date: August 14 2006
    David K. Spohr   
    Vice President and Director of Fund Administration   
EX-31.1 2 dex311.htm CERTIFICATION PURSUANT TO EXCHANGE ACT RULES 13A-14 AND 15D-14 Certification pursuant to Exchange Act Rules 13a-14 and 15d-14

EXHIBIT 31.1

CERTIFICATION

I, Kenneth A. Shewer, Co-Chief Executive Officer of Preferred Investment Solutions Corp., the Managing Owner of World Monitor Trust III – Series H (“Series H”), certify that:

 

  1. I have reviewed this quarterly report on Form 10-Q of World Monitor Trust III – Series H;

 

  2. Based on my knowledge, this 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 report;

 

  3. Based on my knowledge, the financial statements, and other financial information included in this 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 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-15(e) and 15d-15(e)) for the Registrant and we have:

 

  a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, 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 report is being prepared;

 

  b) Evaluated the effectiveness of the Registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

  c) Disclosed in this report any change in the Registrant’s internal control over financial reporting that occurred during the Registrant’s most recent fiscal quarter (the Registrant’s fourth quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting; and

 

  5. The Registrant’s other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Registrant’s auditors and the audit committee of the Registrant’s board of directors (or persons performing the equivalent functions):

 

  a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant’s ability to record, process, summarize and report financial information; and

 

  b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant’s internal control over financial reporting.

 

Date: August 14, 2006  

/s/ Kenneth A. Shewer

  Kenneth A. Shewer
  Co-Chief Executive Officer
EX-31.2 3 dex312.htm CERTIFICATION PURSUANT TO EXCHANGE ACT RULES 13A-14 AND 15D-14 Certification pursuant to Exchange Act Rules 13a-14 and 15d-14

EXHIBIT 31.2

CERTIFICATION

I, Maureen D. Howley, Chief Financial Officer and Senior Vice President of Preferred Investment Solutions Corp., the Managing Owner of World Monitor Trust III – Series H (“Series H”), certify that:

 

  1. I have reviewed this quarterly report on Form 10-Q of World Monitor Trust III – Series H;

 

  2. Based on my knowledge, this 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 report;

 

  3. Based on my knowledge, the financial statements, and other financial information included in this 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 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-15(e) and 15d-15(e)) for the Registrant and we have:

 

  a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, 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 report is being prepared;

 

  b) Evaluated the effectiveness of the Registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

  c) Disclosed in this report any change in the Registrant’s internal control over financial reporting that occurred during the Registrant’s most recent fiscal quarter (the Registrant’s fourth quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting; and

 

  5. The Registrant’s other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Registrant’s auditors and the audit committee of the Registrant’s board of directors (or persons performing the equivalent functions):

 

  a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant’s ability to record, process, summarize and report financial information; and

 

  b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant’s internal control over financial reporting.

 

Date: August 14, 2006  

/s/ Maureen D. Howley

  Maureen D. Howley
  Chief Financial Officer and Senior Vice President
EX-31.3 4 dex313.htm CERTIFICATION PURSUANT TO EXCHANGE ACT RULES 13A-14 AND 15D-14 Certification pursuant to Exchange Act Rules 13a-14 and 15d-14

EXHIBIT 31.3

CERTIFICATION

I, David K. Spohr, Vice President and Director of Fund Administration of Preferred Investment Solutions Corp., the Managing Owner of World Monitor Trust III – Series H (“Series H”), certify that:

 

  1. I have reviewed this quarterly report on Form 10-Q of World Monitor Trust III – Series H;

 

  2. Based on my knowledge, this 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 report;

 

  3. Based on my knowledge, the financial statements, and other financial information included in this 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 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-15(e) and 15d-15(e)) for the Registrant and we have:

 

  a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, 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 report is being prepared;

 

  b) Evaluated the effectiveness of the Registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

  c) Disclosed in this report any change in the Registrant’s internal control over financial reporting that occurred during the Registrant’s most recent fiscal quarter (the Registrant’s fourth quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting; and

 

  5. The Registrant’s other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Registrant’s auditors and the audit committee of the Registrant’s board of directors (or persons performing the equivalent functions):

 

  a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant’s ability to record, process, summarize and report financial information; and

 

  b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant’s internal control over financial reporting.

 

Date: August 14, 2006  

/s/ David K. Spohr

  David K. Spohr
  Vice President and Director of Fund Administration
EX-32.1 5 dex321.htm CERTIFICATION PURSUANT TO SECTION 906 Certification pursuant to Section 906

EXHIBIT 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

The undersigned, Kenneth A. Shewer, Co-Chief Executive Officer of the Managing Owner, Preferred Investment Solutions Corp. (the “Managing Owner”), of World Monitor Trust III – Series H (“Series H”), hereby certifies pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

 

  (1) Series H’s Quarterly Report on Form 10-Q for the period ended June 30, 2006, as filed with the Securities and Exchange Commission on the date hereof (the “Quarterly Report”), fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

  (2) The information contained in the Quarterly Report fairly presents, in all material respects, the financial condition and results of operations of Series H.

 

/s/ Kenneth A. Shewer

Kenneth A. Shewer
Co-Chief Executive Officer
August 14, 2006
EX-32.2 6 dex322.htm CERTIFICATION PURSUANT TO SECTION 906 Certification pursuant to Section 906

EXHIBIT 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

The undersigned, Maureen D. Howley, Chief Financial Officer and Senior Vice President of the Managing Owner, Preferred Investment Solutions Corp. (the “Managing Owner”), of World Monitor Trust III – Series H (“Series H”), hereby certifies pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

 

  (1) Series H’s Quarterly Report on Form 10-Q for the period ended June 30, 2006, as filed with the Securities and Exchange Commission on the date hereof (the “Quarterly Report”), fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

  (2) The information contained in the Quarterly Report fairly presents, in all material respects, the financial condition and results of operations of Series H.

 

/s/ Maureen D. Howley

Maureen D. Howley
Chief Financial Officer and Senior Vice President
August 14, 2006
EX-32.3 7 dex323.htm CERTIFICATION PURSUANT TO SECTION 906 Certification pursuant to Section 906

EXHIBIT 32.3

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

The undersigned, David K. Spohr, Vice President and Director of Fund Administration of the Managing Owner, Preferred Investment Solutions Corp. (the “Managing Owner”), of World Monitor Trust III – Series H (“Series H”), hereby certifies pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

 

  (1) Series H’s Quarterly Report on Form 10-Q for the period ended June 30, 2006, as filed with the Securities and Exchange Commission on the date hereof (the “Quarterly Report”), fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

  (2) The information contained in the Quarterly Report fairly presents, in all material respects, the financial condition and results of operations of Series H.

 

/s/ David K. Spohr

David K. Spohr
Vice President and Director of Fund Administration
August 14, 2006
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