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 March 31, 1996
Or
[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the transition period from to
Commission file number 0-10179
ML VENTURE PARTNERS I, L.P.
================================================================================
(Exact name of registrant as specified in its charter)
Delaware 13-3115686
================================================================================
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
World Financial Center, North Tower
New York, New York 10281-1326
================================================================================
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (212) 449-1000
Not applicable
================================================================================
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
<PAGE>
INDEX
ML VENTURE PARTNERS I, L.P.
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements.
Balance Sheets as of March 31, 1996 (Unaudited) and September 30, 1995
Schedule of Portfolio Investments as of March 31, 1996 (Unaudited)
Statements of Operations for the Three and Six Months Ended March 31, 1996 and
1995 (Unaudited)
Statements of Cash Flows for the Six Months Ended March 31, 1996 and 1995
(Unaudited)
Statement of Changes in Partners' Capital for the Six Months Ended March 31,
1996 (Unaudited)
Notes to Financial Statements (Unaudited)
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings.
Item 2. Changes in Securities.
Item 3. Defaults upon Senior Securities.
Item 4. Submission of Matters to a Vote of Security Holders.
Item 5. Other Information.
Item 6. Exhibits and Reports on Form 8-K.
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
ML VENTURE PARTNERS I, L.P.
BALANCE SHEETS
<TABLE>
March 31, 1996 September 30,
(Unaudited) 1995
ASSETS
Investments - Note 2
Portfolio investments, at fair value
(cost $1,105,668 at March 31, 1996 and
<S> <C> <C> <C> <C> <C>
$1,825,917 at September 30, 1995) $ 3,621,746 $ 3,493,542
Short-term investments, at amortized cost 1,838,879 1,099,650
Cash and cash equivalents 766,582 81,887
Note receivable - 213,084
Receivable from securities sold 138,750 -
Accrued interest receivable 1,287 1,355
-------------- ---------------
TOTAL ASSETS $ 6,367,244 $ 4,889,518
============== ===============
LIABILITIES AND PARTNERS' CAPITAL
Liabilities:
Cash distribution payable - Note 6 $ - $ 975,000
Accounts payable 33,546 9,104
Due to Management Company - Note 4 31,597 19,441
Due to Independent General Partners - Note 5 14,250 17,250
-------------- ---------------
Total liabilities 79,393 1,020,795
-------------- ---------------
Partners' Capital:
Managing General Partner 790,517 435,850
Individual General Partners 271 190
Limited Partners (12,000 Units) 2,980,985 1,765,058
Unallocated net unrealized appreciation of investments - Note 2 2,516,078 1,667,625
-------------- ---------------
Total partners' capital 6,287,851 3,868,723
-------------- ---------------
TOTAL LIABILITIES AND PARTNERS' CAPITAL $ 6,367,244 $ 4,889,518
============== ===============
</TABLE>
See notes to financial statements.
<PAGE>
ML VENTURE PARTNERS I, L.P.
SCHEDULE OF PORTFOLIO INVESTMENTS (UNAUDITED)
March 31, 1996
ACTIVE PORTFOLIO INVESTMENTS:
<TABLE>
Initial Investment
Company / Position Date Cost Fair Value
Inference Corporation(A)(B)(C)
<C> <C> <C> <C>
217,461 shares of common stock Feb. 1984 $ 1,014,372 $ 3,419,574
Brightware, Inc.(C)
332,157 shares of common stock 91,049 199,294
Warrants to purchase 6,000 shares of common stock
at $.40 per share, expiring on 12/16/97 0 1,200
Warrants to purchase 8,391 shares of common stock
` at $.40 per share, expiring on 4/19/99 247 1,678
- -------------------------------------------------------------------------------------------------------------------------------
TOTALS FROM ACTIVE PORTFOLIO INVESTMENTS $ 1,105,668 $ 3,621,746
================================
</TABLE>
SUPPLEMENTAL INFORMATION: LIQUIDATED PORTFOLIO INVESTMENTS(D)
<TABLE>
Net
Cost Realized Gain Return
TOTALS FROM LIQUIDATED PORTFOLIO
<S> <C> <C> <C>
INVESTMENTS $ 53,569,261 $ 21,948,253 $ 75,517,514
========================================================
Combined Net Combined
Unrealized and Fair Value
Cost Realized Gain and Return
TOTALS FROM ACTIVE AND LIQUIDATED
PORTFOLIO INVESTMENTS $ 54,674,929 $ 24,464,331 $ 79,139,260
========================================================
</TABLE>
(A) Public company
(B) During the three months ended March 31, 1996, the Partnership sold
100,000 shares of Inference Corporation common stock for $1.96 million,
realizing a gain of $1.38 million.
