<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1999
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from N/A to N/A
--- ---
Commission File No. 814-124
TECHNOLOGY FUNDING VENTURE CAPITAL FUND VI, LLC.
------------------------------------------------
(Exact name of Registrant as specified in its charter)
Delaware 94-3266666
- ------------------------------- ---------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
2000 Alameda de las Pulgas, Suite 250
San Mateo, California 94403
- --------------------------------------- --------
(Address of principal executive offices) (Zip Code)
(650) 345-2200
--------------------------------------------------
(Registrant's telephone number, including area code)
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
--- ---
No active market for the shares of the limited liability company exists,
and therefore the market value of such shares cannot be determined.
<PAGE>
I. FINANCIAL INFORMATION
Item 1. Financial Statements
BALANCE SHEETS
- --------------
<TABLE>
<CAPTION>
(unaudited)
September 30, December 31,
1999 1998
------------ -----------
<S> <C> <C>
ASSETS
Equity investments (cost basis of
$187,977) $187,977 --
Cash and cash equivalents 24,567 153,692
Restricted cash 17,000 21,000
Organizational costs (net of
accumulated amortization of $10,000
in 1998) -- 40,000
------- -------
Total assets $229,544 214,692
======= =======
LIABILITIES AND MEMBERS' EQUITY
Accounts payable and accrued
expenses $ 45,126 35,173
Due to related parties 544,506 277,394
------- -------
Total liabilities 589,632 312,567
Commitments, contingencies and
subsequent events
(Notes 5, 6 and 8)
Members' equity:
Investors (shares outstanding
of 4,126 and 3,710 in 1999 and
1998, respectively) 57,774 274,976
Investment Managers (3,171) (599)
Deferred distribution costs (414,691) (372,252)
------- -------
Total members' equity (360,088) (97,875)
------- -------
Total liabilities and
members' equity $229,544 214,692
======= =======
</TABLE>
See accompanying notes to financial statements.
<PAGE>
STATEMENTS OF OPERATIONS (unaudited)
- ----------------------------------
<TABLE>
<CAPTION>
For the Three For the Nine
Months Ended Months Ended
September 30, September 30,
------------------- -------------------
1999 1998 1999 1998
---- ---- ---- ----
<S> <C> <C> <C> <C>
Income:
Interest income $ 186 1,758 1,267 3,648
------ ------ ------- ------
Total income 186 1,758 1,267 3,648
Costs and expenses:
Management fees 2,429 2,290 7,021 6,980
Independent Directors' compensation 3,348 11,234 30,854 32,684
Amortization of organizational costs -- 2,500 -- 7,500
Operating expenses:
Investment operations 16,630 -- 69,650 --
Administrative and investor services 23,989 162 67,850 3,397
Professional fees 6,273 2,310 34,423 13,618
Computer services 5,913 -- 12,885 --
------ ------ ------- ------
Total operating expenses 52,805 2,472 184,808 17,015
------ ------ ------- ------
Total costs and expenses 58,582 18,496 222,683 64,179
------ ------ ------- ------
Net realized loss before cumulative effect of
change in accounting principle (58,396) (16,738) (221,416) (60,531)
Cumulative effect of change in accounting
principle (Note 2) -- -- (40,000) --
------ ------ ------- ------
Net realized loss $(58,396) (16,738) (261,416) (60,531)
====== ====== ======= ======
Net realized loss per Share before cumulative
effect of change in accounting principle $ (14.07) (5.32) (55.49) (28.54)
Cumulative effect per Share of change in
accounting principle (Note 2) -- -- (10.03) --
------ ------ ------- ------
Net realized loss per share $ (14.07) (5.32) (65.52) (28.54)
====== ====== ======= ======
</TABLE>
See accompanying notes to financial statements.
<PAGE>
STATEMENTS OF MEMBERS' EQUITY (unaudited)
- -----------------------------------------
<TABLE>
<CAPTION>
For the nine months ended September 30, 1999
Deferred
Investment Distribution
Investors Managers Costs Total
--------- ---------- ------------ -----
<S> <C> <C> <C> <C>
Members' equity, December 31, 1998 $274,976 (599) (372,252) (97,875)
Sales of Fund shares 41,600 -- -- 41,600
Investment Managers'
capital contributions -- 42 -- 42
Deferred distribution costs -- -- (42,439) (42,439)
Net realized loss (258,802) (2,614) -- (261,416)
------- ----- ------- -------
Members' equity, September 30, 1999 $ 57,774 (3,171) (414,691) (360,088)
======= ===== ======= =======
</TABLE>
See accompanying notes to financial statements.
