<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, 1996
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. 814-82
TECHNOLOGY FUNDING VENTURE PARTNERS V, AN AGGRESSIVE GROWTH FUND, L.P.
----------------------------------------------------------------------
(Exact name of Registrant as specified in its charter)
Delaware 94-3094910
- ------------------------------- ----------------------------------
(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)
(415) 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 interests
("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,
1996 1995
---------- -----------
<S> <C> <C>
ASSETS
Investments:
Equity investments (cost basis
of $23,034,837 and $20,607,017 at
1996 and 1995, respectively) $28,671,523 24,289,218
Secured notes receivable, net
(cost basis of $2,068,621 and
$1,954,572 at 1996 and 1995,
respectively) 1,036,621 999,572
---------- ----------
Total investments 29,708,144 25,288,790
Cash and cash equivalents 1,453,307 4,396,042
Other assets 7,252 13,804
---------- ----------
Total $31,168,703 29,698,636
========== ==========
LIABILITIES AND PARTNERS' CAPITAL
Accounts payable and accrued expenses $ 22,950 25,950
Due to related parties 19,277 40,970
Other liabilities 756 --
---------- ----------
Total liabilities 42,983 66,920
Commitments, contingencies and
subsequent events (Notes 2, 3 and 6)
Partners' capital:
Limited Partners
(Units outstanding of
400,000 in both 1996 and 1995) 26,546,226 26,925,872
General Partners (25,192) (21,357)
Net unrealized fair value increase
(decrease) from cost:
Equity investments 5,636,686 3,682,201
Secured notes receivable (1,032,000) (955,000)
---------- ----------
Total partners' capital 31,125,720 29,631,716
---------- ----------
Total $31,168,703 29,698,636
========== ==========
</TABLE>
See accompanying notes to financial statements.
<PAGE>
STATEMENTS OF OPERATIONS (unaudited)
- -----------------------------------
<TABLE>
<CAPTION>
For the Three Months Ended March 31,
-----------------------------------
1996 1995
---- ----
<S> <C> <C>
Income:
Secured notes receivable interest $ 35,012 29,412
Short-term investment interest 42,794 174,113
Other income -- 1,686
--------- -------
Total income 77,806 205,211
Costs and expenses:
Management fees 97,499 199,102
Individual general partners'
compensation 4,613 4,500
Amortization of organizational costs -- 1,750
Operating expenses:
Investment operations 144,715 134,369
Administrative and investor services 103,066 98,526
Professional fees 12,128 12,704
Computer services 22,175 27,439
--------- -------
Total operating expenses 282,084 273,038
--------- -------
Total costs and expenses 384,196 478,390
--------- -------
Net operating loss (306,390) (237,179)
Net realized gain from
sales of equity investments -- 935,950
Realized losses from
investment write-downs (77,091) (4,000)
--------- -------
Net realized (loss) income (383,481) 658,771
Change in net unrealized
fair value:
Equity investments 1,954,485 (156,462)
Secured notes receivable (77,000) (114,000)
--------- -------
Net income $1,494,004 388,309
========= =======
Net realized (loss) income per Unit $ (1) 2
========= =======
</TABLE>
See accompanying notes to financial statements.
<PAGE>
STATEMENTS OF CASH FLOWS (unaudited)
- -----------------------------------
<TABLE>
<CAPTION>
For the Three Months Ended March 31,
-----------------------------------
1996 1995
---- ----
<S> <C> <C>
Cash flows from operating activities:
Interest received $ 53,280 214,657
Cash paid to vendors (60,880) (50,748)
Cash paid to related parties (340,701) (361,813)
---------- ----------
Net cash used by
operating activities (348,301) (197,904)
---------- ----------
Cash flows from investing activities:
Purchase of equity investments (2,655,888) (1,372,903)
Proceeds from sales of
equity investments -- 2,022,421
Secured notes receivable issued (188,334) --
Repayments of equity investments 175,184 --
Repayments of secured notes receivable 74,604 130,197
---------- ----------
Net cash (used) provided by
investing activities (2,594,434) 779,715
---------- ----------
Net (decrease) increase in cash
and cash equivalents (2,942,735) 581,811
Cash and cash equivalents at
beginning of year 4,396,042 11,371,533
---------- ----------
Cash and cash equivalents at March 31 $ 1,453,307 11,953,344
========== ==========
</TABLE>
See accompanying notes to financial statements.
<PAGE>
STATEMENTS OF CASH FLOWS (unaudited) (continued)
- -----------------------------------------------
<TABLE>
<CAPTION>
For the Three Months Ended March 31,
-----------------------------------
1996 1995
---- ----
<S> <C> <C>
Reconciliation of net income to
net cash used by operating activities:
Net income $1,494,004 388,309
Adjustments to reconcile net income
to net cash used by
operating activities:
Change in net unrealized fair value:
Equity investments (1,954,485) 156,462
Secured notes receivable 77,000 114,000
Net realized gain from sales of
equity investments -- (935,950)
Realized losses from investment
write-downs 77,091 4,000
Other changes, net (41,911) 75,275
------- ---------
Net cash used by operating activities $(348,301) (197,904)
======= =========
</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, 1996 and December 31, 1995, and the related Statements of
Operations and Statements of Cash Flows for the three months ended March
31, 1996 and 1995, 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, 1995. The following notes to financial statements for
activity through March 31, 1996 supplement those included in the Annual
Report on Form 10-K. Certain 1995 balances have been reclassified to
conform with the 1996 financial statement presentation.