(C) The securities of Inference Corporation and Brightware, Inc. held by the
Partnership are considered non-income producing securities.
(D) Amounts provided for "Supplemental Information: Liquidated Portfolio
Investments" are cumulative from inception through March 31, 1996.
See notes to financial statements.
<PAGE>
ML VENTURE PARTNERS I, L.P.
STATEMENTS OF OPERATIONS (UNAUDITED)
<TABLE>
Three Months Ended Six Months Ended
March 31, March 31,
1996 1995 1996 1995
------------ ------------ -------------- -------
INVESTMENT INCOME AND EXPENSES
<S> <C> <C> <C> <C>
Interest income $ 15,557 $ 12,297 $ 20,644 $ 19,097
------------ ------------ -------------- ------------
Expenses:
Management fee - Note 4 31,597 15,869 60,064 30,676
Professional fees 22,264 29,349 45,651 59,665
Mailing and printing 9,437 15,398 21,030 22,323
Independent General Partners' fees - Note 5 14,250 14,626 31,500 31,876
Custodial fees 823 507 1,862 924
Miscellaneous 1,534 248 1,784 498
------------ ------------ -------------- ------------
Total expenses 79,905 75,997 161,891 145,962
------------ ------------ -------------- ------------
NET INVESTMENT LOSS (64,348) (63,700) (141,247) (126,865)
Net realized gain from portfolio investments 1,379,418 119,394 1,711,922 152,062
------------ ------------ -------------- ------------
NET REALIZED GAIN FROM OPERATIONS
(allocable to Partners) - Note 3 1,315,070 55,694 1,570,675 25,197
Net change in unrealized appreciation or
depreciation of investments (692,224) 155,671 848,453 185,159
------------ ------------ -------------- ------------
NET INCREASE IN NET ASSETS RESULTING
FROM OPERATIONS $ 622,846 $ 211,365 $ 2,419,128 $ 210,356
============ ============ ============== ============
</TABLE>
See notes to financial statements.
<PAGE>
ML VENTURE PARTNERS I, L.P.
STATEMENTS OF CASH FLOWS (UNAUDITED)
For the Six Months Ended March 31,
<TABLE>
1996 1995
------------- --------
CASH FLOWS USED FOR OPERATING ACTIVITIES
<S> <C> <C>
Net investment loss $ (141,247) $ (126,865)
Adjustments to reconcile net investment loss to cash used for operating
activities:
(Increase) decrease in receivables 68 (597)
Decrease in accrued interest on short-term investments 5,640 -
Increase in payables, net 33,598 9,014
------------- -------------
Cash used for operating activities (101,941) (118,448)
------------- -------------
CASH FLOWS PROVIDED FROM INVESTING ACTIVITIES
Net proceeds from the sale of portfolio investments 2,293,421 393,388
Net purchase of short-term investments (744,869) -
Repayment of note 213,084 -
------------- -------------
Cash provided from investing activities 1,761,636 393,388
------------- -------------
CASH FLOWS USED FOR FINANCING ACTIVITIES
Cash distributions to Partners (975,000) -
------------- -------------
Increase in cash and cash equivalents 684,695 274,940
Cash and cash equivalents at beginning of period 81,887 564,048
------------- -------------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 766,582 $ 838,988
============= =============
</TABLE>
See notes to financial statements.