<PAGE>
STATEMENTS OF CASH FLOWS (unaudited)
- ------------------------------------
<TABLE>
<CAPTION>
For the Nine Months
Ended September 30,
---------------------------
1999 1998
------------ ------------
<S> <C> <C>
Cash flows from operating activities:
Interest received $ 1,267 3,648
Cash paid to vendors (104,901) (6,130)
Cash paid to related parties -- (16,001)
Cash advances received from related
parties, net 82,683 --
------- -------
Net cash used by operating
activities (20,951) (18,483)
------- -------
Cash flows from investing activities:
Purchase of equity investments (187,977) --
------- -------
Net cash used by investing activities (187,977) --
------- -------
Cash flows from financings:
Proceeds from sale of investor shares 41,600 349,000
Investment Managers' capital contributions 42 349
Payments for distribution costs (839) (100,802)
Payments from restricted cash, net 4,000 --
Proceeds from Investment Manager for
investment purchases 35,000 --
------- -------
Net cash provided by financing activities 79,803 248,547
------- -------
Net (decrease) increase in cash and
cash equivalents (129,125) 230,064
Cash and cash equivalents at beginning
of year 153,692 --
------- -------
Cash and cash equivalents at September 30 $ 24,567 230,064
======= =======
<PAGE>
STATEMENTS OF CASH FLOWS (unaudited)(continued)
- -----------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
For the Nine Months
Ended September 30,
---------------------------
1999 1998
------------ ------------
<S> <C> <C>
Reconciliation of net realized loss
to net cash used by operating
activities:
Net realized loss $(261,416) (60,531)
Adjustments to reconcile net realized
loss to net cash used by operating
activities:
Amortization of organizational costs -- 7,500
Cumulative effect of change in
accounting principle 40,000 --
Changes in assets and liabilities net
of effects from non-cash financing
activities:
Due to related parties 190,512 23,663
Accounts payable and accrued expenses 9,953 10,885
------- -------
Net cash used by operating
activities $ (20,951) (18,483)
======= =======
Non-cash financing activities:
Organizational and deferred distribution
costs due to Investment Managers $ 41,600 299,000
======= =======
</TABLE>
See accompanying notes to financial statements.
<PAGE>
NOTES TO FINANCIAL STATEMENTS (unaudited)
- ----------------------------------------
1. General
-------
In the opinion of the Investment Managers, the accompanying interim
financial statements reflect all adjustments necessary for a fair
presentation of the financial position, results of operations, members'
equity and cash flows for the interim periods presented. These
statements should be read in conjunction with the Annual Report on Form
10-K for the year ended December 31, 1998. Allocation of income and loss
to Investors is based on cumulative income and loss. Adjustments, if
any, are reflected in the current quarter balances.
2. Change in Accounting Policy for Organizational Costs
----------------------------------------------------
Effective January 1, 1999, the Fund adopted the provisions of the
American Institute of Certified Public Accountants' Statement of Position
98-5, "Reporting on the Costs of Start-up Activities" ("SOP 98-5.") SOP
98-5 specifies that organizational costs should be expensed as incurred
rather than capitalized and subsequently amortized.
The effect of adopting SOP 98-5 on net realized loss before the
cumulative effect of the change in accounting principle for the nine
months ended September 30, 1999 was to reduce the loss by $7,500, or
$1.88 per share. The effect on net realized loss (including a non-cash
charge of $40,000, or $10.03 per share, for the cumulative effect as of
January 1, 1999) was $32,500, or $8.15 per share. The cumulative effect
of this change on the Fund's balance sheet as of January 1, 1999 was to
reduce organizational costs by $40,000.
The pro forma effect of retroactive application of this accounting
principle would have resulted in net realized loss for the nine months
ended September 30, 1999 and September 30, 1998 of $221,416 and $103,031,
respectively, and net realized loss per Share of $55.49 and $48.59,
respectively.
3. Financing of Fund Operations
----------------------------
The Investment Managers expect cash received from future investor share
sales, liquidation of fund investments, and investment income to provide
the necessary liquidity for Fund operations. The Fund may be dependent
upon the financial support of the Investment Managers to fund operations
if future proceeds are not received timely. The Investment Managers have
committed to support the Fund's working capital requirements through
short-term advances as necessary.
4. Net Realized Income (Loss) Per Share
------------------------------------
Net realized income (loss) per Share is calculated by dividing total net
realized income (loss) allocated to the Investors by the average number
of Shares outstanding for the three months ended September 30, 1999 and
1998 of 4,109 and 3,112, respectively, and the nine months ended
September 30, 1999 and 1998 of 3,950 and 2,099, respectively.
