10-Q/A

                                  FORM 10-Q/A
                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

(Mark One)

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

SECURITIES AND EXCHANGE ACT OF 1934

For the quarterly period ended  September 30, 2011

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  333-53111

                    Atlas Futures Fund, Limited Partnership
            (Exact name of registrant as specified in its charter)

		Delaware			51-0380494
		(State or other jurisdiction
		of incorporation		(I.R.S. Employer
		or organization)		Identification No.)

                     505 Brookfield Drive, Dover, DE 19901
         (Address of principal executive offices, including zip code)

                                (800) 331-1532
             (Registrant's telephone number, including area code)

             (Former name, former address and former fiscal year,
                         if changed since last report)

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 has submitted electronically and
posted on its corporate Web site, if any, every Interactive Data File required
to be submitted and posted pursuant to Rule 405 of Regulation S-T (Sec.
232.405 of this chapter) during the preceding 12 months (or for such shorter
period that the registrant was required to submit and post such files).

Yes [   ] No [   ] Not Applicable.

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

Large accelerated filer [ ]     Accelerated filer         [ ]
Non-accelerated filer   [X]     Smaller Reporting Company [ ]

Indicate by check mark whether the registrant is a shell company (as defined
in Rule 12b-2 of the Act).

Yes [  ] No [X]

               APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                 PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Sections 12, 13 or 15(d) f the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court.  Yes [   ] No [   ]  Not Applicable.

                     APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.   Not Applicable.


                               EXPLANATORY NOTE

This Amendment to the Quarterly Report on Form 10-Q/A (the "Amendment") amends
the Quarterly Report on Form 10-Q of Atlas Futures Fund, LP (the "Fund") for
the quarter ended September 30, 2011 (the "Original Filing"), that was
originally filed with the U.S. Securities and Exchange Commission on November
14, 2011. The Amendment is being filed to submit Exhibit 101.

Except as described above, the Amendment does not modify or update the
disclosures presented in, or exhibits to, the Original Filing in any way.
Those sections of the Original Filing that are unaffected by the Amendment are
not included herein. The Amendment continues to speak as of the date of the
Original Filing. Furthermore, the Amendment does not reflect events occurring
after the filing of the Original Filing. Accordingly, the Amendment should be
read in conjunction with the Original Filing, as well as the Company's other
filings made with the SEC pursuant to Section 13(a) or 15(d) of the Exchange
Act subsequent to the filing of the Original Filing.

Item 6.  Exhibits

31.1	Certification of Principal Executive Officer and Principal Financial
Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934

32.1	Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002

101	 XBRL formatted financial statements.

                                  SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the Registrant has duly caused this Form 10-Q/A for the period
ended September 30, 2011, to be signed on its behalf by the undersigned,
thereunto duly authorized.

Registrant:	Atlas Futures Fund, Limited Partnership
By Ashley Capital Management, Incorporated
Its General Partner

By: /s/ Michael Pacult
Mr. Michael Pacult
Sole Director, Sole Shareholder,
President, and Treasurer of the General Partner

Date:  August 16, 2012

                                       2

EX-31

Exhibit 31.01

                                 CERTIFICATION

I, Michael Pacult do hereby certify that:

1.   I have reviewed this quarterly report on Form 10-Q/A of Atlas Futures
Fund, Limited Partnership;

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 officer 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)) and internal control over
financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f))
for the registrant and 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)   Designed such internal control over financial reporting, or caused such
internal control over financial reporting to be designed under our
supervision, to provide reasonable assurance regarding the reliability of
financial reporting and the preparation of financial statements for external
purposes in accordance with generally accepted accounting principles;

(c)   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

(d)   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 fiscal quarter in the case of an
annual report) that has materially affected, or is reasonable likely to
materially affect, the registrant's internal control over financial reporting;
and

5.   The registrant's other certifying officer 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.

By: /s/ Michael Pacult
Michael Pacult
President of Ashley Capital Management, Inc.
General Partner of the Registrant