<PAGE>
ML VENTURE PARTNERS I, L.P.
STATEMENT OF CHANGES IN PARTNERS' CAPITAL (UNAUDITED)
For the Six Months Ended March 31, 1996
<TABLE>
Unallocated
Managing Individual Net Unrealized
General General Limited Appreciation
Partner Partners Partners of Investments Total
Balance at beginning of
<S> <C> <C> <C> <C> <C>
period $ 435,850 $ 190 $ 1,765,058 $ 1,667,625 $ 3,868,723
Net investment loss (1,413) (9) (139,825) - (141,247)
Net realized gain from
portfolio investments 356,080 90 1,355,752 - 1,711,922
Net change in unrealized
appreciation of investments - - - 848,453 848,453
------------ ------ -------------- -------------- ---------------
Balance at end of period $ 790,517 $ 271 $ 2,980,985(A) $ 2,516,078 $ 6,287,851
============ ====== ============== ============== ===============
</TABLE>
(A) The net asset value per Unit of limited partnership interest, including an
assumed allocation of net unrealized appreciation, is $414. Each Unit
represents an original capital contribution of $5,000. Cumulative cash
distributions paid through March 31, 1996 total $5,800 per Unit.
See notes to financial statements.
<PAGE>
ML VENTURE PARTNERS I, L.P.
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
1. Organization and Purpose
ML Venture Partners I, L.P. (the "Partnership") is a Delaware limited
partnership formed on February 12, 1982. The Partnership's operations commenced
on October 15, 1982. Merrill Lynch Venture Capital Co., L.P., the managing
general partner of the Partnership (the "Managing General Partner"), is a New
York limited partnership formed on February 12, 1982, the general partner of
which is Merrill Lynch Venture Capital Inc. (the "Management Company"), an
indirect subsidiary of Merrill Lynch & Co., Inc. The Partnership is scheduled to
terminate no later than December 31, 1996.
The Partnership's objective is to realize long-term capital appreciation from
its portfolio of venture capital investments. From 1982 to 1986, the Partnership
assembled a portfolio of 34 venture capital investments in new and developing
companies and other special investment situations. The Partnership does not
engage in any other business or activity. The Partnership will not make
investments in new companies and will not reinvest the proceeds from the sale of
its remaining investments, except to make follow-on investments in existing
companies, if necessary.
2. Significant Accounting Policies
Valuation of Investments - Short-term investments are carried at amortized cost
which approximates market. Portfolio investments are carried at cost until
significant developments affecting an investment provide a basis for valuation.
Thereafter, portfolio investments are carried at fair value as determined
quarterly by the Managing General Partner under the supervision of the
Individual General Partners. The venture capital portfolio investments held by
the Partnership involve a high degree of business and financial risk that can
result in substantial losses. The Managing General Partner considers such risks
in determining the valuation of the Partnership's portfolio investments. Use of
Estimates - The preparation of financial statements in conformity with generally
accepted accounting principles requires management 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. Investment
Transactions - Investment transactions are recorded on the accrual method.
Portfolio investments are recorded on the trade date, the date on which the
Partnership obtains an enforceable right to demand the securities or payment
therefor. Realized gains and losses on investments sold are computed on a
specific identification basis. Income Taxes - No provision for income taxes has
been made since all income and losses are allocable to the Partners for
inclusion in their respective tax returns. The Partnership's net assets for
financial reporting purposes differ from its net assets for tax purposes. Net
unrealized appreciation of $2.5 million at March 31, 1996, which was recorded
for financial statement purposes, was not recognized for tax purposes.
Statements of Cash Flows - The Partnership considers its interest-bearing cash
account to be cash equivalents.
<PAGE>
ML VENTURE PARTNERS I, L.P.
