TECHNOLOGY FUNDING PARTNERS III L P
10-Q, 1999-05-17
PREPACKAGED SOFTWARE
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<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 March 31, 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. 814-48

                TECHNOLOGY FUNDING PARTNERS III, L.P.
          ----------------------------------------------------
         (Exact name of Registrant as specified in its charter)

          Delaware                            94-3033783
- ------------------------------      ---------------------------------
(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 units of limited partnership interest ("Units") 
exists, and therefore the market value of such Units cannot be 
determined.

<PAGE>
I.  FINANCIAL INFORMATION

Item 1.  Financial Statements

BALANCE SHEETS
- --------------
<TABLE>
<CAPTION>
                                       (unaudited)
                                         March 31,        December 31,
                                           1999              1998
                                       ------------       -----------
<S>                                    <C>                <C>
ASSETS

Equity investments (cost basis
 of $20,834,238 and $20,686,838 for
 1999 and 1998, respectively)          $22,435,684        21,029,455
Notes receivable (cost basis of $0
 and $202,777 for 1999 and 1998,
 respectively)                                  --           202,777
                                        ----------        ----------
     Total investments                  22,435,684        21,232,232

Cash and cash equivalents                3,255,038         3,160,675
Due from related parties                        --            23,135
Other assets                                 6,136             4,109
                                        ----------        ----------
     Total                             $25,696,858        24,420,151
                                        ==========        ==========

LIABILITIES AND PARTNERS' CAPITAL

Accounts payable and accrued expenses  $    56,623            66,479
Due to related parties                      17,603                --
Other liabilities                            9,037            15,142
                                        ----------        ----------
     Total liabilities                      83,263            81,621

Commitments, contingencies and
 subsequent event (Notes 2, 3 and 6)

Partners' capital:
 Limited Partners
  (160,000 Units outstanding)           24,344,543        24,328,469
 General Partners                         (332,394)         (332,556)
 Net unrealized fair value increase
   from cost of equity investments       1,601,446           342,617
                                        ----------        ----------
     Total partners' capital            25,613,595        24,338,530
                                        ----------        ----------
     Total liabilities
      and partners' capital            $25,696,858        24,420,151
                                        ==========        ==========
</TABLE>
See accompanying notes to financial statements.

<PAGE>
STATEMENTS OF OPERATIONS (unaudited)
- -----------------------------------
<TABLE>
<CAPTION>
                                 For the Three Months Ended March 31,
                                 -----------------------------------
                                            1999        1998
                                         ---------   ---------
<S>                                    <C>         <C>
Income:
 Notes receivable interest             $    7,292      10,657
 Short-term investment interest            35,567      43,660
 Other income                                 123         123
                                        ---------   ---------
    Total income                           42,982      54,440

Costs and expenses:
 Management fees                           61,050      74,639
 Individual General Partners'
  compensation                             11,414       7,414
 Operating expenses: 
  Administrative and investor services    128,849     160,067
  Investment operations                    79,820     156,855
  Professional fees                        10,413      12,060
  Computer services                        28,734      67,680
                                        ---------   ---------
    Total operating expenses              247,816     396,662
                                        ---------   ---------
    Total costs and expenses              320,280     478,715
                                        ---------   ---------
Net operating loss                       (277,298)   (424,275)

 Net realized gain (loss) from sales
  of equity investments                   199,951    (352,023)
 Realized gains from venture capital
  limited partnership investments          93,583      22,183
                                        ---------   ---------
Net realized income (loss)                 16,236    (754,115)

Change in net unrealized 
 fair value of equity
 investments                            1,258,829    (493,568)
                                        ---------   ---------
Net income (loss)                      $1,275,065  (1,247,683)
                                        =========   =========

Net realized income (loss) per Unit    $     0.10       (3.74)
                                        =========   =========
</TABLE>
See accompanying notes to financial statements.