Date:	August 16, 2012

EX-32

EXHIBIT 32.01

                  CERTIFICATION BY CHIEF EXECUTIVE OFFICER &
                            CHIEF FINANCIAL OFFICER

I, Michael Pacult, the Chief Executive Officer and Chief Financial Officer of
Ashley Capital Management, Inc. as general partner of Atlas Futures Fund,
L.P., certify that (i) the Form 10-Q/A for the period ended September 30, 2011
of Atlas Futures Fund, L.P. fully complies with the requirements of Section
13(a) or 15(d) of the Securities Exchange Act of 1934 and (ii) the information
contained in the Form 10-Q/A for the period ended Setpember 30, 2011 fairly
presents, in all material respects, the financial condition and results of
operations of Atlas Futures Fund, L.P.

ATLAS FUTURES FUND, LIMITED PARTNERSHIP
By:	Ashley Capital Management, Inc., General Partner

By: /s/ Michael Pacult
Chief Executive Officer &
Chief Financial Officer

Date:	August 16, 2012

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Note 3: General Partner Responsibilities

3 Months Ended

Sep. 30, 2011

Note 3: General Partner Responsibilities:

Note 3: General Partner Responsibilities

3.  General Partner Duties
	The responsibilities of the General Partner, in addition to directing the trading and investment activity of the Fund, include executing and filing all necessary legal documents, statements and certificates of the Fund, retaining independent public accountants to audit the Fund, employing attorneys to represent the Fund, reviewing the brokerage commission rates to determine reasonableness, maintaining the tax status of the Fund as a limited partnership, maintaining a current list of names, addresses and numbers of units owned by each limited partner and taking such other actions as deemed necessary or desirable to manage the business of the Fund.
	If the daily net unit value of the Fund falls to less than 50% of the highest value earned through trading at the close of any month, then the General Partner will immediately suspend all trading, provide all limited partners with notice of the reduction and give all limited partners the opportunity, for fifteen days after such notice, to redeem partnership interests. No trading will commence until after the lapse of the fifteen day period.

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Note 2: Significant Accounting Policies

3 Months Ended

Sep. 30, 2011

Accounting Policies:

Significant Accounting Policies

2.  Significant Accounting Policies
	Registration Costs -  The Fund remains open to new partners, and incurs costs required to retain the ability to issue new units.  Such costs, in addition to the costs of recurring annual and quarterly filings with regulatory agencies are expensed as incurred.
	Revenue Recognition - Futures contracts are recorded on the trade date and are reflected in the statement of assets and liabilities at the difference between the original contract amount and the market value on the last business day of the reporting period.
	Fair value of futures contracts is based upon exchange or other applicable market best available closing quotations.
	Interest income is recognized when it is earned.
	U.S. Treasury Bills - U.S. Treasury bills are valued at amortized cost, which management has determined approximates fair value.
	Use of Accounting Estimates - The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America ("GAAP") requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period.  Actual results could differ from these estimates.
	Foreign Currency - The accounting records of the Fund are denominated in U.S. dollars. Assets and liabilities denominated in currencies other than U.S. dollars are translated into U.S. dollars at the exchange rates in effect on the valuation date. Commodity futures contract transactions are translated into U.S. dollars at the exchange rates on the dates of such transactions. On the accompanying financial statements, effects of changes in exchange rates from all transactions denominated in currencies other than U.S. dollars are disclosed separately.
		Fair Value Measurement and Disclosures - Accounting Standards Codification ("ASC") 820 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels.  The fair value hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).
		Level 1 inputs are unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access at the measurement date.
		Level 2 inputs are inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly.
		Level 3 inputs are unobservable inputs for an asset or liability, including the Fund’s own assumptions used in determining the fair value of investments.  Unobservable inputs shall be used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity for the asset or liability at the measurement date.  As of and for the period ended September 30, 2011 and year ended December 31, 2010, the Fund did not have any Level 3 assets or liabilities.
		The following table sets forth by level within the fair value hierarchy the Fund’s investments accounted for at fair value on a recurring basis as of September 30, 2011 and December 31, 2010.
		Fair Value at September 30, 2011
		Description	Level 1	Level 2	Level 3	Total
		U.S. Treasury Bills	$                    -	$   4,996,138	$             -	$   4,996,138
		Exchange Traded - Futures Contracts	749,098	-	-	749,098
		Total	$       749,098	$   4,996,138	$             -	$   5,745,236
		Fair Value at December 31, 2010
		Description	Level 1	Level 2	Level 3	Total
		U.S. Treasury Bills	$                    -	$   4,999,789	$             -	$   4,999,789
		Exchange Traded - Futures Contracts	647,664	-	-	647,664
		Total	$       647,664	$   4,999,789	$             -	$   5,647,453
		Income Taxes - The Fund prepares calendar year U.S. Federal and applicable state information tax returns and reports to the partners their allocable shares of the Fund’s income, expenses and trading gains or losses.  No provision for income taxes has been made in the accompanying financial statements as each partner is individually responsible for reporting income or loss based on such partner’s respective share of the Fund’s income and expenses as reported for income tax purposes.
		Management has continued to evaluate the application of ASC 740, “Income Taxes" to the Fund, and has determined that ASC 740 does not have a material impact on the Fund’s financial statements.  The Fund files federal and state tax returns.  The 2007 through 2010 tax years generally remain subject to examination by the U.S. federal and most state tax authorities.
		Statement of Cash Flows - For purposes of the Statement of Cash Flows, the Fund considers all short-term investments with an original maturity of three months or less to be cash equivalents.  Net cash provided by operating activities includes no cash payments for interest or income taxes for the nine months ended September 30, 2011 or September 30, 2010.
		Reclassifications - Certain prior year amounts were reclassified to conform to current year presentation.

