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 June 30, 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
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(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>
ML VENTURE PARTNERS I, L.P.
INDEX
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements.
Balance Sheets as of June 30, 1996 (Unaudited) and September 30, 1995
Statements of Operations for the Three and Nine Months Ended June 30, 1996 and
1995 (Unaudited)
Statements of Cash Flows for the Nine Months Ended June 30, 1996 and 1995
(Unaudited)
Statement of Changes in Partners' Capital for the Nine Months Ended June 30,
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>
June 30, 1996 September 30,
(Unaudited) 1995
ASSETS
Investments - Note 2
<S> <C> <C>
Short-term investments, at amortized cost $ 6,965,255 $ 1,099,650
Portfolio investments, at fair value
(cost $1,825,917 at September 30, 1995) - Note 3 - 3,493,542
Cash and cash equivalents 202,611 81,887
Note receivable - 213,084
Accrued interest receivable 882 1,355
-------------- ---------------
TOTAL ASSETS $ 7,168,748 $ 4,889,518
============== ===============
LIABILITIES AND PARTNERS' CAPITAL
Liabilities:
Cash distribution payable - Note 7 $ 2,924,898 $ 975,000
Accounts payable 14,995 9,104
Due to Management Company - Note 5 21,073 19,441
Due to Independent General Partners - Note 6 14,250 17,250
-------------- ---------------
Total liabilities 2,975,216 1,020,795
-------------- ---------------
Partners' Capital:
Managing General Partner 662,585 435,850
Individual General Partners 237 190
Limited Partners (12,000 Units) 3,530,710 1,765,058
Unallocated net unrealized appreciation of investments - Note 2 - 1,667,625
-------------- ---------------
Total partners' capital 4,193,532 3,868,723
-------------- ---------------
TOTAL LIABILITIES AND PARTNERS' CAPITAL $ 7,168,748 $ 4,889,518
============== ===============
</TABLE>
See notes to financial statements.
<PAGE>
ML VENTURE PARTNERS I, L.P.
STATEMENTS OF OPERATIONS (UNAUDITED)
<TABLE>
Three Months Ended Nine Months Ended
June 30, June 30,
1996 1995 1996 1995
------------- ------------ -------------- -------
INVESTMENT INCOME AND EXPENSES
<S> <C> <C> <C> <C>
Interest and dividends $ 59,951 $ 22,620 $ 80,595 $ 41,717
------------- ------------ -------------- ------------
Expenses:
Management fee - Note 5 21,073 19,332 81,139 50,008
Professional fees 20,511 14,282 66,162 73,947
Mailing and printing 6,084 6,426 27,114 28,749
Independent General Partners' fees - Note 6 14,250 14,250 45,750 46,126
Custodial fees 1,318 691 3,178 1,615
Miscellaneous - - 1,784 498
------------- ------------ -------------- ------------
Total expenses 63,236 54,981 225,127 200,943
------------- ------------ -------------- ------------
NET INVESTMENT LOSS (3,285) (32,361) (144,532) (159,226)
Net realized gain from portfolio investments 3,349,942 52,252 5,061,864 204,314
------------- ------------ -------------- ------------
NET REALIZED GAIN FROM OPERATIONS
(allocable to Partners) - Note 3 3,346,657 19,891 4,917,332 45,088
Net change in unrealized appreciation of investments (2,516,078) 669,181 (1,667,625) 854,340
------------- ------------ -------------- ------------
NET INCREASE IN NET ASSETS RESULTING
FROM OPERATIONS $ 830,579 $ 689,072 $ 3,249,707 $ 899,428
============= ============ ============== ============
</TABLE>
See notes to financial statements.
<PAGE>
ML VENTURE PARTNERS I, L.P.
STATEMENTS OF CASH FLOWS (UNAUDITED)
For the Nine Months Ended June 30,
<TABLE>
1996 1995
------------- --------
CASH FLOWS USED FOR OPERATING ACTIVITIES
<S> <C> <C>
Net investment loss $ (144,532) $ (159,226)
Adjustments to reconcile net investment loss to cash used for operating
activities:
(Increase) decrease in receivables 473 (850)
Increase in accrued interest on short-term investments (22,463) (3,789)
Increase in payables 4,523 497
------------- -------------
Cash used for operating activities (161,999) (163,368)
------------- -------------
CASH FLOWS PROVIDED FROM (USED FOR) INVESTING
ACTIVITIES
Net proceeds from the sale of portfolio investments 6,887,781 804,314
Net purchase of short-term investments (5,843,142) (995,388)
Proceeds from repayment of note receivable 213,084 -
------------- -------------
Cash provided from (used for) investing activities 1,257,723 (191,074)
------------- -------------
CASH FLOWS USED FOR FINANCING ACTIVITIES
Cash distributions to Partners (975,000) -
------------- -------------
Increase (decrease) in cash and cash equivalents 120,724 (354,442)
Cash and cash equivalents at beginning of period 81,887 564,048
------------- -------------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 202,611 $ 209,606
============= =============
</TABLE>
See notes to financial statements.
<PAGE>
ML VENTURE PARTNERS I, L.P.
