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 0-17198
ML OKLAHOMA VENTURE PARTNERS, LIMITED PARTNERSHIP
================================================================================
(Exact name of registrant as specified in its charter)
Oklahoma 73-1329487
================================================================================
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
Meridian Tower, Suite 1060
5100 East Skelly Drive
Tulsa, Oklahoma 74135
================================================================================
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (918) 663-2500
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 OKLAHOMA VENTURE PARTNERS, LIMITED PARTNERSHIP
INDEX
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements.
Balance Sheets as of March 31, 1996 (Unaudited) and December 31, 1995
Schedule of Portfolio Investments as of March 31, 1996 (Unaudited)
Statements of Operations for the Three Months Ended March 31, 1996 and 1995
(Unaudited)
Statements of Cash Flows for the Three Months Ended March 31, 1996 and 1995
(Unaudited)
Statement of Changes in Partners' Capital for the Three 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 OKLAHOMA VENTURE PARTNERS, LIMITED PARTNERSHIP
BALANCE SHEETS
<TABLE>
March 31, 1996 December 31,
(Unaudited) 1995
ASSETS
Investments - Note 2
Portfolio investments, at fair value (cost $5,787,960 at
<S> <C> <C> <C> <C> <C> <C> <C>
March 31, 1996 and $5,787,960 at December 31, 1995) $ 8,931,349 $ 8,762,012
Short-term investments, at amortized cost - 249,327
Cash and cash equivalents 417,336 261,310
Accrued interest and other receivables 51,621 44,653
--------------- ----------------
TOTAL ASSETS $ 9,400,306 $ 9,317,302
=============== ================
LIABILITIES AND PARTNERS' CAPITAL
Liabilities:
Accounts payable $ 50,499 $ 39,353
Due to Management Company - Note 4 50,000 69,423
Due to Independent General Partners - Note 6 15,000 15,000
--------------- ----------------
Total liabilities 115,499 123,776
--------------- ----------------
Partners' Capital:
Managing General Partner 61,413 62,194
Individual General Partners 2,376 2,405
Limited Partners (10,248 Units) 6,077,629 6,154,875
Unallocated net unrealized appreciation of investments - Note 2 3,143,389 2,974,052
--------------- ----------------
Total partners' capital 9,284,807 9,193,526
--------------- ----------------
TOTAL LIABILITIES AND PARTNERS' CAPITAL $ 9,400,306 $ 9,317,302
=============== ================
</TABLE>
See notes to financial statements.
<PAGE>
ML OKLAHOMA VENTURE PARTNERS, LIMITED PARTNERSHIP
SCHEDULE OF PORTFOLIO INVESTMENTS (UNAUDITED)
March 31, 1996
<TABLE>
Initial Investment
Company / Position Date Cost Fair Value
Americo Publishing, Inc.
<C> <C> <C> <C>
10% Demand Promissory Note Feb. 1994 $ 225,000 $ 112,500
8% Demand Promissory Note 30,000 15,000
9% Demand Promissory Notes 59,000 54,500
- -------------------------------------------------------------------------------------------------------------------------------
C.R. Anthony Company
275,317 shares of Common Stock Oct. 1992 600,191 600,191
- -------------------------------------------------------------------------------------------------------------------------------
Data Critical Corp.*(B)
637,500 shares of Preferred Stock April 1993 600,000 1,050,000
Warrant to purchase 875,000 shares of Common Stock
at $.40 per share, expiring 10/6/97 0 350,000
- -------------------------------------------------------------------------------------------------------------------------------
Diagnetics, Inc.*(B)(C)
314,807 shares of Preferred Stock April 1991 770,924 770,924
32,820 shares of Common Stock 42,686 42,686
- -------------------------------------------------------------------------------------------------------------------------------
Enerpro International, Inc.*(D)
35,000 shares of Preferred Stock Aug. 1993 350,000 550,000
- -------------------------------------------------------------------------------------------------------------------------------
Envirogen, Inc.(A)
150,000 shares of Common Stock Sept. 1991 525,000 412,500
- -------------------------------------------------------------------------------------------------------------------------------
Excel Energy Technologies, Ltd.*(B)
3,492 shares of Preferred Stock Oct. 1993 663,907 538,907
17 shares of Common Stock 2,500 0
- -------------------------------------------------------------------------------------------------------------------------------
Independent Gas Company Holdings, Inc.*
464 shares of Preferred Stock June 1993 464,000 464,000
5,192 shares of Common Stock 3,336 3,336
- -------------------------------------------------------------------------------------------------------------------------------
Silverado Foods, Inc.*(A)(B)
705,681 shares of Common Stock June 1992 529,900 1,587,782
Warrant to purchase 12,121 shares of Common Stock
at $8.25 per share, expiring 6/2/99 0 0
- -------------------------------------------------------------------------------------------------------------------------------
UroCor, Inc.*(B)
474,007 shares of Preferred Stock May 1991 921,305 2,370,035
Warrant to purchase 12,539 shares of Common Stock
at $4.30 per share, expiring 10/18/98 0 8,777
- -------------------------------------------------------------------------------------------------------------------------------
ZymeTx, Inc.