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Statements of Assets and Liabilities (USD $)	Sep. 30, 2011		Dec. 31, 2010
Cash and cash equivalents at broker	$ 2,055,025		$ 4,513,906
Net unrealized gain (loss) on open futures contracts	749,098		647,664
Total equity in broker trading accounts	2,804,123		5,161,570
U.S. Treasury Bills	4,996,138	[1]	4,999,789	[1]
Cash	639,250		196,788
Money market fund			1,001,067
Prepaid expenses	8,881		4,124
Total assets	8,448,392		11,363,338
Liabilities
Partner redemptions payable	494,220		64,059
Accrued commissions payable to related parties	6,223		36,291
Other accrued liabilities	34,251		15,052
Total liabilities	534,694		115,402
Net assets	7,913,698	[2]	11,247,936	[2]
Analysis of net assets
Limited partners	7,913,698		11,247,936
Net assets	$ 7,913,698	[2]	$ 11,247,936	[2]
Partnership units outstanding
Limited partners units outstanding	2,138.63		2,658.37
Total partnership units outstanding	2,138.63		2,658.37

[1] Cost $4,986,097 and $4,998,420, respectively

[2] Equivalent to $3,700.36 and $4,231.14 per unit, respectively

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Statements of Cash Flows (USD $)	9 Months Ended
	Sep. 30, 2011	Sep. 30, 2010
Cash Flows from Operating Activities
Net (decrease) in net assets resulting from operations	$ (1,377,612)	$ (331,390)
Changes in operating assets and liabilities:
Decrease in prepaid expenses	(4,757)	8,546
Unrealized depreciation on investments	(101,434)	(1,345,381)
Increase (decrease) in accrued commissions payable to related parties	(30,068)	(47,361)
Increase (decrease) in other accrued liabilities	19,199	(4,953)
Net (purchases) of investments in United States government securities	(4,996,138)
Net cash (used in) operating activities	(6,490,810)	(1,720,539)
Cash Flows from Financing Activities
Proceeds from sale of units, net of sales commissions		40,361
Partner redemptions	(1,526,465)	(3,497,266)
Net cash (used in) financing activities	(1,526,465)	(3,456,905)
Net (decrease) in cash and cash equivalents	(8,017,275)	(5,177,444)
Cash and cash equivalents, beginning of period	10,711,550	14,979,245
Cash and cash equivalents, end of period	2,694,275	9,801,801
End of period cash and cash equivalents consist of:
Cash and cash equivalents at broker	2,055,025	3,564,115
Treasury bills		4,999,726
Cash and cash equivalents	639,250	1,236,919
Money market fund		1,041
Total cash and cash equivalents	$ 2,694,275	$ 9,801,801