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
3. Allocation of Partnership Profits and Losses
The Partnership Agreement provides that the Managing General Partner will be
allocated, on a cumulative basis over the life of the Partnership, 20% of net
realized capital gains or 10% of net realized capital losses. The Partnership's
net realized gains or losses in excess of this allocation to the Managing
General Partner, as well as all other income, losses, deductions and credits, if
any, will be allocated among all the Partners, including the Managing General
Partner, in the proportion of their capital contributions to the Partnership.
For the period from October 15, 1982 (commencement of operations) to March 31,
1996, the Partnership had cumulative net realized capital gains of $21.9
million.
4. Related Party Transactions
The Management Company performs, or arranges for others to perform, the
management and administrative services necessary for the operation of the
Partnership. The Management Company receives compensation at the annual rate of
2% of the net assets of the Partnership. Such fee is determined and payable
quarterly.
5. Independent General Partners' Fees
As compensation for services rendered to the Partnership, each of the three
Independent General Partners receives $15,000 annually in quarterly
installments, $1,000 for each meeting of the General Partners attended or for
each other meeting, conference or engagement in connection with Partnership
activities at which attendance by an Independent General Partner is required and
$1,000 for each committee meeting attended ($500 if a committee meeting is held
on the same day as a meeting of the General Partners).
6. Cash Distributions
Cash distributions paid during the periods presented and cumulative cash
distributions paid from inception to March 31, 1996 are listed below:
<TABLE>
General Limited Per $5,000
Distribution Date Partners Partners Unit
- ------------------------------------------------------------ -------------- ---------------- ---------
<S> <C> <C> <C> <C> <C>
Inception to September 30, 1995 $ 3,959,806 $ 69,000,000 $ 5,750
October 12, 1995 (accrued at September 30, 1995) 375,000 600,000 50
-------------- ---------------- ---------
Cumulative totals at March 31, 1996 $ 4,334,806 $ 69,600,000 $ 5,800
============== ================ =========
</TABLE>
On May 1, 1996, the General Partners approved an additional cash distribution to
Partners totaling $2.9 million; $2.1 million, or $175 per Unit, to Limited
Partners of record on June 30, 1996, and $824,898 to the General Partners. The
distribution is scheduled to be paid in July 1996.
7. Interim Financial Statements
In the opinion of Merrill Lynch Venture Capital Co., L.P., the managing general
partner of the Partnership, the unaudited financial statements as of March 31,
1996, and for the three and six month periods then ended reflect all adjustments
necessary for the fair presentation of the results of the interim periods.
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations.
Liquidity and Capital Resources
On October 12, 1995, the Partnership made a cash distribution to Partners
totaling $975,000; $600,000, or $50 per Unit, to Limited Partners of record on
September 30, 1995 and $375,000 to the Managing General Partner. At March 31,
1996, cumulative cash distributions to Partners totaled $73.9 million; $69.6
million, or $5,800 per Unit, to the Limited Partners, and $4.3 million to the
General Partners.
During the six months ended March 31, 1996, the Partnership received proceeds
totaling $2.3 million from the sale of 125,000 shares of Inference Corporation
common stock. At March 31, 1996, the Partnership held $1.8 million in short-term
investments with maturities of less than one year and $767,000 in an interest
bearing cash account. The Partnership sold an additional 20,000 shares of
Inference in April 1996 for $375,000.
As a result, on May 1, 1996, the General Partners approved a cash distribution
to Partners totaling $2.9 million; $2.1 million, or $175 per Unit, to Limited
Partners of record on June 30, 1996, and $824,898 to the General Partners. The
distribution is scheduled to be paid in July 1996.
At March 31, 1996, the Partnership had remaining investments with a cost of $1.1
million and a fair value of $3.6 million. It is expected that the Partnership's
remaining investments and all other assets will be liquidated in a timely manner
to allow for the Partnership's termination by December 31, 1996. Funds needed to
cover future operating expenses will be obtained from the Partnership's existing
cash reserves and from the sale of its remaining portfolio investments.
Results of Operations
For the three and six months ended March 31, 1996, the Partnership had a net
realized gain from operations of $1.3 million and $1.6 million, respectively.
