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, 1998
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, 1998 (Unaudited) and December 31, 1997
Schedule of Portfolio Investments as of March 31, 1998 (Unaudited)
Statements of Operations for the Three Months Ended March 31, 1998 and 1997
(Unaudited)
Statements of Cash Flows for the Three Months Ended March 31, 1998 and 1997
(Unaudited)
Statement of Changes in Partners' Capital for the Three Months Ended March 31,
1998 (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, 1998 December 31,
(Unaudited) 1997
ASSETS
Portfolio investments, at fair value (cost $4,435,099 as of
<S> <C> <C> <C> <C> <C> <C> <C>
March 31, 1998 and $4,673,359 as of December 31, 1997) $ 7,694,667 $ 7,697,927
Cash and cash equivalents 101,905 85,653
Receivable from securities sold 4,794 -
Accrued interest receivable 6,787 480
------------------ -----------------
TOTAL ASSETS $ 7,808,153 $ 7,784,060
================== =================
LIABILITIES AND PARTNERS' CAPITAL
Liabilities:
Accounts payable $ 47,730 $ 60,068
Due to Management Company 50,000 108,971
Due to Independent General Partners 14,000 15,000
------------------ -----------------
Total liabilities 111,730 184,039
------------------ -----------------
Partners' Capital:
Managing General Partner 44,368 45,754
Individual General Partners 1,718 1,771
Limited Partners (10,248 Units) 4,390,769 4,527,928
Unallocated net unrealized appreciation of investments 3,259,568 3,024,568
------------------ -----------------
Total partners' capital 7,696,423 7,600,021
------------------ -----------------
TOTAL LIABILITIES AND PARTNERS' CAPITAL $ 7,808,153 $ 7,784,060
================== =================
</TABLE>
See notes to financial statements.
<PAGE>
ML OKLAHOMA VENTURE PARTNERS, LIMITED PARTNERSHIP
SCHEDULE OF PORTFOLIO INVESTMENTS (Unaudited)
As of March 31, 1998
<TABLE>
Initial Investment
Company / Position Date Cost Fair Value
Americo Publishing, Inc.
<S><C> <C> <C> <C>
8%-10% Demand Promissory Notes Feb. 1994 $ 364,000 $ 0
- -------------------------------------------------------------------------------------------------------------------------------
Data Critical Corp.*(B)
762,500 shares of Preferred Stock April 1993 700,000 1,437,500
775,000 shares of Common Stock 310,000 775,000
- -------------------------------------------------------------------------------------------------------------------------------
Envirogen, Inc.(A)(C)
56,000 shares of Common Stock Sept. 1991 196,000 70,000
- -------------------------------------------------------------------------------------------------------------------------------
Excel Energy Technologies, Ltd.*(B)
3,492 shares of Preferred Stock Oct. 1993 663,907 66,391
17 shares of Common Stock 2,500 0
15% Promissory Note 50,000 50,000
- -------------------------------------------------------------------------------------------------------------------------------
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)(D)
705,681 shares of Common Stock June 1992 529,900 330,788
Warrant to purchase 12,121 shares of Common Stock
at $8.25 per share, expiring 6/2/99 0 0
Warrant to purchase 35,000 shares of Common Stock
at $.625 per share, expiring 12/19/02 0 0
14% Bridge Loan 228,740 228,740
- -------------------------------------------------------------------------------------------------------------------------------
UroCor, Inc. (A)(B)
496,635 shares of Common Stock May 1991 921,305 3,585,084
Warrant to purchase 12,539 shares of Common Stock
at $4.30 per share, expiring 10/18/98 0 36,598
- -------------------------------------------------------------------------------------------------------------------------------
ZymeTx, Inc.(A)(B)
304,579 shares of Common Stock July 1994 1,411 647,230
- -------------------------------------------------------------------------------------------------------------------------------
Total from Active Portfolio Investments $ 4,435,099 $ 7,694,667
===================================
Supplemental Information: Liquidated Portfolio Investments(E)(F)
Cost Realized Gain Return
Totals from Liquidated Portfolio Investments $ 5,484,037 $ 994,020 $ 6,478,057
==================================================================
Combined Net Combined
Unrealized and Fair Value
Cost Realized Gain and Return
Totals from Active & Liquidated Portfolio Investments $ 9,919,136 $ 4,253,588 $ 14,172,724
=========================================================
</TABLE>
ML OKLAHOMA VENTURE PARTNERS, LIMITED PARTNERSHIP
SCHEDULE OF PORTFOLIO INVESTMENTS (Unaudited), continued
As of March 31, 1998
(A) Public company
(B) Qualifies as an "Oklahoma business venture" under Oklahoma law.
(C) During the quarter ended March 31, 1998, the Partnership sold 62,000
shares of Envirogen, Inc. common stock for $83,370,
realizing a loss of $133,630.
(D) In February 1998, the Partnership received a $25,000 payment from
Silverado Foods, Inc., representing a $21,260 loan
repayment and $3,740 of interest.