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Note1: Nature of the Business

3 Months Ended

Sep. 30, 2011

Organization, Consolidation and Presentation of Financial Statements:

Nature of Operations

1.  Nature of the Business
	Atlas Futures Fund, Limited Partnership (the "Fund") was formed January 12, 1998 under the laws of the state of Delaware.  The Fund is engaged in the speculative trading of futures contracts in commodities, which commenced in October 1999.  Ashley Capital Management, Inc. (the "Corporate General Partner") and Michael Pacult (the "Individual General Partner" and collectively the "General Partner") are the General Partners and the commodity pool operators ("CPO's") of the Fund.  The sole registered commodity trading advisor ("CTA") of the fund is Clarke Capital Management, Inc. ("Clarke").  Effective July 2004 the Fund began to sell issuer direct on a best efforts basis with no sales commissions.
	The Fund has filed an S-1 registration statement to register an additional $10,000,000 in Units. Upon effectiveness, the Units will be offered and sold pursuant to a prospectus under similar terms to the previous offering; however, there will be compensation to the affiliated selling agent, Futures Investment Company, of an up front selling commission of 1% calculated on the gross subscription amount in addition to $2,000 paid by the Fund for legal fees associated with the review of the offering by the Financial Industry Regulatory Authority ("FINRA").
	Regulation - The Fund is a registrant with the Securities and Exchange Commission ("SEC") pursuant to the Securities Act of 1933 ("the Act"). The Fund is subject to the regulations of the SEC and the reporting requirements of the Securities and Exchange Act of 1934. The Fund is also subject to the regulations of the Commodities Futures Trading Commission ("CFTC"), an agency of the U.S. government which regulates most aspects of the commodity futures industry, the rules of the National Futures Association and the requirements of various commodity exchanges where the Fund executes transactions. Additionally, the Fund is subject to the requirements of futures commission merchants ("FCM's") and interbank market makers through which the Fund trades and regulated by commodity exchanges and by exchange markets that may be traded by the advisor.

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Condensed Schedule of Investments (USD $)	Sep. 30, 2011		Dec. 31, 2010
United States Treasury bills
Treasury Bill, Face Value	$ 5,000,000	[1]	$ 5,000,000	[2]
Treasury Bill, Fair Value	4,996,138		4,999,789
Treasury Bill, Percent of Net Assets	63.13%		44.45%
Futures Contracts
Futures contract held long - Agriculture, Fair Value			279,103
Futures contract held long - Agriculture, Percent of Net Assets			2.48%
Futures contract held long - Metals, Fair Value			900
Futures contract held long - Metals, Percent of Net Assets			0.01%
Futures contract held long - Energy, Fair Value			90,000
Futures contract held long - Energy, Percent of Net Assets			0.80%
Futures contract held long - Currency, Fair Value	1,500		233,955
Futures contract held long - Currency, Percent of Net Assets	0.02%		2.08%
Total futures contracts held long, Fair Value	1,500		603,958
Total futures contracts held long, Percent of Net Assets	0.02%		5.37%
Futures contracts held short - Agriculture, Fair Value	305,511
Futures contracts held short - Agriculture, Percent of Net Assets	3.86%
Futures contract held short - Energy, Fair Value	43,940
Futures contract held short - Energy, Percent of Net Assets	0.56%
Futures contract held short - Currency, Fair Value	398,147		43,706
Futures contract held short - Currency, Percent of Net Assets	5.03%		0.39%
Total futures contracts held short, Fair Value	747,598		43,706
Total futures contracts held short, Percent of Net Assets	9.45%		0.39%
Net unrealized gain (loss) on open futures contracts, Fair Value	749,098		647,664
Net unrealized gain (loss) on open futures contracts, Percent of Net Assets	$ 9.47%		$ 5.76%

[1] Matures January 2012 (cost $4,986,097)

[2] Matures January 2011 (cost $4,998,420)

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Note 11: Financial Highlights