21,052 shares of Common Stock July 1994 211 211
- -------------------------------------------------------------------------------------------------------------------------------
Totals $ 5,787,960 $ 8,931,349
===================================
</TABLE>
<PAGE>
ML OKLAHOMA VENTURE PARTNERS, LIMITED PARTNERSHIP
SCHEDULE OF PORTFOLIO INVESTMENTS (UNAUDITED) - Continued
March 31, 1996
(A) Public company
(B) Qualifies as an "Oklahoma business venture" under Oklahoma law.
(C) The Partnership received 11,407 shares of Diagnetics, Inc. common stock as
a result of a stock distribution made by the company in February 1996.
(D) Subsequent to the end of the quarter, on May 3, 1996, Enerpro
International, Inc. was acquired by Energy Ventures, Inc. ("EVI"), a public
company. In exchange for its Enerpro holdings, the Partnership received
24,500 shares of EVI common stock, of which 2,450 shares are being held in
escrow for a period of one year. The release of the escrow shares is
contingent upon certain events.
* May be deemed an affiliated person of the Partnership as defined in the
Investment Company Act of 1940.
See notes to financial statements.
<PAGE>
ML OKLAHOMA VENTURE PARTNERS, LIMITED PARTNERSHIP
STATEMENTS OF OPERATIONS (UNAUDITED)
For the Three Months Ended March 31,
<TABLE>
1996 1995
------------- --------
INVESTMENT INCOME AND EXPENSES
Income:
<S> <C> <C>
Interest from short-term investments $ 6,057 $ 18,879
Interest and other income from portfolio investments 8,153 10,546
------------- -------------
Totals 14,210 29,425
------------- -------------
Expenses:
Management fee - Note 4 50,000 50,000
Professional fees 20,074 25,456
Independent General Partners' fees - Note 6 15,453 23,339
Mailing and printing 4,820 8,231
Custodial fees 1,525 1,850
Miscellaneous 394 250
------------- -------------
Totals 92,266 109,126
------------- -------------
NET INVESTMENT LOSS (78,056) (79,701)
Net realized gain from portfolio investments - 1,599,475
------------- -------------
NET REALIZED GAIN (LOSS) FROM OPERATIONS
(allocable to Partners) - Note 3 (78,056) 1,519,774
Net change in unrealized appreciation of investments 169,337 (1,141,899)
------------- -------------
NET INCREASE IN NET ASSETS RESULTING FROM
OPERATIONS $ 91,281 $ 377,875
============= =============
</TABLE>
See notes to financial statements.