5. Related Party Transactions
--------------------------
Related party costs are included in costs and expenses shown on the
Statement of Operations. Related party costs for the nine months ended
September 30, 1999 and 1998, were as follows:
<TABLE>
<CAPTION>
1999 1998
------ ------
<S> <C> <C>
Management fees $ 7,021 6,980
Independent Directors' compensation 30,854 32,684
Reimbursable operating expenses 78,454 --
Amortization of organizational costs -- 7,500
</TABLE>
At September 30, 1999 and December 31, 1998 management fees payable
totaled $14,441 and $7,420, respectively.
Certain reimbursable expenses have been accrued based upon interim
estimates prepared by the Investment Managers and are adjusted to actual
costs periodically. At September 30, 1999 and December 31, 1998, due to
related parties for such expenses was $222,465 and $11,474, respectively.
The Fund reimburses the Investment Managers and Distributors for
distribution costs. Distribution costs charged to the Fund by related
parties were $41,600 and $349,000 in the nine months ended September 30,
1999 and 1998, respectively. Distribution costs payable were $292,600
and $251,000 at September 30, 1999 and December 31, 1998, respectively.
As discussed in Note 8, additional distribution costs have been, and will
be, incurred by the Distributors, and will be payable by the Fund as
additional investor capital is raised.
At September 30, 1999 and December 31, 1998, fees payable to Independent
Directors were $15,000 and $7,500, respectively.
6. Equity Investments
------------------
<TABLE>
Activity from January 1 through September 30, 1999, consisted of:
<CAPTION>
January 1 through
September 30, 1999
------------------------
Principal
Investment Amount or Cost Fair
Industry/Company Position Date Shares Basis Value
- ---------------- -------- ---------- --------- ---------- ---------
<S> <C> <C> <C> <C> <C>
Balance at January 1, 1999 $ -- --
Significant changes:
Communications
- --------------
Women.com Networks Series E
Preferred
shares 05/99 6,048 60,480 60,480
Information Technology
- ----------------------
WorldRes, Inc. Series D
Preferred
shares 03/99 11,157 67,500 67,500
Medical/Biotechnology
- ---------------------
Biex, Inc. Series F
Preferred
shares 03/99 23,076 59,997 59,997
------- -------
Total equity investments at September 30, 1999 $187,977 187,977
======= =======
</TABLE>
Biex, Inc.
- ----------
In March 1999, the Fund purchased 23,076 Series F Preferred shares for
$59,997.
Women.com Networks
- ------------------
In May, 1999, the Fund purchased 6,048 Series E Preferred shares for
$60,480. This purchase was funded, in part, by cash advances from the
Investment Managers.
In October 1999, the Company completed an initial public offering priced at
$10 per common share and the Partnership's Preferred shares were converted
to 6,048 common shares. Based on the publicly-traded market price, the
fair value of the Partnership's investment increased from $60,480 at
September 30, 1999 to $117,180 on November 11, 1999.
WorldRes, Inc.
- --------------
In March 1999, the Fund purchased 11,157 Series D Preferred shares for
$67,500.
In November 1999, the company completed an additional round of financing in
which the Partnership did not participate. The pricing of this round, in
which third parties participated, indicated an increase in the fair value
of the Partnership's investment from $67,500 at September 30, 1999 to
$166,351.
7. Cash and Cash Equivalents
-------------------------
Cash and cash equivalents at September 30, 1999 and December 31, 1998,
consisted of:
<TABLE>
<CAPTION>
1999 1998
------ ------
<S> <C> <C>
Demand accounts $ 700 1,500
Money-market accounts 23,867 152,192
------ -------
Total $24,567 153,692
====== =======
</TABLE>
As of September 30, 1999, the Fund's monies were on deposit at a single
financial institution.
8. Commitments and Contingencies
-----------------------------
The Fund reimburses the Distributors for distribution costs incurred in
connection with the offering of its shares. The Distributors expect the
Fund to reimburse these costs to the extent capital has been raised. At
September 30, 1999, the Distributors had incurred distribution costs
totaling $2,587,744, of which $120,000 has been paid and $292,600 has been
recorded as a liability of the Fund, with the remaining portion of
$2,175,144 payable to the Distributors as additional capital is raised.
Additional distribution costs are expected to be incurred throughout the
offering period and will be payable by the Fund as additional capital is
raised.
Under terms of an agreement with the Fund's bank, the use of the funds
arising from sales of shares via automatic clearing house (ACH) wire
transfers and credit card transactions are restricted for a maximum period
of 90 days. At September 30, 1999, such restricted funds totaled $17,000.