3 Months Ended

Sep. 30, 2011

Note 11: Financial Highlights:

Note 11: Financial Highlights

11.  Financial Highlights
		Three Months Ended September 30,		Nine Months Ended September 30,
		2011	2010	2011	2010
	Performance per unit (1)
	Net unit value, beginning of the period	$       3,710.00	$       3,611.60	$       4,231.14	$       4,083.24
	Net realized and unrealized gain (loss) from
	investments and foreign currency	96.92	588.71	(177.86)	343.62
	Investment income	1.54	0.98	4.19	2.64
	Expenses	(108.10)	(112.86)	(357.11)	(341.07)
	Net increase (decrease) for the period	(9.64)	476.83	(530.78)	5.19
	Net unit value at the end of the period	$       3,700.36	$       4,088.43	$       3,700.36	$       4,088.43
	Net assets at the end of the period ($000)	$            7,914	$          10,964	$            7,914	$          10,964
	Total return (2)	(0.26%)	13.20%	(12.54%)	0.13%
	Number of units outstanding at the end of the period	2,138.63	2,681.69	2,138.63	2,681.69
	Supplemental Data:
	Ratio to average net assets
	Net investment (loss) (3)	(11.98%)	(12.04%)	(12.53%)	(12.11%)
	Expenses (3)	(12.15%)	(12.16%)	(12.67%)	(12.20%)
	Total return is calculated based on the change in value of a unit during the period.  An individual partner's total return and ratios may vary from the above total returns and ratios based on the timing of additions and redemptions.
	(1) Investment income and expenses and net realized and unrealized gains and losses on futures transactions are calculated based on a single unit outstanding during the period.
	(2) Not annualized.
	(3) Annualized.

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Document and Entity Information (USD $)	3 Months Ended
	Sep. 30, 2011
Document and Entity Information:
Entity Registrant Name	ATLAS FUTURES FUND LIMITED PARTNERSHIP
Document Type	10-Q
Document Period End Date	Sep. 30, 2011
Amendment Flag	false
Entity Central Index Key	0000865549
Current Fiscal Year End Date	--12-31
Entity Common Stock, Shares Outstanding	0
Entity Public Float	$ 0
Entity Filer Category	Non-accelerated Filer
Entity Current Reporting Status	No
Entity Voluntary Filers	No
Entity Well-known Seasoned Issuer	No
Document Fiscal Year Focus	2011
Document Fiscal Period Focus	Q3

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Statements of Operations (USD $)	3 Months Ended		9 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2011	Sep. 30, 2010
Investment income
Interest income	$ 3,572	$ 2,788	$ 10,305	$ 8,287
Total investment income	3,572	2,788	10,305	8,287
Commission expense	231,604	283,461	784,518	993,401
Professional fees	17,000	29,450	88,000	81,300
Other operating expenses	2,474	5,156	12,318	14,290
Total expenses	251,078	318,067	884,836	1,088,991
Net investment (loss)	(247,506)	(315,279)	(874,531)	(1,080,704)
Net realized (loss) from:
Investments	(224,449)	329,011	(592,430)	(594,045)
Foreign currency translation	(19,456)	8,336	(12,085)	(2,022)
Net realized (loss) from investments and foreign currency transactions	(243,905)	337,347	(604,515)	(596,067)
Net unrealized (depreciation) on investments	456,965	1,284,630	101,434	1,345,381
Net realized and unrealized (loss) from investments and foreign currency	213,060	1,621,977	(503,081)	749,314
Net (decrease) in net assets resulting from operations	$ (34,446)	$ 1,306,698	$ (1,377,612)	$ (331,390)
Net (decrease) per unit (for a single unit outstanding during the entire period)
Limited partnership unit	(9.64)	476.83	(530.78)	5.19

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Note 6: Related Party Transactions

3 Months Ended

Sep. 30, 2011

Related Party Disclosures:

Related Party Transactions Disclosure

6.  Related Party Transactions
	The Fund pays commissions to the Corporate General Partner and Futures Investment Company, the introducing broker.  These related parties are 100% and 50%, respectively, owned by Michael Pacult.  Related party commissions were as follows:
	Commissions included in expenses:
		For The Nine Months Ended September 30,
		2011	2010
	Corporate General Partner	$             283,888	$             362,064
	Futures Investment Company	446,300	607,025
	Total related party expenses	$             730,188	$             969,089
	Commissions included in accrued expenses:
		September 30,	December 31,
		2011	2010
	Corporate General Partner	$                     942	$                 6,173
	Futures Investment Company	5,281	30,118
	Total accrued commissions payable to related parties	$                 6,223	$               36,291
	In the normal course of business, the Fund has provided general indemnifications to the General Partner, its CTA and others when they act, in good faith, in the best interests of the Fund. The Fund is unable to develop an estimate for future payments resulting from hypothetical claims, but expects the risk of having to make any payments under these indemnifications to be remote.

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Note 5: Fees

3 Months Ended

Sep. 30, 2011

Note 5: Fees:

Note 5: Fees

5.  Fees
	The Fund charged the following fees:
	The Corporate General Partner is entitled to a fixed annual brokerage commission of 11% of assets on deposit with the FCM for domestic trades plus actual commissions charged by the FCM for trades made on foreign exchanges and forward markets, if any. It receives 4% of the commissions and the Fund pays the introducing broker the remaining 7%.
	A quarterly incentive fee of 25% of "new net profits" is paid to Clarke. There were no incentive fees for the nine months ended September 30, 2011 and 2010.
	The General Partner reserves the right to change the fee structure at its sole discretion.

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Note 9: Derivative Financial Instruments and Fair Value of Financial Instruments

3 Months Ended

Sep. 30, 2011

Derivative Instruments and Hedging Activities:

Derivatives and Fair Value

9.  Derivative Financial Instruments and Fair Value of Financial Instruments
	A derivative financial instrument is a financial agreement whose value is linked to, or derived from, the performance of an underlying asset.  The underlying asset can be currencies, commodities, interest rates, stocks, or any combination.  Changes in the underlying asset indirectly affect the value of the derivative.  As the instruments are recognized at fair value, those changes directly affect reported income.
	All investment holdings are recorded in the statement of assets and liabilities at their net asset value (fair value) at the reporting date.  Financial instruments (including derivatives) used for trading purposes are recorded in the statement of assets and liabilities at fair value at the reporting date.  Realized and unrealized changes in fair values are recognized in net investment gain (loss) in the period in which the changes occur.  Interest income arising from trading instruments is included in the statement of operations as part of interest income.
	Notional amounts are equivalent to the aggregate face value of the derivative financial instruments.  Notional amounts do not represent the amounts exchanged by the parties to derivatives and do not measure the Fund’s exposure to credit or market risks.  The amounts exchanged are based on the notional amounts and other terms of the derivatives.

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Note 7: Trading Activities and Related Risks

3 Months Ended

Sep. 30, 2011

Derivative Instruments and Hedging Activities:

Derivative Instruments and Hedging Activities Disclosure

7.  Trading Activities and Related Risks
	The Fund is engaged in speculative trading of U.S. and foreign futures contracts.  The Fund is exposed to both market risk, the risk arising from changes in market value of the contracts, and credit risk, the risk of failure by another party to perform according to the terms of a contract.
	A certain portion of cash in trading accounts are pledged as collateral for futures trading on margin.  Additional deposits may be necessary for any loss on contract value.  The Commodity Exchange Act requires a broker to segregate all customer transactions and assets from such broker's proprietary activities.
	Each U.S. commodity exchange with the approval of the CFTC establishes minimum margin requirements for each traded contract.  The FCM may increase the margin requirements above these minimums for any or all contracts.  The Fund maintains cash, cash equivalents and U.S. Treasury Bills to satisfy these margin requirements. At September 30, 2011 and December 31, 2010 these totaled $7,690,413 and $10,711,550, respectively. Based upon the types and amounts of contracts traded and the amount of liquid assets of the Fund, the General Partner believes there is minimal risk of not being able to meet its margin requirement.
	Trading in futures contracts involves entering into contractual commitments to purchase or sell a particular futures contracts at a specified date and price. The gross or face amount of the contract, which is typically many times that of the Fund's net assets being traded, significantly exceeds the Fund's future cash requirements since the Fund intends to close out its open positions prior to settlement. As a result, the Fund is generally subject only to the risk of loss arising from the change in the value of the contracts. The market risk is limited to the gross or face amount of the contracts held of approximately $1,465,380 and $47,695,198 on long positions at September 30, 2011 and December 31, 2010, respectively. However, when the Fund 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 Fund to unlimited potential 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 effects among the derivative instruments the Fund holds and the liquidity and inherent volatility of the markets in which the Fund trades.
	The net unrealized gains on open futures contracts at September 30, 2011 and December 31, 2010 were $749,098 and $647,664 respectively.
	Open contracts generally mature within three months of September 30, 2011.  The latest maturity for open futures contracts is in December 2011. However, the Fund intends to close all contracts prior to maturity.
	The following tables disclose the fair values of derivative and hedging activities in the Statements of Assets and Liabilities and the Statements of Operations.
		Derivative Instruments
		Statement of Assets and Liabilities
				Statement of Assets and Liabilities Location	Asset Derivativesat September 30, 2011Fair Value	Liability Derivativesat September 30, 2011Fair Value	Net
		Derivatives not designated as hedge instruments under ASC 815	Futures contracts	Net unrealized gain on open futures contracts	$                 757,648	$                     (8,550)	$    749,098
				Statement of Assets and Liabilities Location	Asset Derivativesat December 31, 2010Fair Value	Liability Derivativesat December 31, 2010Fair Value	Net
		Derivatives not designated as hedge instruments under ASC 815	Futures contracts	Net unrealized gain on open futures contracts	$                 651,883	$                     (4,219)	$    647,664
		Derivative Instruments
		Statement of Operations
					For the three	For the nine
				Line Item in the Statement of Operations	months ended	months ended
					September 30, 2011	September 30, 2011
		Derivatives not designated as hedge instruments under ASC 815	Futures contracts	Net realized (loss) from investments and foreign currency transactions	$                   (243,905)	$                   (604,515)
		Derivatives not designated as hedge instruments under ASC 815	Futures contracts	Net unrealized appreciation on investments	$                    456,965	$                     101,434
					For the three	For the nine
				Line Item in the Statement of Operations	months ended	months ended
					September 30, 2010	September 30, 2010
		Derivatives not designated as hedge instruments under ASC 815	Futures contracts	Net realized (loss) from investments and foreign currency transactions	$                    337,347	$                   (596,067)
		Derivatives not designated as hedge instruments under ASC 815	Futures contracts	Net unrealized appreciation on investments	$                 1,284,630	$                 1,345,381
		Credit risk is the possibility that a loss may occur due to the failure of a counter party to perform according to the terms of a contract.
		The Fund has a substantial portion of its assets on deposit with financial institutions. In the event of a financial institution's insolvency, recovery of Fund deposits may be limited to account insurance or other protection afforded deposits.
		The Fund has established procedures to actively monitor market risk and minimize credit risk although there can be no assurance that it will succeed. The basic market risk control procedures consist of continuously monitoring open positions, diversification of the portfolio and maintenance of a desirable margin-to-equity ratio. The Fund seeks to minimize credit risk primarily by depositing and maintaining its assets at financial institutions and brokers which it believes to be creditworthy.

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Note 8: Financial Instruments with Off-Balance Sheet Credit and Market Risk

3 Months Ended

Sep. 30, 2011

Accounting Policies:

Off-Balance-Sheet Credit Exposure, Policy

8.  Financial Instruments with Off-Balance Sheet Credit and Market Risk
	All financial instruments are subject to market risk, the risk that future changes in market conditions may make an instrument less valuable or more onerous.  As the instruments are recognized at fair market value, those changes directly affect reported income.
	Included in the definition of financial instruments are securities, restricted securities and derivative financial instruments.  Theoretically, the investments owned by the Fund directly are exposed to a market risk (loss) equal to the notional value of the financial instruments purchased and substantial liability on certain financial instruments purchased short.  Generally, financial instruments can be closed.  However, if the market is not liquid, it could prevent the timely close-out of any unfavorable positions or require the Fund to hold those positions to maturity, regardless of the changes in their value or the trading advisor’s investment strategies.
	Credit risk represents the accounting loss that would be recognized at the reporting date if counterparties failed to perform as contracted.  Concentrations of credit risk (whether on or off balance sheet) that arise from financial instruments exist for groups of counterparties when they have similar economic characteristics that would cause their ability to meet contractual obligations to be similarly affected by changes in economic or other conditions.