<PAGE>
ML OKLAHOMA VENTURE PARTNERS, LIMITED PARTNERSHIP
STATEMENTS OF CASH FLOWS (UNAUDITED)
For the Three Months Ended March 31,
<TABLE>
1996 1995
------------- --------
CASH FLOWS USED FOR OPERATING ACTIVITIES
<S> <C> <C>
Net investment loss $ (78,056) $ (79,701)
Adjustments to reconcile net investment loss to cash
used for operating activities:
Decrease in payables, net (8,277) (2,638)
(Increase) decrease in accrued interest on short-term investments 396 (8,782)
(Increase) decrease in receivables (7,068) 21,347
------------- -------------
Cash used for operating activities (93,005) (69,774)
------------- -------------
CASH FLOWS PROVIDED FROM INVESTING ACTIVITIES
Cost of portfolio investments purchased - (100,000)
Net return (purchase) of short-term investments 248,931 (1,389,147)
Proceeds from the sale of portfolio investments 100 1,955,927
------------- -------------
Cash provided from investing activities 249,031 466,780
------------- -------------
Increase in cash and cash equivalents 156,026 397,006
Cash and cash equivalents at beginning of period 261,310 291,508
------------- -------------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 417,336 $ 688,514
============= =============
</TABLE>
See notes to financial statements.
<PAGE>
ML OKLAHOMA VENTURE PARTNERS, LIMITED PARTNERSHIP
STATEMENT OF CHANGES IN PARTNERS' CAPITAL (UNAUDITED)
For the Three Months Ended March 31, 1996
<TABLE>
Unallocated
Managing Individual Net Unrealized
General General Limited Appreciation
Partner Partners Partners of Investments Total
<S> <C> <C> <C> <C> <C>
Balance at beginning of period $ 62,194 $ 2,405 $ 6,154,875 $ 2,974,052 $ 9,193,526
Net investment loss - Note 3 (781) (29) (77,246) - (78,056)
Net change in unrealized
appreciation of investments - - - 169,337 169,337
---------- -------- ------------- ------------- ---------------
Balance at end of period $ 61,413 $ 2,376 $ 6,077,629(A) $ 3,143,389 $ 9,284,807
========== ======== ============= ============= ===============
</TABLE>
(A) The net asset value per unit of limited partnership interest, including an
assumed allocation of net unrealized appreciation of investments, was $897.
Cumulative cash distributions paid to Limited Partners totaled $250 per
Unit at March 31, 1996.
See notes to financial statements.
<PAGE>
ML OKLAHOMA VENTURE PARTNERS, LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
1. Organization and Purpose
ML Oklahoma Venture Partners, Limited Partnership (the "Partnership") was formed
on July 15, 1988 under the Revised Uniform Limited Partnership Act of the State
of Oklahoma. The Partnership's operations commenced on August 14, 1989. MLOK
Co., Limited Partnership, the managing general partner of the Partnership (the
"Managing General Partner"), is an Oklahoma limited partnership formed on July
15, 1988, the general partner of which is Merrill Lynch Venture Capital Inc.
(the "Management Company"), an indirect subsidiary of Merrill Lynch & Co., Inc.
The Partnership's objective is to achieve long-term capital appreciation by
making venture capital investments in new or developing companies, primarily
Oklahoma companies, and other special investment situations. The Partnership
does not engage in any other business or activity. The Partnership will
terminate on December 31, 1998, subject to the right of the Individual General
Partners to extend the term for up to two additional two-year periods.
2. Significant Accounting Policies
Valuation of Investments - Short-term investments are carried at amortized cost
which approximates market. Portfolio investments are carried at fair value as
determined quarterly by the Managing General Partner under the supervision of
the Individual General Partners. The Managing General Partner determines the
fair value of its portfolio investments by applying consistent guidelines. The
fair value of public securities is adjusted to the closing public market price
for the last trading day of the accounting period less an appropriate discount
for sales restrictions, the size of the Partnership's holdings and the public
market trading volume. Private securities are carried at cost until significant
developments affecting a portfolio investment provide a basis for change in
valuation. The fair value of private securities is adjusted 1) to reflect
meaningful third-party transactions in the private market or 2) to reflect
significant progress or slippage in the development of the company's business
such that cost is no longer reflective of fair value. As a venture capital
investment fund, the Partnership's portfolio investments 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 fair value 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 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.