For the three and six months ended March 31, 1995, the Partnership had a net
realized gain from operations of $56,000 and $25,000, respectively. Net realized
gain or loss from operations is comprised of 1) net realized gains or losses
from portfolio investments and 2) net investment income or loss.
Realized Gains and Losses from Portfolio Investments - For the three and six
months ended March 31, 1996, the Partnership had net realized gains from
portfolio investments totaling $1.4 million and $1.7 million, respectively,
resulting from the sale of 25,000 shares of Inference Corporation common stock
in December 1995 and 100,000 shares of Inference during the three months ended
March 31, 1996.
For the three and six months ended March 31, 1995, the Partnership had a net
realized gain from its portfolio investments of $119,000 and $152,000,
respectively. During the quarter ended March 31, 1995, the Partnership sold
30,000 shares of Acuity Imaging, Inc., realizing a gain of $51,000 and sold
470,000 shares of DTC Data Technology Corporation, realizing a gain of $68,000.
For the quarter ended December 31, 1994, the Partnership realized gains totaling
$33,000 from the sale of 10,000 shares of Acuity and 150,000 shares of DTC.
Investment Income and Expenses - Net investment loss (investment income less
operating expenses) for the three months ended March 31, 1996 and 1995 was
$64,000 for both periods. The management fee for the three months ended March
31, 1996 was $32,000, compared to $16,000 for the same period in 1995. The
increase in the management fee, as discussed below, was mostly offset by a
$12,000 decline in other operating expenses and a $3,000 increase in interest
income from short-term investments for the 1996 period compared to the same
period in 1995. Net investment loss for the six months ended March 31, 1996 and
1995 was $141,000 and $127,000, respectively. The increase in net investment
loss for the six months ended March 31, 1996 compared to the same period in
1995, primarily resulted from a $29,000 increase in the management fee, as
discussed below, partially offset by a $14,000 decrease in professional fees for
the 1996 period.
The Management Company receives a management fee at the annual rate of 2% of the
net assets of the Partnership. Such fee is determined and payable on the basis
of the Partnership's net assets at the end of each calendar quarter. Changes in
the management fee are due to fluctuations in the Partnership's net assets. The
increased management fee for the three and six months ended March 31, 1996
compared to the same periods in 1995 primarily reflects the increased fair value
of the Partnership's investment in Inference Corporation during the 1996
periods. The management fee and other expenses incurred directly by the
Partnership are paid with funds provided from operations. Funds provided from
operations are obtained from interest earned from short-term investments and
proceeds received from the sale of portfolio investments.
Unrealized Gains and Losses and Changes in Unrealized Appreciation or
Depreciation of Investments - For the three and six months ended March 31, 1996,
the Partnership had an unrealized gain of $222,000 and $1.9 million,
respectively, primarily resulting from the upward revaluation of the
Partnership's investment in Inference Corporation, reflecting the increased
public market value of the company's common stock for these periods.
Additionally, for the six months ended March 31, 1996, $1 million was
transferred from unrealized gain to realized gain relating to the 125,000 shares
of Inference sold during the period. As a result, net unrealized appreciation of
investments increased $848,000 for the six months ended March 31, 1996.
For the three and six months ended March 31, 1995, the Partnership had an
unrealized gain of $113,000 and $127,000, respectively, resulting from the
upward revaluation of its investment in Acuity Imaging, Inc. Additionally, for
the six months ended March 31, 1995, $58,000 of prior period loss reserves were
reversed due to the sale of Acuity shares during the period. As a result, net
unrealized appreciation of investments increased $185,000 for the six months
ended March 31, 1995.
Net Assets - At March 31, 1996, the Partnership's net assets were $6.3 million,
an increase of $2.4 million from $3.9 million at September 30, 1995. The $2.4
million increase was comprised of the $1.6 million net realized gain from
operations and the $848,000 increase in net unrealized appreciation for the six
month period.
At March 31, 1995, the Partnership's net assets were $3.2 million, an increase
of $210,000 from $2.9 million at September 30, 1994. The $210,000 increase was
comprised of the $25,000 net realized gain from operations and the $185,000
increase in net unrealized appreciation for the six month period.