<PAGE>
STATEMENTS OF CASH FLOWS (unaudited)
- -----------------------------------
<TABLE>
<CAPTION>
                                     For the Three Months Ended March 31,
                                     -----------------------------------
                                              1999            1998
                                           ---------       ---------
<S>                                     <C>             <C>
Cash flows from operating activities:
 Interest and other income received       $   44,320          43,783
 Cash paid to vendors                       (106,364)        (46,234)
 Cash paid to related parties               (191,166)       (546,101)
                                           ---------      ----------

  Net cash used by operating
   activities                               (253,210)       (548,552)
                                           ---------      ----------

Cash flows from investing activities:
 Proceeds from sales of 
  equity investments                         873,237          61,884
 Purchase of equity investments             (817,846)             --
 Notes receivable issued                          --         (35,962)
 Repayment of notes receivable               198,844              --
 Distributions from venture capital
  limited partnerships                        93,338          21,187
                                           ---------      ----------

  Net cash provided by
   investing activities                      347,573          47,109
                                           ---------      ----------

Net increase (decrease) in cash
 and cash equivalents                         94,363        (501,443)

Cash and cash equivalents at beginning
 of year                                   3,160,675       4,304,928
                                           ---------      ----------

Cash and cash equivalents
 at March 31                              $3,255,038       3,803,485
                                           =========      ==========

</TABLE>
See accompanying notes to financial statements.


<PAGE>

STATEMENTS OF CASH FLOWS (unaudited) (continued)
- -----------------------------------------------
<TABLE>
<CAPTION>
                                     For the Three Months Ended March 31,
                                     ------------------------------------
                                              1999             1998
                                           ----------       ----------
<S>                                       <C>              <C>

Reconciliation of net income (loss) to net
 cash used by operating activities:

Net income (loss)                         $ 1,275,065     (1,247,683)

Adjustments to reconcile net income (loss)
 to net cash used by operating activities:
  Net realized (gain) loss from sales of 
   equity investments                        (199,951)       352,023
  Realized gains from venture capital
   limited partnership investments            (93,583)       (22,183)
  Change in net unrealized fair value of
   equity investments                      (1,258,829)       493,568

Changes in:
  Due to/from related parties                  40,738       (102,541)
  Other changes, net                          (16,650)       (21,736)
                                            ---------      ---------

Net cash used by operating activities      $ (253,210)      (548,552)
                                            =========      =========

</TABLE>

See accompanying notes to financial statements.

<PAGE>
NOTES TO FINANCIAL STATEMENTS (unaudited)
- ----------------------------------------

1.     General
       -------

In the opinion of the Managing General Partners, the Balance Sheets as of 
March 31, 1999, and December 31, 1998, and the related Statements of 
Operations and Statements of Cash Flows for the three months ended March 
31, 1999 and 1998, reflect all adjustments which are necessary for a fair 
presentation of the financial position, results of operations and cash 
flows for such periods.  These statements should be read in conjunction 
with the Annual Report on Form 10-K for the year ended December 31, 1998.  
The following notes to financial statements for activity through March 
31, 1999, supplement those included in the Annual Report on Form 10-K.  
Allocation of income and loss to Limited and General Partners is based on 
cumulative income and loss.  Adjustments, if any, are reflected in the 
current quarter balances.

2.     Related Party Transactions
       --------------------------

Related party costs are included in costs and expenses shown on the 
Statements of Operations.  Related party expenses for the three months 
ended March 31, 1999 and 1998, were as follows:

<TABLE>
<CAPTION>

                                            1999              1998
                                         ---------          --------
<S>                                      <C>                <C>
Management fees                          $ 61,050            74,639
Individual General Partners' 
 compensation                              11,414             7,414
Reimbursable operating expenses           159,440           361,507

</TABLE>

Certain reimbursable expenses have been accrued based upon interim 
estimates prepared by the Managing General Partners and are adjusted to 
actual costs periodically.  There were $23,350 and $46,889 of such 
expenses due from related parties at March 31, 1999, and December 31, 
1998, respectively.

Amounts due to related parties for management fees were $40,953 and 
$23,754 at March 31, 1999, and December 31, 1998, respectively.

Officers of the Managing General Partners occasionally receive stock 
options as compensation for serving on the Boards of Directors of 
portfolio companies.  At March 31, 1999, the Partnership had an indirect 
interest in Conversion Technologies International, Inc., White Electronic 
Designs Corporation, Endocare, Inc., PolyMedica Corporation and 
Thermatrix Inc. non-transferable options with a total current market 
value of $23,486.