(E) In March 1998, the Partnership received $62,139, representing a payment in
connection with the February 1995 sale of its investment in Bace
Manufacturing, Inc., realizing a gain of $54,908 and interest income of
$7,231.
(F) Amounts provided for "Supplemental Information: Liquidated Portfolio
Investments" are cumulative from inception through March 31, 1998.
* 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>
1998 1997
------------- --------
INVESTMENT INCOME AND EXPENSES
Income:
<S> <C> <C>
Interest from short-term investments $ 2,053 $ 7,989
Interest and other income from portfolio investments 10,047 -
Other interest income 7,292 5,300
------------- ---------------
Total investment income 19,392 13,289
------------- ---------------
Expenses:
Management fee 50,000 50,000
Professional fees 11,450 8,050
Independent General Partners' fees 14,390 15,228
Mailing and printing 3,354 3,629
Custodial fees 28 1,457
Miscellaneous 46 250
------------- ---------------
Total expenses 79,268 78,614
------------- ---------------
NET INVESTMENT LOSS (59,876) (65,325)
Net realized (loss) gain from portfolio investments (78,722) 473,289
------------- ---------------
NET REALIZED (LOSS) GAIN FROM OPERATIONS (138,598) 407,964
Change in unrealized appreciation of investments 235,000 (860,290)
------------- ---------------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING
FROM OPERATIONS $ 96,402 $ (452,326)
============= ===============
</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>
1998 1997
------------- --------
CASH FLOWS USED FOR OPERATING ACTIVITIES
<S> <C> <C>
Net investment loss $ (59,876) $ (65,325)
Adjustments to reconcile net investment loss to cash
used for operating activities:
(Decrease) increase in payables (72,309) 56,707
Decrease in accrued interest on short-term investments - 3,348
Increase in accrued interest receivable (6,307) -
------------- -------------
Cash used for operating activities (138,492) (5,270)
------------- -------------
CASH FLOWS PROVIDED FROM INVESTING ACTIVITIES
Net purchase of short-term investments - (2,014)
Proceeds from repayment of bridge loan 21,260 -
Proceeds from the sale of portfolio investments 133,484 650,080
------------- -------------
Cash provided from investing activities 154,744 648,066
------------- -------------
CASH FLOWS USED FOR FINANCING ACTIVITIES
Cash distributions paid to Partners - (517,576)
------------- -------------
Increase in cash and cash equivalents 16,252 125,220
Cash and cash equivalents at beginning of period 85,653 380,685
------------- -------------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 101,905 $ 505,905
============= =============
</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, 1998
<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 $ 45,754 $ 1,771 $ 4,527,928 $ 3,024,568 $ 7,600,021
Net investment loss (599) (23) (59,254) - (59,876)
Net realized loss from investments (787) (30) (77,905) - (78,722)
Change in unrealized
appreciation of investments - - - 235,000 235,000
----------- ---------- -------------- --------------- ---------------
Balance at end of period $ 44,368 $ 1,718 $ 4,390,769(A) $ 3,259,568 $ 7,696,423
=========== ========== ============== =============== ===============
</TABLE>
(A) The net asset value per unit of limited partnership interest, including an
assumed allocation of net unrealized appreciation of investments, was $743.
Cumulative cash distributions paid to Limited Partners totaled $475 per
Unit as of March 31, 1998.
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 is scheduled
to 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 if
they determine that such extension is in the best interest of the Partnership.
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
approximately $3.3 million as of March 31, 1998, which was recorded for
financial statement purposes, has not been recognized for tax purposes.
Additionally, from inception to March 31, 1998, 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.
Reclassifications - Certain reclassifications have been made to the prior year's
financial statements to conform with the current year's presentation.
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, 1998, the Partnership's portfolio investments were categorized
as follows:
<TABLE>
% of
Type of Investments Cost Fair Value Net Assets*
- ------------------- ---------------- --------------- -----------
<S> <C> <C> <C>
Common Stock $ 1,964,452 $ 5,448,036 70.79%
Preferred Stock 1,827,907 1,967,891 25.57%
Debt Securities 642,740 278,740 3.62%
---------------- --------------- -------
$ 4,435,099 $ 7,694,667 99.98%
================ =============== ======
Country/Geographic Region
Oklahoma $ 3,407,763 $ 7,157,331 93.00%
Non-Oklahoma 1,027,336 537,336 6.98%
---------------- --------------- -------
$ 4,435,099 $ 7,694,667 99.98%
================ =============== ======
Industry
Publishing $ 364,000 $ 0 0.00%
Food Manufacturing & Distribution 758,640 559,528 7.27%
Energy/Natural Gas 1,183,743 583,727 7.58%
Data Communications 1,010,000 2,212,500 28.75%
Environmental Technology 196,000 70,000 0.91%
Healthcare/Biotechnology 922,716 4,268,912 55.47%
---------------- --------------- ------
$ 4,435,099 $ 7,694,667 99.98%
================ =============== ======
</TABLE>
* Represents fair value as a percentage of net assets.
8. Subsequent Event
As of May 4, 1998, the Partnership had sold its remaining investment of
56,000 common shares of Envirogen, Inc.for $77,338,realizing a loss of $118,662.