Item 2. Management's Discussion and Analysis of Financial
Condition
Liquidity and Capital Resources
- -------------------------------
During the nine months ended September 30, 1999, net cash used by operating
activities totaled $20,951. The Fund received advances from the Investment
Managers totaling $113,537 to fund its operations and paid $30,854 in
compensation to Independent Directors. Other operating expenses of
$104,901 were paid and interest income of $1,267 was received.
During the nine months ended September 30, 1999, the Fund purchased equity
investments of $187,977 in companies in the communications, information
technology and medical/biotechnology industries. The Fund received
proceeds of $41,600 from sales of Investor shares and $42 from Investment
Managers' capital contributions and paid $839 in distribution costs. Net
funds released from restricted cash totaled $4,000. The Fund received
advances of $35,000 from the Investment Managers for investment purchases.
Cash and cash equivalents at September 30, 1999, were $24,567. Future
proceeds from the sale of Fund shares, sales of equity investments,
interest income earned on short-term investments and operating cash
reserves along with Investment Managers' support are expected to be
adequate to fund Partnership operations through the next twelve months.
Results of Operations
- ---------------------
Current quarter compared to corresponding quarter in the preceding year
-----------------------------------------------------------------------
Net loss for the quarters ended September 30, 1999 and September 30, 1998
was $58,396 and $16,738, respectively. The increased loss is primarily due
to a $50,333 increase in operating expenses.
Operating expenses totaled $52,805 and $2,472 for the three months ended
September 30, 1999 and 1998, respectively. The increase is due to
investment monitoring, investor relations and administrative expenses
relating to the commencement of the Fund's investment activities.
Given the inherent risk associated with the business of the Fund, the sale
of additional investor shares and future performance of the portfolio
company investments may significantly impact future operations.
Current nine months compared to corresponding nine months in the
---------------------------------------------------------------
preceding year
--------------
Net loss for the nine months ended September 30, 1999 and 1998 was $261,416
and $60,531, respectively. The increased loss is primarily due to a
$167,793 increase in operating expenses and a $40,000 charge for the
cumulative effect of a change in accounting for organizational costs.
Operating expenses totaled $184,808 and $17,015 for the nine months ended
September 30, 1999 and 1998, respectively. The Fund commenced investment
operations in March 1999 and, as a result, has incurred related investment
monitoring and administrative costs. Professional fees and computer costs
have also increased with the Fund's additional level of operating activity.
As explained in Note 2 to the financial statements, the Fund adopted SOP
98-5 as of January 1, 1999. This adoption resulted in a $40,000 charge in
the first quarter of 1999 to write off previously capitalized
organizational costs in accordance with SOP 98-5.
YEAR 2000
- ---------
Widespread use of computer programs that use two digits rather than four to
store, calculate, and display year values in dates may cause computer
systems to malfunction in the year 2000, resulting in significant business
delays and disruptions.
The Partnership's State of Readiness
------------------------------------
Computer services are provided to the Partnership by its Managing General
Partner, Technology Funding Inc. ("TFI"). For several years, TFI has
sought to use Year 2000 compliant storage formats and algorithms in its
internally-developed and maintained systems. TFI has also completed
initial evaluations of computer systems, software, and embedded
technologies. Those evaluations confirmed that certain components of its
network server hardware and operating systems, voice mail system, e-mail
system, and accounting software may have Year 2000 compliance issues.
These resources and several less-critical components of the systems
environment were all scheduled as part of normal maintenance and
replacement cycles to be replaced or upgraded as Year 2000 compatible
components became available from vendors during 1998 and 1999. That
program remains on schedule to provide Year 2000 capable systems timely
without significant expenditures or disruption of Partnership operations.
TFI has implemented and tested Year 2000 capable versions of all its
mission-critical systems. However, the risk remains that TFI may not be
able to verify whether Year 2000 compatibility claims by vendors are
accurate, or whether changes undertaken to achieve Year 2000 compatibility
will create other undetected problems in associated systems. Therefore,
TFI anticipates that Year 2000 compliance testing and maintenance of these
systems will continue as needed into the first quarter of 2000.
As part of Year 2000 evaluation, TFI has also assembled a database listing
its significant suppliers to assess the extent to which it needs to prepare
for any of those parties' potential failure to remediate their Year 2000
compliance issues. TFI reviewed public Year 2000 statements of those
suppliers and sent questionnaires to vendors whose public statements were
not adequate for assessment. All mission-critical vendors have responded
that they expect to be Year 2000 compliant barring any unforeseen
circumstances. TFI will continue to monitor its significant suppliers as
part of its Year 2000 evaluation. However, there can be no guarantee that
the systems of other companies on which TFI relies will be timely
converted, or that failure to convert will not have a material adverse
effect on the Partnership and its operations. TFI is also working with the
Partnership's portfolio companies to determine the extent to which their
operations are vulnerable to Year 2000 issues, and maintaining their
responses in the vendor database. There can be no guarantee that the
systems of portfolio companies in which the Partnership has invested will
be timely converted, or that their failure to convert will not have a
material adverse effect on the Partnership.