3.     Equity Investments
       ------------------
<TABLE>
A complete listing of the Partnerships equity investments at December 31, 1998, is in the 1998 
Annual Report on Form 10-K.  Activity from January 1 through March 31, 1999, consisted of:
<CAPTION>
                                                                   January 1 through March 31, 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                                            $20,686,838    21,029,455
                                                                       ----------    ----------

Significant changes:

Communications
- --------------
Illinois Superconductor  Common
 Corporation             shares          02/99             5,810          116,542         6,211

Computers and Computer Equipment
- --------------------------------
White Electronic         Common 
 Designs Corporation     shares         various          645,477                0      (126,190)

Computer Systems and Software
- -----------------------------
Photon Dynamics,         Common
 Inc.                    shares          07/96            50,000                0        78,750

Electronic Design Automation
- ----------------------------
Cadence Design           Common
 Systems, Inc.           shares          07/96            24,000                0       (48,288)
Synopsys, Inc.           Common
                         shares          02/97            14,000         (560,005)     (735,000)

Environmental
- -------------
Thermatrix               Common
 Inc.                    shares         06/96             65,970                0       (49,904)

Information Technology
- ----------------------
WorldRes,                Series D
 Inc.                    Preferred
                         shares         03/99             73,140          442,497       442,497
WorldRes,                Series B and C
 Inc.                    Preferred      01/97-
                         shares         12/97            361,252               --       848,943

Medical/Biotechnology
- ---------------------
Biex, Inc.               Series F
                         Preferred
                         shares          03/99           132,743          345,132       345,132
Biex, Inc.               Series A, B,
                         C, D, and E
                         Preferred
                         shares                          611,006               --        61,098
Cardiac Pathways         Common
 Corporation             shares          06/91             7,134          (72,267)      (29,164)
CardioTech               Common
 International,          shares
 Inc.                                    06/96           195,600                0       (46,357)
Endocare, Inc.           Common          08/96-
                         shares          01/97           309,000                0       777,217
Endocare, Inc.           Common share
                         warrant
                         at $3.00;
                         expiring 
                         08/01           08/96           112,500                0       115,988
LifeCell                 Common
 Corporation             shares         various          351,060                0       (61,434)
Matrix                   Common
 Pharmaceutical, Inc.    shares         various          321,633                0      (213,243)
Oxford GlycoSciences     Common
 Plc                     shares          08/93           106,772                0        93,426


Venture Capital Limited Partnership Investments
- -----------------------------------------------
Various                  Limited
                         Partnership
                         interests      various       $3,954,845         (116,594)      (93,634)
                                                                       ----------    ----------

Total significant changes during the three months 
 ended March 31, 1999                                                     155,305     1,366,048
 
Other changes, net                                                         (7,905)       40,181
                                                                       ----------    ----------

Total equity investments at March 31, 1999                            $20,834,238    22,435,684
                                                                       ==========    ==========

</TABLE>

Marketable Equity Securities
- ----------------------------

At March 31, 1999, and December 31, 1998, marketable equity securities had 
aggregate costs of $7,974,823 and $9,045,454, respectively, and aggregate 
fair values of $6,580,927 and $6,797,268, respectively.  The net 
unrealized losses at March 31, 1999, and December 31, 1998, included gross 
gains of $1,555,662 and $911,588, respectively.

Biex, Inc.
- ----------

In March 1999, the Partnership purchased 132,743 Series F Preferred shares 
for $345,132.  The pricing of this round, in which third parties 
participated, indicated a $69,417 increase in the fair value of the 
Partnership's investment in the company's preferred shares and warrants.

Cardiac Pathways Corporation
- ----------------------------
 
In March 1999, the Partnership sold its entire investment in the company 
for proceeds of $19,618 and realized a loss of $52,649.

Synopsys, Inc.
- --------------

In January 1999, the Partnership sold its entire investment in the company 
for proceeds of $812,000 and realized a gain of $251,995.

Women.com Networks
- ------------------

In January 1999, the company announced the formation of a joint venture 
with Hearst New Media & Technology, a wholly owned unit of the Hearst 
Corporation.

Subsequent to March 31, 1999, the Partnership purchased 33,857 Series E 
Preferred shares for $338,570.  The pricing of this round, in which third 
parties participated, indicated an increase in the fair value of the 
Partnership's investment in the company from $1,799,957 to $5,809,561.

WorldRes, Inc.
- --------------

In March 1999, the Partnership purchased 73,140 Series D Preferred shares 
for $442,497.  The pricing of this round, in which third parties 
participated, indicated a $890,358 increase in the fair value of the 
Partnership's investment in the company's preferred shares and warrants.