<PAGE>
ML OKLAHOMA VENTURE PARTNERS, LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
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 $3.1
million at March 31, 1996, which was recorded for financial statement purposes,
was not recognized for tax purposes. Additionally, from inception to March 31,
1996, other timing differences totaling $1.2 million relating to the original
sales commissions paid and other costs of selling the Units have been recorded
on the Partnership's financial statements but have not yet been deducted for tax
purposes.
Statements of Cash Flows - The Partnership considers its interest-bearing cash
account to be cash equivalents.
Organizational Costs - Organizational costs of $47,718 were amortized over a
sixty-month period which commenced August 14, 1989.
3. Allocation of Partnership Profits and Losses
Pursuant to the Partnership Agreement, profits from venture capital investments
are allocated to all Partners in proportion to their capital contributions until
all Partners have been allocated a 10% Priority Return from liquidated
investments. Profits in excess of this amount are allocated 30% to the Managing
General Partner and 70% to all Partners in proportion to their capital
contributions until the Managing General Partner has been allocated 20% of the
total profits from venture capital investments. Thereafter, profits from venture
capital investments are allocated 20% to the Managing General Partner and 80% to
all Partners in proportion to their capital contributions. Profits from other
sources are allocated to all Partners in proportion to their capital
contributions.
Losses are allocated to all Partners in proportion to their capital
contributions. However, if profits had been previously allocated in the 70-30 or
80-20 ratios as discussed above, then losses will be allocated in the reverse
order in which profits were allocated.
4. Related Party Transactions
The Management Company is responsible for the management and administrative
services necessary for the operation of the Partnership. The Management Company
receives a management fee at an annual rate of 2.5% of the gross capital
contributions to the Partnership, reduced by selling commissions and
organizational and offering expenses paid by the Partnership, capital
distributed and realized losses, with a minimum annual fee of $200,000. Such fee
is determined and paid quarterly.
<PAGE>
ML OKLAHOMA VENTURE PARTNERS, LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
5. Limitation on Operating Expenses
The Management Company has undertaken to the Partnership that it will reduce its
management fee or otherwise reimburse the Partnership in order to limit the
annual operating expenses of the Partnership, exclusive of the management fee,
to an amount equal to $203,720.
6. Independent General Partners' Fees
As compensation for services rendered to the Partnership, each of the three
Independent General Partners receives $16,000 annually in quarterly
installments, $1,000 for each meeting of the General Partners attended, $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) and $500 for meetings held by
telephone conference.
7. Portfolio Investments
As of March 31, 1996, the Partnership's investments were categorized as follows:
<TABLE>
% of
Type of Investments Cost Fair Value Net Assets*
- ------------------- --------------- -------------- -----------
<S> <C> <C> <C>
Common Stock $ 1,703,824 $ 3,005,483 32%
Preferred Stock 3,770,136 5,743,866 62%
Debt Securities 314,000 182,000 2%
--------------- -------------- -------
$ 5,787,960 $ 8,931,349 96%
=============== ============== =======
Country/Geographic Region
Oklahoma $ 4,348,558 $ 7,736,447 83%
Non-Oklahoma 1,439,402 1,194,902 13%
--------------- -------------- -------
$ 5,787,960 $ 8,931,349 96%
=============== ============== =======
Industry
Publishing $ 314,000 $ 182,000 2%
Retail - Apparel 600,191 600,191 6%
Food Manufacturing & Distribution 529,900 1,587,782 17%
Energy/Natural Gas 1,133,743 1,006,243 11%
Data Communications 600,000 1,400,000 15%
Oil and Gas Equipment and Services 350,000 550,000 6%
Environmental Technology 525,000 412,500 4%
Healthcare/Biotechnology 921,516 2,379,023 26%
Measurement Instrumentation 813,610 813,610 9%
--------------- -------------- -------
$ 5,787,960 $ 8,931,349 96%
=============== ============== =======
</TABLE>
* Percentage of net assets is based on fair value.
<PAGE>
ML OKLAHOMA VENTURE PARTNERS, LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
8. Interim Financial Statements
In the opinion of MLOK Co., Limited Partnership, the managing general partner of
the Partnership, the unaudited financial statements as of March 31, 1996, and
for the three month period then ended, reflect all adjustments necessary for the
fair presentation of the results of the interim period.