STATEMENT OF CHANGES IN PARTNERS' CAPITAL (UNAUDITED)
For the Nine Months Ended June 30, 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
Accrued cash distribution -
paid July 17, 1996 (824,687) (211) (2,100,000) - (2,924,898)
Net investment loss (1,446) (9) (143,077) - (144,532)
Net realized gain from
portfolio investments 1,052,868 267 4,008,729 - 5,061,864
Net change in unrealized
appreciation of investments - - - (1,667,625) (1,667,625)
------------ ------ -------------- -------------- ---------------
Balance at end of period $ 662,585 $ 237 $ 3,530,710(A) $ 0 $ 4,193,532
============ ====== ============== ============== ===============
</TABLE>
(A) The net asset value per Unit of limited partnership interest is $294 at
June 30, 1996. Each Unit represents an original capital contribution of
$5,000. Cumulative cash distributions paid or accrued through June 30, 1996
total $5,975 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 was 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 did not
engage in any other business or activity. At June 30, 1996, the Partnership had
no remaining portfolio investments.
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.
Statements of Cash Flows - The Partnership considers its interest-bearing cash
account to be cash equivalents.
3. Portfolio Investments
During the three months ended June 30, 1996, the Partnership sold its remaining
217,461 shares of Inference Corporation common stock for $4.25 million,
realizing a gain of $3.2 million. Additionally during the quarter,
<PAGE>
ML VENTURE PARTNERS I, L.P.
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
the Partnership sold its 332,157 shares of Brightware, Inc. common stock and
warrants to purchase 14,391 shares of Brightware common stock for $202,000,
realizing a gain of $111,000. As of June 30, 1996, the Partnership had
liquidated all of its portfolio investments. The Partnership's 34 venture
capital investments had a cost of $54,674,929 and returned $79,973,124 for a net
realized gain of $25,298,195.
4. 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 June 30,
1996, the Partnership had cumulative net realized capital gains of $25.3
million.
5. 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.
6. 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).
7. Cash Distributions
On July 17, 1996, the Partnership made 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. Cash distributions paid or
accrued during the periods presented and cumulative cash distributions paid from
inception to June 30, 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 375,000 600,000 50
July 17, 1996 (accrued at June 30, 1996) 824,898 2,100,000 175
-------------- ---------------- ---------
Cumulative totals at June 30, 1996 $ 5,159,704 $ 71,700,000 $ 5,975
============== ================ =========
</TABLE>
<PAGE>
ML VENTURE PARTNERS I, L.P.
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
On August 1, 1996, the General Partners approved a cash distribution to Partners
that will represent the Partnership's final liquidating distribution. The
payment will be made in late August 1996, or early September 1996, to Limited
Partners of record on June 30, 1996. After a reserve for final operating
expenses, the distribution is expected to approximate $4.1 million, with
approximately $3.5 million, or $288 per Unit to be paid to the Limited Partners
and approximately $660,000 to be paid to the General Partners.
8. 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 June 30,
1996, and for the three and nine 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
During the three months ended June 30, 1996, the Partnership liquidated its
remaining investments in Inference Corporation and Brightware, Inc. for a total
of $4.5 million. Additionally during the quarter, the Partnership received
$139,000 from the sale of Inference shares completed in March 1996. At June 30,
1996 the Partnership held $7 million in short-term investments with maturities
of less than 60 days and $203,000 in an interest bearing cash account.
On July 17, 1996, the Partnership made 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. Additionally, on August 1,
1996, the General Partners approved a cash distribution to Partners that will
represent the Partnership's final liquidating distribution. This final cash
distribution will be made in late August 1996, or early September 1996, to
Limited Partners of record on June 30, 1996. After a reserve for final operating
expenses, the final distribution is expected to approximate $4.1 million, with
approximately $3.5 million, or $288 per Unit to be paid to the Limited Partners
and approximately $660,000 to be paid to the General Partners. Following payment
of the final distribution to Partners, the Partnership will be formally
dissolved.
Cumulative cash distributions to Partners, including the July 1996 and final
distribution, will total $81 million; $75.2 million, or $6,263 per Unit, to the
Limited Partners, and $5.8 million to the General Partners.
Results of Operations
For the three and nine months ended June 30, 1996, the Partnership had a net
realized gain from operations of $3.3 million and $4.9 million, respectively.
For the three and nine months ended June 30, 1995, the Partnership had a net
realized gain from operations of $20,000 and $45,000, 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 nine
months ended June 30, 1996, the Partnership had net realized gains from
portfolio investments totaling $3.3 million and $5.1 million, respectively.
During the quarter ended June 30, 1996, the Partnership sold its remaining
217,461 shares of Inference Corporation common stock for $4.3 million, realizing
a gain of $3.2 million. Additionally, in May 1996, in a private transaction, the
Partnership sold its investment in Brightware, Inc. for $202,000, realizing a
gain of $111,000. During the six months ended March 31, 1996, the Partnership
sold 125,000 shares of Inference for $2.4 million, realizing a gain of $1.7
million.