Venture Capital Limited Partnerships
- ------------------------------------

The Partnership received cash distributions totaling $93,338 from Delphi 
Ventures, L.P.  The Partnership received stock and warrant distributions 
of Illinois Superconductor Corporation and Informix Software, Inc. with 
fair values totaling $116,839.  Distributions totaling $93,583 were 
recorded as realized gains and distributions totaling $116,594 were 
recorded as returns of capital. 

Other Equity Investments
- ------------------------

Other significant changes reflected above relate to market value 
fluctuations or the elimination of a discount relating to selling 
restrictions for publicly-traded portfolio companies.  Portions of the 
Partnership's Conversion Technologies International, Inc., White 
Electronic Designs Corporation, and Thermatrix Inc. investments are 
restricted.

The Partnership's investment in Matrix Pharmaceutical, Inc. had increased 
to $1,708,675 as a result of the publicly traded market price on May 14, 
1999.

4.  Notes Receivable
    ----------------

During the three months ended March 31, 1999, notes receivable of $198,844 
were repaid in full with interest.

5.  Cash and Cash Equivalents
    -------------------------

Cash and cash equivalents at March 31, 1999, and December 31, 1998, 
consisted of:

<TABLE>
<CAPTION>
                                           1999           1998
                                        ---------      ---------
<S>                                    <C>            <C>

Demand accounts                        $   42,072         55,472
Money-market accounts                   3,212,966      3,105,203
                                        ---------      ---------
  Total                                $3,255,038      3,160,675
                                        =========      =========

</TABLE>

6.     Commitments and Contingencies
       -----------------------------

The Partnership is a party to financial instruments with off-balance-sheet 
risk in the normal course of its business.  Generally, these instruments 
are commitments for future equity investment fundings, venture capital 
limited partnership investments, equipment financing commitments, or 
accounts receivable lines of credit that are outstanding but not currently 
fully utilized by a borrowing company.  As they do not represent current 
outstanding balances, these unfunded commitments are properly not 
recognized in the financial statements.  At March 31, 1999, the 
Partnership had unfunded commitments for venture capital limited 
partnership investments of $7,805 and had guaranteed a line of credit of 
$15,550.

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

Liquidity and Capital Resources
- -------------------------------

During the three months ended March 31, 1999, net cash used by operating 
activities totaled $253,210.  The Partnership paid management fees of 
$43,851 to the Managing General Partners and reimbursed related parties 
for operating expenses of $135,901.  In addition, $11,414 was paid to the 
Individual General Partners as compensation for their services.  Other 
operating expenses of $106,364 were paid and $44,320 in interest and other 
income was received.

During the three months ended March 31, 1999, the Partnership funded 
equity investments of $817,846 primarily to portfolio companies in the 
information technology and medical/biotechnology industries.  Proceeds 
from equity investment sales were $873,237, repayments of notes receivable 
were $198,844, and cash distributions from venture capital limited 
partnership investments were $93,338.  As of March 31, 1999, the 
Partnership was committed to fund additional investments of $7,805 as 
discussed in Note 6 to the financial statements.

Cash and cash equivalents at March 31, 1999, were $3,255,038.  Cash 
reserves, interest income on short-term investments, and future proceeds 
from equity investment sales are expected to be adequate to fund 
Partnership operations and future investments through the next twelve 
months.

Results of Operations
- ---------------------

Current quarter compared to corresponding quarter in the preceding year
- -----------------------------------------------------------------------

Net income was $1,275,065 for the three months ended March 31, 1999, as 
compared to a net loss of $1,247,683 for the three months ended March 31, 
1998.  The improvement was primarily due to an increase of $1,752,397 in 
the change in net unrealized fair value of equity investments, a $551,974 
increase in net realized gains from equity investment sales, and a 
$148,846 decrease in operating expenses.

The Partnership recorded an increase in fair value of equity investments 
of $1,258,829 during the quarter ended March 31, 1999 primarily due to 
increases in the information technology and medical/biotechnology 
industries, partially offset by decreases in the computer and computer 
equipment and electronic design automation industries.  During the same 
period in 1998, the decrease in fair value of equity investments of 
$493,568 was substantially attributable to decreases in portfolio 
companies in the communications, computer systems and software, and 
computer and computer equipment industries, partially offset by increases 
in the medical/biotechnology and electronic design automation industries.