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations.
Liquidity and Capital Resources
From August 14, 1989 (commencement of operations) to March 31, 1996, the
Partnership had invested $9.1 million in 18 portfolio companies, representing
99% of the original net proceeds to the Partnership. For the three months ended
March 31, 1996, the Partnership did not make additional follow-on investments in
any of its existing portfolio companies.
At March 31, 1996, the Partnership held $417,000 in an interest-bearing cash
account. For the three months ended March 31, 1996, the Partnership earned
$6,000 of interest income from its interest-bearing cash account and from
investments in short-term securities purchased which matured during the quarter.
Interest earned in future periods is subject to fluctuations in short-term
interest rates and amounts available for investment in short-term securities.
The Partnership will not purchase any new portfolio investments and, in general,
will distribute to Partners all proceeds received from the sale of its existing
portfolio investments, after an adequate reserve for future operating expenses,
as soon as practicable after receipt. Funds needed to cover the Partnership's
future operating expenses and follow-on investments in existing companies is
expected to be obtained from existing cash reserves, interest and other
investment income and proceeds from the sale of portfolio investments.
Results of Operations
For the three months ended March 31, 1996 and 1995, the Partnership had a net
realized loss from operations of $78,000 and a net realized gain from operations
of $1.5 million, respectively. Net realized gain or loss from operations is
comprised of (1) net realized gain or loss from portfolio investments and (2)
net investment income or loss (interest and dividend income less operating
expenses).
Realized Gains and Losses from Portfolio Investments - The Partnership had no
realized gains or losses from portfolio investments for the three months ended
March 31, 1996. During the three months ended March 31, 1995, the Partnership
had a $1.6 million net realized gain from the sale of its investment in BACE
Manufacturing, Inc.
Investment Income and Expenses - For the three months ended March 31, 1996 and
1995, the Partnership had a net investment loss of $78,000 and $80,000,
respectively. The nominal decrease in net investment loss for the 1996 period
compared to the 1995 period primarily was due to a $13,000 decrease in interest
earned from short-term investments which was more than offset by a $17,000
decrease in operating expenses. The decrease in operating expenses for the 1996
period compared to the 1995 period primarily was due to a reduction in
Independent General Partners' fees and a decrease in legal fees for the 1996
period. The decline in Independent General Partners' fees for the 1996 period
was due to a decrease in the number of meetings held during the 1996 period
compared to the 1995 period. Interest and other income from portfolio
investments also declined $2,000 for the 1996 period compared to the 1995
period.
The Management Company is responsible for the management and administrative
services necessary for the operation of the Partnership. The Management Company
receives a management fee of 2.5% of the gross capital contributions to the
Partnership, reduced by selling commissions and organizational and offering
expenses paid by the Partnership, capital distributed and realized losses, with
a minimum fee of $200,000 annually. Such fee is determined and paid quarterly.
The management fee for the three months ended March 31, 1996 and 1995 was
$50,000 for each period. To the extent possible the management fee and other
expenses incurred directly by the Partnership are paid with funds provided from
operations.
Unrealized Gains and Losses and Changes in Unrealized Appreciation of Portfolio
Investments -For the three months ended March 31, 1996, the Partnership had a
$169,000 net unrealized gain from its portfolio investments primarily resulting
from an upward revaluation of Enerpro International, Inc. offset by a decrease
in the public market price of Silverado Foods, Inc. common stock. As a result,
net unrealized appreciation of investments increased by $169,000 for the three
month period.
For the three months ended March 31, 1995, the Partnership had a $250,000 net
unrealized gain from its portfolio investments primarily resulting from the
upward revaluation of its investment in Data Critical Corp. Additionally during
the three months ended March 31, 1995, $1.4 million was transferred from
unrealized gain to realized gain relating to the sale of BACE Manufacturing, as
discussed above. The $1.4 million transfer from unrealized to realized gain,
partially offset by the $250,000 net unrealized gain resulted in a $1.1 million
decrease to net unrealized appreciation of investments for the three month
period.