For the three and nine months ended June 30, 1995, the Partnership had a net
realized gain from its portfolio investments of $52,000 and $204,000,
respectively. In April, 1995, the Partnership sold its remaining 45,311 shares
of Acuity Imaging, Inc. for $371,000, realizing a gain of $52,000. During the
six months ended March 31, 1995, the Partnership sold 40,000 shares of Acuity
Imaging, Inc. for $343,000 realizing a gain of $62,000 and also realized a gain
of $90,000 from the sale of 620,000 shares of DTC Data Technology Corporation.
Investment Income and Expenses - Net investment loss (investment income less
operating expenses) for the three months ended June 30, 1996 and 1995 was $3,000
and $32,000, respectively. Net investment loss for the nine months ended June
30, 1996 and 1995 was $145,000 and $159,000, respectively. The smaller net
investment loss for the three month period in 1996 compared to the same period
in 1995 primarily was attributable to a $37,000 increase in interest earned from
short-term investments partially offset by an $8,000 increase in operating
expenses. The decrease in net investment loss for the nine months ended June 30,
1996 compared to the same period in 1995, resulted from a $39,000 increase in
interest earned from short term investments, partially offset by a $24,000
increase in operating expenses, primarily due to an increase in the management
fee, as discussed below. Interest earned from short-term investments increased
for both the three and nine month periods of 1996 compared to the 1995 periods
due to an increase in funds available for investment in such securities. Funds
available for investment in short-term securities increase due to the receipt of
proceeds from the sale of portfolio investments and decrease upon the payment of
cash distributions to Partners.
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 nine months ended June 30, 1996
compared to the same periods in 1995 primarily reflects the Partnership's
increased net asset value for 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 nine months ended June 30, 1996, the
Partnership had an unrealized gain of $1.9 million, primarily resulting from the
upward revaluation of its investment in Inference Corporation, based on the
increased public market value of the company's common stock. Additionally, for
the nine months ended June 30, 1996, $3.6 million was transferred from
unrealized gain to realized gain relating to the sale of Inference and
Brightware during the period, as discussed above. As a result, net unrealized
appreciation of investments decreased by $1.7 million during the nine months
ended June 30, 1996. At June 30, 1996, the Partnership had no remaining
portfolio investments and, therefore, had no unrealized appreciation or
depreciation of investments.
For the nine months ended June 30, 1995, the Partnership had a net unrealized
gain from its portfolio investments of $845,000. This unrealized gain primarily
resulted from the upward revaluation of the Partnership's investment in
Inference Corporation reflecting the company's increased valuation due to the
completion if its initial public offering on June 30, 1995. Additionally, for
the nine month period ended June 30, 1995, the Partnership reversed $9,000 of
unrealized losses resulting from the sale of Acuity Imaging common stock, as
discussed above. As a result, the Partnership's net unrealized appreciation of
investments increased $854,000 for the nine month period ended June 30, 1995.
Net Assets - For the nine months ended June 30, 1996, the Partnership had a $3.2
million increase in net assets resulting from operations comprised of the $4.9
million net realized gain from operations offset by the $1.7 million decrease in
net unrealized appreciation of investments for the nine month period. At June
30, 1996, the Partnership's net assets were $4.2 million, an increase of
$325,000 from $3.9 million at September 30, 1995. This increase was a result of
the $3.2 million increase in net assets resulting from operations offset by the
$2.9 million accrued cash distribution paid to Partners in July 1996.
At June 30, 1995, the Partnership's net assets were $3.8 million, up $899,000
from $2.9 million at September, 30, 1994. The increase resulted from the $45,000
net realized gain from operations and the $854,000 increase in net unrealized
appreciation for the nine month period.
Gains and losses from investments are allocated to the Partners' capital
accounts when realized in accordance with the Partnership Agreement (see Note 4
of Notes to Financial Statements). However, for purposes of calculating the net
asset value per Unit, net unrealized appreciation of investments, if any, 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 June 30, 1996 and September 30, 1995 was $294
and $257, respectively. As discussed above, there was no unrealized appreciation
or depreciation of investments at June 30, 1996.
<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: August 12, 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 JUNE 30,
1996 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> SEP-30-1996
<PERIOD-START> OCT-1-1995
<PERIOD-END> JUN-30-1996
<INVESTMENTS-AT-COST> 6,932,481
<INVESTMENTS-AT-VALUE> 6,965,255
<RECEIVABLES> 882
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 202,611
<TOTAL-ASSETS> 7,168,748
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 2,975,216
<TOTAL-LIABILITIES> 2,975,216
<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> 0
<NET-ASSETS> 4,193,532
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 80,595
<OTHER-INCOME> 0
<EXPENSES-NET> 225,127
<NET-INVESTMENT-INCOME> (144,532)
<REALIZED-GAINS-CURRENT> 5,061,864
<APPREC-INCREASE-CURRENT> (1,667,625)
<NET-CHANGE-FROM-OPS> 3,249,707
<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> 2,279,230
<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> 4,031,128
<PER-SHARE-NAV-BEGIN> 257
<PER-SHARE-NII> (12)
<PER-SHARE-GAIN-APPREC> 224
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> (175)
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 294
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
