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, 1997
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, 1997 (Unaudited) and December 31, 1996
Schedule of Portfolio Investments as of March 31, 1997 (Unaudited)
Statements of Operations for the Three Months Ended March 31, 1997 and 1996
(Unaudited)
Statements of Cash Flows for the Three Months Ended March 31, 1997 and 1996
(Unaudited)
Statement of Changes in Partners' Capital for the Three Months Ended March 31,
1997 (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, 1997 December 31,
(UNAUDITED) 1996
ASSETS
Portfolio investments at fair value (cost $5,300,369 as of
<S> <C> <C> <C> <C> <C> <C> <C>
March 31, 1997 and $5,477,160 as of December 31, 1996) $ 9,459,763 $ 10,496,844
Short-term investments at amortized cost 497,403 498,737
Cash and cash equivalents 505,905 380,685
Receivable from securities sold 50,528 50,528
--------------- ----------------
TOTAL ASSETS $ 10,513,599 $ 11,426,794
=============== ================
LIABILITIES AND PARTNERS' CAPITAL
Liabilities:
Cash distribution payable $ - $ 517,576
Accounts payable 91,367 84,160
Due to Management Company 140,365 90,365
Due to Independent General Partners 15,000 15,500
--------------- ----------------
Total liabilities 246,732 707,601
--------------- ----------------
Partners' Capital:
Managing General Partner 61,266 57,186
Individual General Partners 2,371 2,213
Limited Partners (10,248 Units) 6,043,836 5,640,110
Unallocated net unrealized appreciation of investments 4,159,394 5,019,684
--------------- ----------------
Total partners' capital 10,266,867 10,719,193
--------------- ----------------
TOTAL LIABILITIES AND PARTNERS' CAPITAL $ 10,513,599 $ 11,426,794
=============== ================
</TABLE>
See notes to financial statements.
<PAGE>
ML OKLAHOMA VENTURE PARTNERS, LIMITED PARTNERSHIP
SCHEDULE OF PORTFOLIO INVESTMENTS (UNAUDITED)
March 31, 1997
<TABLE>
Initial Investment
Company / Position Date Cost Fair Value
Americo Publishing, Inc.
<C> <C> <C> <C>
8%-10% Demand Promissory Notes Feb. 1994 364,000 0
- -------------------------------------------------------------------------------------------------------------------------------
C.R. Anthony Company(A)(C)
185,317 shares of Common Stock Oct. 1992 423,400 1,266,568
- -------------------------------------------------------------------------------------------------------------------------------
Data Critical Corp.*(B)
762,500 shares of Preferred Stock April 1993 700,000 1,150,000
Warrant to purchase 875,000 shares of Common Stock
at $.40 per share, expiring 10/6/97 0 350,000
- -------------------------------------------------------------------------------------------------------------------------------
Diagnetics, Inc.*(B)
314,807 shares of Preferred Stock April 1991 756,115 0
44,227 shares of Common Stock 57,495 0
- -------------------------------------------------------------------------------------------------------------------------------
Envirogen, Inc.(A)
118,000 shares of Common Stock Sept. 1991 413,000 302,434
- -------------------------------------------------------------------------------------------------------------------------------
Excel Energy Technologies, Ltd.*(B)
3,492 shares of Preferred Stock Oct. 1993 663,907 166,602
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 1,091,865
Warrant to purchase 12,121 shares of Common Stock
at $8.25 per share, expiring 6/2/99 0 0
- -------------------------------------------------------------------------------------------------------------------------------
UroCor, Inc. *(A)(B)
496,635 shares of Common Stock May 1991 921,305 4,134,489
Warrant to purchase 12,539 shares of Common Stock
at $4.30 per share, expiring 10/18/98 0 50,469
- -------------------------------------------------------------------------------------------------------------------------------
ZymeTx, Inc.(B)
1,218,315 shares of Common Stock July 1994 1,411 480,000
- -------------------------------------------------------------------------------------------------------------------------------
Totals $ 5,300,369 $ 9,459,763
===================================
</TABLE>
(A) Public company
(B) Qualifies as an "Oklahoma business venture" under Oklahoma law.
(C) During the quarter, the Partnership sold 90,000 shares of C.R. Anthony
Company for $649,910, realizing a gain of $473,119.