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Note 10: Indemnifications

3 Months Ended

Sep. 30, 2011

Accounting Policies:

Guarantees, Indemnifications and Warranties Policies

10.  Indemnifications

In the normal course of business, the Fund enters into contracts and agreements that contain a variety of representations and warranties and which provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. The Fund expects the risk of any future obligation under these indemnifications to be remote.

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Statements of Partners' Equity (USD $)	Partner, Units	Partner, Net Assets USD ($)
Net Assets at Dec. 31, 2009		$ 14,711,478
Units at Dec. 31, 2009	3,602.89
Increase (Decrease) in net assets from operations:
Net investment (loss)		(1,080,704)
Net realized (loss) from investments and foreign currency transactions		(596,067)
Net unrealized (depreciation) on investments		1,345,381
Net (decrease) in net assets resulting from operations		(331,390)
Capital contributions from limited partners, Net Assets		40,361
Capital contributions from limited partners, Units	10.44
Redemptions from limited partners, Net Assets		(3,456,555)
Redemptions from limited partners, Units	(931.64)
Total (decrease), Net Assets		(3,747,584)
Total (decrease), Units	(921.20)
Net Assets at Sep. 30, 2010		10,963,894
Units at Sep. 30, 2010	2,681.69
Net Assets at Dec. 31, 2010		11,247,936
Units at Dec. 31, 2010	2,658.37
Increase (Decrease) in net assets from operations:
Net investment (loss)		(874,531)
Net realized (loss) from investments and foreign currency transactions		(604,515)
Net unrealized (depreciation) on investments		101,434
Net (decrease) in net assets resulting from operations		(1,377,612)
Redemptions from limited partners, Net Assets		(1,956,626)
Redemptions from limited partners, Units	(519.74)
Total (decrease), Net Assets		(3,334,238)
Total (decrease), Units	(519.74)
Net Assets at Sep. 30, 2011		$ 7,913,698
Units at Sep. 30, 2011	2,138.63

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Note 4: Limited Partnership Agreement

3 Months Ended

Sep. 30, 2011

Note 4: Limited Partnership Agreement:

Note 4: Limited Partnership Agreement

4.  Limited Partnership Agreement
	The Limited Partnership Agreement provides, among other things, that:
	Capital Account - A capital account shall be established for each partner.  The initial balance of each partner's capital account shall be the amount of the initial contributions to the Fund.
	Monthly Allocations - Any increase or decrease in the Fund's net asset value as of the end of a month shall be credited or charged to the capital account of each partner in the ratio that the balance of each account bears to the total balance of all accounts.
	Any distribution from profits or partners' capital will be made solely at the discretion of the General Partner.
	Federal Income Tax Allocations - As of the end of each fiscal year, the Fund's realized capital gain or loss and ordinary income or loss shall be allocated among the partners, after having given effect to the fees and expenses of the Fund.
	Subscriptions - Investors must submit subscription agreements and funds at least five business days prior to month end. Subscriptions must be accepted or rejected by the General Partner within five business days. The investor also has five business days to withdraw his subscription. Funds are deposited into an interest bearing subscription account and will be transferred to the Fund's account on the first business day of the month after the subscription is accepted. Interest earned on the subscription funds will accrue to the account of the investor.
	Redemptions - After holding the investment for a minimum of twelve months, a limited partner may request any or all of his investment be redeemed at the net asset value as of the end of a month. The written request must be received by the General Partner no less than ten days prior to a month end. Redemptions will generally be paid within twenty days of the effective month end. However, in various circumstances due to liquidity, etc. the General Partner may be unable to comply with the request on a timely basis.