Gains and losses from investments are allocated to the Partners' capital
accounts when realized in accordance with the Partnership Agreement (see Note 3
of Notes to Financial Statements). However, for purposes of calculating the net
asset value per Unit, net unrealized appreciation of investments has been
included as if it had been realized and allocated to the Limited Partners in
accordance with the Partnership Agreement. Pursuant to such calculation, the net
asset value per $5,000 Unit at March 31, 1996 and September 30, 1995 was $414
and $257, respectively.
<PAGE>
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
The Partnership is not a party to any material pending legal proceedings.
Item 2. Changes in Securities.
Not applicable.
Item 3. Defaults Upon Senior Securities.
Not applicable.
Item 4. Submission of Matters to a Vote of Security Holders.
No matter was submitted to a vote of security holders during the fiscal quarter
covered by this report.
Item 5. Other Information.
None.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
(3) Amended and Restated Certificate and Agreement of
Limited Partnership of the Partnership, dated as
of February 12, 1982, and amended through October
6, 1982.*
(10) Management Agreement dated as of July 12, 1982 between
the Partnership and the Management Company.*
(27) Financial Data Schedule.
(28) (a) Prospectus of the Partnership dated June 18,
1982 filed with the Securities and Exchange
Commission pursuant to Rule 424(b) under the
Securities Act of 1933, as supplemented by
supplements thereto dated July 13, 1982 and
September 28, 1982 filed pursuant to Rule 424 (c)
under the Securities Act of 1933.*
(28) (b) Custody Agreement dated May 31, 1983 between the
Partnership and Chemical Bank.**
(b) No reports on Form 8-K have been filed during the
period covered by this report.
- ------------------------------
* Incorporated by reference to the Partnership's Annual Report on Form 10-K
for the three months ended September 30, 1982 filed with the Securities
and Exchange Commission on December 29, 1982.
** Incorporated by reference to the Partnership's Quarterly Report on Form
10-Q for the quarter ended June 30, 1983 filed with the Securities and
Exchange Commission on August 15, 1983.
<PAGE>
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.
ML VENTURE PARTNERS I, L.P.
/s/ Kevin K. Albert
By: Kevin K. Albert
General Partner
By: Merrill Lynch Venture Capital Co., L.P.
its Managing General Partner
By: Merrill Lynch Venture Capital Inc.
its General Partner
By: /s/ Kevin K. Albert
Kevin K. Albert
President
(Principal Executive Officer)
By: /s/ Diane T. Herte
Diane T. Herte
Vice President and Treasurer
(Principal Financial and Accounting Officer)
Date: May 14, 1996
<TABLE> <S> <C>
<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ML VENTURE
PARTNERS I, L.P.'S QUARTERLY REPORT ON FORM 10-Q FOR THE PERIOD ENDED MARCH 31,
1996 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> SEP-30-1996
<PERIOD-START> OCT-1-1995
<PERIOD-END> MAR-31-1996
<INVESTMENTS-AT-COST> 2,939,876
<INVESTMENTS-AT-VALUE> 5,460,625
<RECEIVABLES> 140,037
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 766,582
<TOTAL-ASSETS> 6,367,244
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 79,393
<TOTAL-LIABILITIES> 0
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 12,000
<SHARES-COMMON-PRIOR> 12,000
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 2,516,078
<NET-ASSETS> 6,287,851
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 20,644
<OTHER-INCOME> 0
<EXPENSES-NET> 161,891
<NET-INVESTMENT-INCOME> (141,247)
<REALIZED-GAINS-CURRENT> 1,711,922
<APPREC-INCREASE-CURRENT> 848,453
<NET-CHANGE-FROM-OPS> 2,419,128
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 1,477,726
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 5,078,287
<PER-SHARE-NAV-BEGIN> 257
<PER-SHARE-NII> (12)
<PER-SHARE-GAIN-APPREC> 169
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 414
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