* 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>
1997 1996
------------- --------
INVESTMENT INCOME AND EXPENSES
Income:
<S> <C> <C>
Interest from short-term investments $ 13,289 $ 6,057
Interest and other income from portfolio investments - 8,153
------------- -------------
Totals 13,289 14,210
------------- -------------
Expenses:
Management fee 50,000 50,000
Professional fees 8,050 20,074
Independent General Partners' fees 15,228 15,453
Mailing and printing 3,629 4,820
Custodial fees 1,457 1,525
Miscellaneous 250 394
------------- -------------
Totals 78,614 92,266
------------- -------------
NET INVESTMENT LOSS (65,325) (78,056)
Net realized gain from portfolio investments 473,289 -
------------- -------------
NET REALIZED GAIN (LOSS) FROM OPERATIONS
(allocable to Partners) 407,964 (78,056)
Net change in unrealized appreciation of investments (860,290) 169,337
------------- -------------
NET (DECREASE) INCREASE IN NET ASSETS RESULTING
FROM OPERATIONS $ (452,326) $ 91,281
============= =============
</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>
1997 1996
------------- --------
CASH FLOWS USED FOR OPERATING ACTIVITIES
<S> <C> <C>
Net investment loss $ (65,325) $ (78,056)
Adjustments to reconcile net investment loss to cash
used for operating activities:
Decrease in payables, net (460,869) (8,277)
Decrease in accrued interest on short-term investments 3,348 396
Increase in receivables - (7,068)
------------- -------------
Cash used for operating activities (522,846) (93,005)
------------- -------------
CASH FLOWS PROVIDED FROM INVESTING ACTIVITIES
Net (purchase) return of short-term investments (2,014) 248,931
Proceeds from the sale of portfolio investments 650,080 100
------------- -------------
Cash provided from investing activities 648,066 249,031
------------- -------------
Increase in cash and cash equivalents 125,220 156,026
Cash and cash equivalents at beginning of period 380,685 261,310
------------- -------------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 505,905 $ 417,336
============= =============
</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, 1997
<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 $ 57,186 $ 2,213 $ 5,640,110 $ 5,019,684 $ 10,719,193
Net investment loss (653) (25) (64,647) - (65,325)
Net realized gain 4,733 183 468,373 - 473,289
Net change in unrealized
appreciation of investments - - - (860,290) (860,290)
---------- -------- ------------- ------------- ---------------
Balance at end of period $ 61,266 $ 2,371 $ 6,043,836(A) $ 4,159,394 $ 10,266,867
========== ======== ============= ============= ===============
</TABLE>
(A) The net asset value per unit of limited partnership interest, including an
assumed allocation of net unrealized appreciation of investments, was $991.
Cumulative cash distributions paid to Limited Partners totaled $300 per
Unit as of March 31, 1997.
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), continued
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 $4.2
million as of March 31, 1997, which was recorded for financial statement
purposes, has not been recognized for tax purposes. Additionally, from inception
to March 31, 1997, other timing differences totaling $1.0 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.
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.
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.
<PAGE>
ML OKLAHOMA VENTURE PARTNERS, LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS (UNAUDITED), continued
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, 1997, the Partnership's investments were categorized as follows:
<TABLE>
% of
Type of Investments Cost Fair Value Net Assets*
- ------------------- ---------------- --------------- -----------
<S> <C> <C> <C>
Common Stock $ 2,294,852 $ 7,679,161 75%
Preferred Stock 2,641,517 1,780,602 17%
Debt Securities 364,000 0 0%
---------------- --------------- -------
$ 5,300,369 $ 9,459,763 92%
================ =============== =======
Country/Geographic Region
Oklahoma $ 3,632,633 $ 7,423,425 72%
Non-Oklahoma 1,667,736 2,036,338 20%
---------------- --------------- -------
$ 5,300,369 $ 9,459,763 92%
================ =============== =======
Industry
Publishing $ 364,000 $ 0 0%
Retail - Apparel 423,400 1,266,568 12%
Food Manufacturing & Distribution 529,900 1,091,865 11%
Energy/Natural Gas 1,133,743 633,938 6%
Data Communications 700,000 1,500,000 15%
Environmental Technology 413,000 302,434 3%
Healthcare/Biotechnology 922,716 4,664,958 45%
Measurement Instrumentation 813,610 0 0%
---------------- --------------- -------
$ 5,300,369 $ 9,459,763 92%
================ =============== =======
</TABLE>
* Percentage of net assets is based on fair value.
8. Subsequent Event Cash Distribution
On May 6, 1997, the General Partners approved a cash distribution to Partners
totaling $517,978. The cash distribution will be paid in July 1997. Limited
Partners of record on June 30, 1997 will receive $512,400, or $50 per Unit, and
the General Partners will receive $5,578. ML OKLAHOMA VENTURE PARTNERS, LIMITED
PARTNERSHIP NOTES TO FINANCIAL STATEMENTS (UNAUDITED), continued
9. 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, 1997, 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
During the quarter ended March 31, 1997, the Partnership received net proceeds
of $650,000 from the sale of 90,000 shares of CR Anthony Company common stock.