The Cost to Address Year 2000 Issues
------------------------------------
Expenditures in 1999 to date related to Year 2000 issues were not material
to the Partnership's financial statements. TFI expects that additional
expenditures for Year 2000 compliance will not be material to the
Partnership.
The Risks Associated with Year 2000 Issues
------------------------------------------
Any failure by the portfolio companies in which the Partnership has
invested, or by those portfolio companies' key suppliers or customers, to
anticipate and avoid Year 2000 related problems at reasonable cost could
have a material adverse effect on the value of and/or the timing of
realization of value from the Partnership's investments. If TFI's Year
2000 compliance issues have not been resolved correctly, internal system
failures or miscalculations could cause a temporary inability to process
transactions, loss of ability to send or receive e-mail and voice mail
messages, or disruptions in other normal business activities.
Additionally, failure of third parties on whom TFI relies to remediate
their Year 2000 issues timely could result in disruptions in the
Partnership's relationship with its financial institutions, temporary
disruptions in processing transactions, unanticipated costs, and problems
related to the Partnership's daily operations. While TFI continues to
address its internal Year 2000 issues, the overall risks associated with
the Year 2000 issue remain difficult to describe and quantify. There can
be no guarantee that the Year 2000 issue will not have a material adverse
effect on the Partnership and its operations.
TFI's Contingency Plan
----------------------
As part of its normal efforts to assure business continuation in the event
of natural disasters, systems failures, or other disruptions, TFI has
prepared contingency plans including an extensive Year 2000 contingency
plan. Taken together with TFI's Year 2000 remediation plan, it identifies
potential points of failure, approaches to correcting known Year 2000
problems, dates by which the preferred corrections are anticipated to be
made and tested, and alternative approaches if the corrections are not
completed timely or are later found to be inadequate. Although backup
systems and contingency approaches have been identified for most systems
and vendor dependencies, there remain some systems for which no good
alternative exists, and there may be some problems that prove more
intractable than currently anticipated.
II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
a) No reports on Form 8-K were filed by the Fund during the quarter
ended September 30, 1999.
b) Financial Data Schedule for the nine months ended and as of September
30, 1999 (Exhibit 27).
<PAGE>
SIGNATURES
----------
Pursuant to the requirements of Section 13 or 15(d) 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.
TECHNOLOGY FUNDING VENTURE CAPITAL FUND VI,LLC
By: TECHNOLOGY FUNDING INC.
Investment Manager
Date: November 12, 1999 By: /s/Michael R. Brenner
-----------------------------------
Michael R. Brenner
Controller
<TABLE> <S> <C>
<ARTICLE>6
<LEGEND> THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED
FROM THE FORM 10-Q AS OF SEPTEMBER 30, 1999 AND IS QUALIFIED IN ITS
ENTIRETY
BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
<MULTIPLIER>1
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> SEP-30-1999
<PERIOD-TYPE> 9-MOS
<INVESTMENTS-AT-COST> 187,977
<INVESTMENTS-AT-VALUE> 187,977
<RECEIVABLES> 0
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 41,567
<TOTAL-ASSETS> 229,544
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 589,632
<TOTAL-LIABILITIES> 589,632
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 54,603
<SHARES-COMMON-STOCK> 4,126
<SHARES-COMMON-PRIOR> 3,710
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> (414,691)
<NET-ASSETS> (360,088)
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 1,267
<OTHER-INCOME> 0
<EXPENSES-NET> (262,683)
<NET-INVESTMENT-INCOME> (261,416)
<REALIZED-GAINS-CURRENT> 0
<APPREC-INCREASE-CURRENT> 0
<NET-CHANGE-FROM-OPS> (261,416)
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 416
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> (262,213)
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 7,021
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> (262,683)
<AVERAGE-NET-ASSETS> (228,981)
<PER-SHARE-NAV-BEGIN> 74
<PER-SHARE-NII> (60)
<PER-SHARE-GAIN-APPREC> 0 <F1>
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 14
<EXPENSE-RATIO> 114.72
<FN>
<F1>
A zero value is used since the change in net unrealized fair value is
not allocated to Investment Managers and Investors as it is not
taxable.
</FN>
</TABLE>