Net Assets - Changes to net assets resulting from operations are comprised of
(1) net realized gains and losses and (2) changes to net unrealized appreciation
or depreciation of portfolio investments.
At March 31, 1996, the Partnership's net assets were $9.3 million, an increase
of $91,000 from $9.2 million at December 31, 1995. The $91,000 increase was
comprised of the $78,000 net realized loss from operations and the $169,000
increase in unrealized appreciation of investments for the quarter ended March
31, 1996.
For the three months ended March 31, 1995, the Partnership had a $378,000
increase in net assets resulting from operations comprised of the $1.5 million
net realized gain from operations offset by the $1.1 million decrease in
unrealized appreciation of investments for the period. At March 31, 1995, the
Partnership's net assets were $9.7 million, down $1.7 million from $11.4 million
at December 31, 1994. This decrease was a result of the $2 million accrued cash
distribution paid to Limited Partners in April 1995 partially offset by the
$378,000 increase in net assets resulting from operations for the quarter ended
March 31, 1995.
Gains or 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 of limited partnership interest, net unrealized appreciation or
depreciation of investments has been included as if the net appreciation or
depreciation had been realized and allocated to the Limited Partners in
accordance with the Partnership Agreement. Pursuant to such calculation, the net
asset value per $1,000 Unit at March 31, 1996 and December 31, 1995 was $897 and
$888, 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 quarter covered
by this report.
Item 5. Other Information.
None.
<PAGE>
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
(3) (a) Amended and Restated Certificate of Limited Partnership
of the Partnership dated as of November 29, 1988.*
(b) Amended and Restated Agreement of Limited Partnership
of the Partnership dated as of November 29, 1988.*
(c) Amended and Restated Agreement of Limited Partnership
of the Partnership dated as of August 14, 1989.**
(10) Management Agreement dated as of November 29, 1988 between
the Partnership and the Management Company.*
(27) Financial Data Schedule.
(28) (a) Prospectus of the Partnership dated December
1, 1988 filed with the Securities and Exchange
Commission pursuant to Rule 497 (b) under the
Securities Act of 1933, as supplemented by a
supplement dated April 25, 1989 filed pursuant to
Rule 497 (d) under the Securities Act of 1933.***
(b) No reports on Form 8-K have been filed during the quarter
for which this report is filed.
------------------------------
* Incorporated by reference to the Partnership's Annual Report on Form
10-K for the fiscal year ended December 31, 1988 filed with the
Securities and Exchange Commission on April 3, 1989.
** Incorporated by reference to the Partnership's Quarterly Report on Form
10-Q for the quarter ended September 30, 1989 filed with the Securities
and Exchange Commission on November 14, 1989.
*** Incorporated by reference to the Partnership's Quarterly Report on Form
10-Q for the quarter ended June 30, 1989 filed with the Securities and
Exchange Commission on May 15, 1989.
<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 OKLAHOMA VENTURE PARTNERS, LIMITED PARTNERSHIP
By: MLOK Co., Limited Partnership
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 OKLAHOMA
VENTURE PARTNERS, LIMITED PARTNERSHIP'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> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-1-1996
<PERIOD-END> MAR-31-1996
<INVESTMENTS-AT-COST> 5,787,960
<INVESTMENTS-AT-VALUE> 8,931,349
<RECEIVABLES> 51,621
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 417,336
<TOTAL-ASSETS> 9,400,306
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 115,499
<TOTAL-LIABILITIES> 115,499
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 10,248
<SHARES-COMMON-PRIOR> 10,248
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 3,143,389
<NET-ASSETS> 9,284,807
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 14,210
<OTHER-INCOME> 0
<EXPENSES-NET> 92,266
<NET-INVESTMENT-INCOME> (78,056)
<REALIZED-GAINS-CURRENT> 0
<APPREC-INCREASE-CURRENT> 169,337
<NET-CHANGE-FROM-OPS> 91,281
<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> 83,004
<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> 9,239,167
<PER-SHARE-NAV-BEGIN> 888
<PER-SHARE-NII> (8)
<PER-SHARE-GAIN-APPREC> 17
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 897
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