The Partnership made no additional follow-on investments in its remaining
portfolio companies during the period.
As of March 31, 1997, the Partnership held $497,000 in short-term investments
with maturities of less than one year and $506,000 in an interest-bearing cash
account. Interest earned on such investments for the three months ended March
31,1997 was $13,000. Interest earned from short-term investments in future
periods is subject to fluctuations in short-term interest rates and changes in
amounts available for investment in such securities.
The Partnership has fully invested its original net proceeds and will not make
investments in new portfolio companies. Generally, the Partnership will
distribute to Partners all proceeds received from the sale of its portfolio
investments, after an adequate reserve for future operating expenses, as soon as
practicable after receipt of such proceeds. 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.
In May 1997, the General Partners approved a cash distribution to Partners
totaling $517,978; $512,400 or $50 per Unit to Limited Partners and $5,578 to
the General Partners. The distribution will be paid in July 1997 to Limited
Partners of record on June 30, 1997. Cumulative cash distributions, including
the distribution to be paid in July 1997, total $3,624,443; $3,586,800 or $350
per Unit to Limited Partners and $37,643 to the General Partners.
Results of Operations
For the three months ended March 31, 1997 and 1996, the Partnership had a net
realized gain from operations of $408,000 and a net realized loss from
operations of $78,000, 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 - For the three months
ended March 31, 1997, the Partnership had a net realized gain of $473,000,
resulting from the sale of 90,000 common shares of CR Anthony. The Partnership
had no realized gains or losses from its portfolio investments for the three
months ended March 31, 1996.
Investment Income and Expenses - For the three months ended March 31, 1997 and
1996, the Partnership had a net investment loss of $65,000 and $78,000,
respectively. The decrease in net investment loss for the 1997 period compared
to the 1996 period, primarily was due to a $12,000 decrease in professional
fees. The $8,000 decline in interest and other income from portfolio investments
primarily was due to the reduction of accrued interest on promissory notes due
from Americo Publishing, Inc., which were fully reserved for in 1996. This
$8,000 decline was mainly offset by a $7,000 increase in interest from
short-term investments, which primarily resulted from an increase in funds
available for investments in short-term securities during the 1997 period
compared to the same period in 1996.
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, 1997 and 1996 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, 1997, the Partnership had a
$614,000 net unrealized loss from its portfolio investments, primarily resulting
from the net downward revaluation of certain portfolio investments. Unrealized
appreciation also declined by $246,000 due to the transfer from unrealized gain
to realized gain resulting from the sale of 90,000 shares of CR Anthony, as
discussed above. As a result, net unrealized appreciation of investments
decreased by $860,000 for the three month period ended March 31, 1997.
For the three months ended March 31, 1996, the Partnership had a $169,000 net
unrealized gain resulting from an upward revaluation of certain portfolio
investments. As a result, net unrealized appreciation of investments increased
by $169,000 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.
As of March 31, 1997, the Partnership's net assets were $10.3 million, a
decrease of $452,000 from $10.7 million as of December 31, 1996. The $452,000
decrease was comprised of the $860,000 decrease in net unrealized appreciation
of investments exceeding the $408,000 net realized gain from operations for the
quarter ended March 31, 1997.
For the three months ended March 31, 1996, the Partnership's net assets were
$9.3 million, an increase of $91,000 from $9.2 million as of December 31, 1995.
The $91,000 increase was comprised of the $169,000 increase in unrealized
appreciation of investments exceeding the $78,000 net realized loss from
operations for the quarter ended March 31, 1996.
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 as of March 31, 1997 and December 31, 1996 was $991
and $1,035, 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
<TABLE>
<S> <C>
(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.
</TABLE>
- ------------------------------
* 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, 1997
<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, 1997 AND IS QUALIFIED IN ITS ENTIRETY
BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-1-1997
<PERIOD-END> MAR-31-1997
<INVESTMENTS-AT-COST> 5,797,772
<INVESTMENTS-AT-VALUE> 9,957,166
<RECEIVABLES> 50,528
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 505,905
<TOTAL-ASSETS> 10,513,599
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 246,732
<TOTAL-LIABILITIES> 246,732
<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> 4,159,394
<NET-ASSETS> 10,266,867
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 13,289
<OTHER-INCOME> 0
<EXPENSES-NET> 78,614
<NET-INVESTMENT-INCOME> (65,325)
<REALIZED-GAINS-CURRENT> 0
<APPREC-INCREASE-CURRENT> (860,290)
<NET-CHANGE-FROM-OPS> (452,326)
<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> (913,195)
<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> 10,493,030
<PER-SHARE-NAV-BEGIN> 1,035
<PER-SHARE-NII> (6)
<PER-SHARE-GAIN-APPREC> (38)
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 991
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