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, 1998, 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 R
esults of Operations.
Liquidity and Capital Resources
As of March 31, 1998, the Partnership held $101,905 in an interest-bearing cash
account. Interest earned from such cash account for the three months ended March
31, 1998 was $2,053. 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.
During the quarter ended March 31, 1998, the Partnership sold certain portfolio
investments for a return of $138,278, of which $4,794 was a receivable as of
March 31, 1998. Additionally, during the quarter, the Partnership received
$21,260 from the partial repayment of a bridge loan due from Silverado Foods,
Inc.
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.
As of March 31, 1998, the Partnership's current liabilities exceeded its cash
balance by approximately $10,000. Funds needed to cover such current
liabilities, as well as the Partnership's future operating expenses and
follow-on investments in existing companies, will be obtained from existing cash
reserves, interest and other investment income and proceeds from the sale of
portfolio investments. Subsequent to the end of the quarter, the Partnership
realized a cash return of $77,338 from the sale of additional shares of
Envirogen, Inc. See Note 8 of notes to financial statements.
Results of Operations
For the three months ended March 31, 1998 and 1997, the Partnership had a net
realized loss from operations of $138,598 and a net realized gain from
operations of $407,964, 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 other investment income less
operating expenses).
Realized Gains and Losses from Portfolio Investments - For the three months
ended March 31, 1998, the Partnership had a net realized loss of $78,722,
comprised of a realized loss of $133,630 from the sale of 62,000 common shares
of Envirogen, Inc., partially offset by a realized gain of $54,908 resulting
from a payment received in March 1998 in connection with the February 1995 sale
of the Partnership's investment in Bace Manufacturing, Inc. For the three months
ended March 31, 1997, the Partnership had a net realized gain of $473,289,
primarily resulting from the sale of 90,000 common shares of CR Anthony Company.
Investment Income and Expenses - For the three months ended March 31, 1998 and
1997, the Partnership had a net investment loss of $59,876 and $65,325,
respectively. The decrease in net investment loss for the 1998 period compared
to the 1997 period, resulted from a $6,103 increase in investment income which
was partially offset by a $654 increase in operating expenses. The increase in
investment income included a $10,047 increase in interest income from portfolio
investments due to an increase in income producing securities held by the
Partnership during the 1998 period. Interest from short-term investments
declined by $5,936 for the 1998 period due to a decrease in funds available for
investments in short-term securities during the 1998 period compared to the same
period in 1997.
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, 1998 and 1997 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, including proceeds from the sale of portfolio investments.
Unrealized Gains and Losses and Changes in Unrealized Appreciation of Portfolio
Investments - For the three months ended March 31, 1998, the Partnership had a
$111,000 net unrealized gain, primarily resulting from the net upward
revaluation of certain portfolio investments. Additionally, during the quarter
$124,000 of unrealized loss was transferred to realized loss resulting from the
sale of 62,000 common shares of Envirogen, as discussed above. As a result, net
unrealized appreciation of investments increased by $235,000 for the three
months ended March 31, 1998.
For the three months ended March 31, 1997, the Partnership had a $614,081 net
unrealized loss, primarily resulting from the net downward revaluation of
certain portfolio investments. Additionally, during the quarter $246,209 of
unrealized gain was transferred 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 $860,290 for the three months ended
March 31, 1997.
Net Assets - Changes to net assets resulting from operations are comprised of
(1) net realized gain or loss from operations and (2) changes to net unrealized
appreciation or depreciation of portfolio investments.
As of March 31, 1998, the Partnership's net assets were $7,696,423, an increase
of $96,402 from $7,600,021 as of December 31, 1997. This increase was comprised
of the $235,000 increase in net unrealized appreciation of investments partially
offset by the $138,598 net realized loss from operations for the quarter ended
March 31, 1998.
As of March 31, 1997, the Partnership's net assets were $10,266,867, a decrease
of $452,326 from $10,719,193 as of December 31, 1996. This decrease was
comprised of the $860,290 decrease in net unrealized appreciation of investments
partially offset by the $407,964 net realized gain from operations for the
quarter ended March 31, 1997.
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, 1998 and December 31, 1997 was $743
and $734, 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/ Robert Aufenanger
Robert Aufenanger
Executive Vice President and Director
By: /s/ Diane T. Herte
Diane T. Herte
Vice President and Treasurer
(Principal Financial and Accounting Officer)
Date: May 15, 1998
<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, 1998 AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-1-1998
<PERIOD-END> MAR-31-1998
<INVESTMENTS-AT-COST> 4,435,099
<INVESTMENTS-AT-VALUE> 7,694,667
<RECEIVABLES> 11,581
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 101,905
<TOTAL-ASSETS> 7,808,153
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 111,730
<TOTAL-LIABILITIES> 111,730
<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> 3,259,568
<NET-ASSETS> 7,696,423
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 19,392
<OTHER-INCOME> 0
<EXPENSES-NET> 79,268
<NET-INVESTMENT-INCOME> (59,876)
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</TABLE>