Net realized gain from sales of equity investments was $199,951 for the 
quarter ended March 31, 1999, as compared to a net realized loss of 
$352,023 for the quarter ended March 31, 1998.  The gain in 1999 primarily 
resulted from the sale of Synopsys, Inc., partially offset by a loss on 
the sale of Cardiac Pathways Corporation.  The loss in 1998 primarily 
related to the sale of NetChannel, Inc.

Operating expenses were $247,816 for the quarter ended March 31, 1999, 
compared to $396,662 for the same period in 1998.  The decrease is 
attributable to decreased investment monitoring activity and decreased 
computer expenses.

Given the inherent risk associated with the business of the Partnership, 
the future performance of the portfolio company investments may 
significantly impact future operations.

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.  
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 is reviewing public Year 2000 statements 
of those suppliers and preparing questionnaires to be sent to mission-
critical vendors whose public statements were not adequate for assessment.  
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.  There can be no guarantee 
that the systems of portfolio companies in which the Partnership has 
invested will be timely converted, or that 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 Year 2000 
compliance issues are not resolved by December 31, 1999, 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, until TFI receives and evaluates 
responses from a significant number of its suppliers, 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 mission-
critical 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 Partnership during the 
quarter ended March 31, 1999.

(b)  Financial Data Schedule for the three months ended and as of March 
31, 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 PARTNERS III, L.P.

                         By:  TECHNOLOGY FUNDING INC.
                              Managing General Partner




Date:  May 14, 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 MARCH 31, 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>                  MAR-31-1999
<PERIOD-TYPE>                       3-MOS
<INVESTMENTS-AT-COST>          20,834,238
<INVESTMENTS-AT-VALUE>         22,435,684
<RECEIVABLES>                           0
<ASSETS-OTHER>                      6,136
<OTHER-ITEMS-ASSETS>            3,255,038
<TOTAL-ASSETS>                 25,696,858
<PAYABLE-FOR-SECURITIES>                0
<SENIOR-LONG-TERM-DEBT>                 0
<OTHER-ITEMS-LIABILITIES>          83,263
<TOTAL-LIABILITIES>                83,263
<SENIOR-EQUITY>                         0
<PAID-IN-CAPITAL-COMMON>       24,012,149
<SHARES-COMMON-STOCK>             160,000
<SHARES-COMMON-PRIOR>             160,000
<ACCUMULATED-NII-CURRENT>               0
<OVERDISTRIBUTION-NII>                  0
<ACCUMULATED-NET-GAINS>                 0
<OVERDISTRIBUTION-GAINS>                0
<ACCUM-APPREC-OR-DEPREC>        1,601,446
<NET-ASSETS>                   25,613,595
<DIVIDEND-INCOME>                       0
<INTEREST-INCOME>                  42,859
<OTHER-INCOME>                        123
<EXPENSES-NET>                    320,280
<NET-INVESTMENT-INCOME>          (277,298)
<REALIZED-GAINS-CURRENT>          293,534
<APPREC-INCREASE-CURRENT>       1,258,829
<NET-CHANGE-FROM-OPS>           1,275,065
<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>          1,275,065
<ACCUMULATED-NII-PRIOR>                 0
<ACCUMULATED-GAINS-PRIOR>               0
<OVERDISTRIB-NII-PRIOR>                 0
<OVERDIST-NET-GAINS-PRIOR>              0
<GROSS-ADVISORY-FEES>              61,050
<INTEREST-EXPENSE>                      0
<GROSS-EXPENSE>                   323,826
<AVERAGE-NET-ASSETS>           24,976,063
<PER-SHARE-NAV-BEGIN>                 152
<PER-SHARE-NII>                         0
<PER-SHARE-GAIN-APPREC>                 0 <F1>
<PER-SHARE-DIVIDEND>                    0
<PER-SHARE-DISTRIBUTIONS>               0
<RETURNS-OF-CAPITAL>                    0
<PER-SHARE-NAV-END>                   152
<EXPENSE-RATIO>                       1.3
<AVG-DEBT-OUTSTANDING>                  0
<AVG-DEBT-PER-SHARE>                    0
<FN>
A zero value is used since the change in net unrealized fair value is not 
allocated to General Partners and Limited Partners as it is not taxable.
</FN>

</TABLE>


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