2. Related Party Transactions
--------------------------
Related party costs are included in costs and expenses shown on the
Statements of Operations. Related party costs for the three months
ended March 31, 1996 and 1995 were as follows:
<TABLE>
<CAPTION>
1996 1995
---- ----
<S> <C> <C>
Management fees $ 97,499 199,102
Amortization of organizational cost -- 1,750
Reimbursable operating expenses 216,896 226,609
Individual general partners' compensation 4,613 4,500
</TABLE>
Certain reimbursable expenses have been accrued based upon interim
estimates prepared by the Managing General Partners and are adjusted to
actual cost periodically. There were $11,868 and $25,384 due from
related parties at March 31, 1996 and December 31, 1995, respectively,
for such reimbursable expenses.
Amounts payable for management fees were $31,145 and $66,354 at March
31, 1996 and December 31, 1995, respectively. Pursuant to the
Partnership Agreement, beginning January 2, 1996, management fees
changed from two percent to one percent per annum of total Limited
Partner adjusted capital contributions.
3. Equity Investments
------------------
A full listing of the Partnership's equity investments at December 31,
1995 is in the 1995 Annual Report. Activity from January 1 through
March 31, 1996 consisted of:
<TABLE>
<CAPTION>
January 1 -
March 31, 1996
Principal --------------
Investment Amount or Cost Fair
Industry/Company Position Date Shares Basis Value
- ---------------- -------- ---------- --------- ----- -----
<S> <C> <C> <C> <C> <C>
Balance at January 1, 1996 $20,607,017 24,289,218
---------- ----------
Significant changes:
Biomedical
- ----------
Redcell, Inc. Convertible
note (1) 02/96 $179,932 181,571 181,571
Communications
- --------------
Coded Communications Common
Corporation shares 04/93 145,454 (77,091) (102,690)
Positive Convertible
Communications, Inc. note (1) 03/96 $63,047 63,089 63,089
Positive Common share
Communications, Inc. warrant at $0.50;
expiring 03/01 03/96 3,709 4 13,909
Wire Networks, Inc. Series A Preferred
shares 02/96 78,553 106,047 106,047
Wire Networks, Inc. Series B Preferred
shares 02/96 95,980 215,955 215,955
Industrial/Business Automation
- ------------------------------
Avalon Imaging, Inc. Redeemable
Series A Preferred
shares 12/94 144,509 0 183,526
Avalon Imaging, Inc. Redeemable
Series B Preferred
shares 02/96 78,947 236,841 236,841
Medical
- -------
ADESSO Specialty Series A Preferred
Services Organization shares
Inc. 07/95 400,000 0 900,000
ADESSO Specialty Convertible
Services Organization notes (1) 01/96-
Inc. 02/96 $450,000 3,039 3,039
ADESSO Specialty Series B Preferred
Services Organization shares
Inc. 03/96 369,231 1,200,001 1,200,001
ADESSO Specialty Series A Preferred
Services Organization share warrant at
Inc. $1.00; expiring
03/01 03/96 68,704 0 154,584
Everest & Jennings Common
International, Ltd. shares 01/94 592,717 0 (81,202)
Paradigm Biosciences, Convertible
Inc. note (1) 02/96 $86,666 87,274 87,274
Periodontix, Series A Preferred
Inc. shares 12/93 150,000 0 150,000
Periodontix, Series B Preferred
Inc. shares 02/96 100,500 201,000 201,000
PHERIN Corporation Series B Preferred
shares 08/91 200,000 0 200,000
Physiometrix, Convertible
Incorporated note (1) 01/96 $178,532 182,393 182,393
R2 Technology, Series A-1 Preferred
Inc. shares 05/94 400,000 0 336,000
R2 Technology, Convertible
Inc. note (1) 11/95 $133,334 (135,044) (135,044)
R2 Technology, Series B-1 Preferred
Inc. shares 03/96 68,540 137,080 137,080
Retail/Consumer Products
- ------------------------
YES! Entertainment Common
Corporation shares 06/95 55,555 0 116,249
---------- ----------
Total significant changes during the three
months ended March 31, 1996 2,402,159 4,349,622
Other changes, net 25,661 32,683
---------- ----------
Total equity investments at March 31, 1996 $23,034,837 28,671,523
========== ==========
(1) Convertible notes include accrued interest. Interest rates on notes issued in 1996
ranged from 8% to 10.25%.
</TABLE>
Marketable Equity Securities
- ----------------------------
At March 31, 1996 and December 31, 1995, marketable equity securities
had aggregate costs of $1,426,855 and $937,645, respectively, and
aggregate market values of $1,676,802 and $1,425,196, respectively. The
net unrealized gains at March 31, 1996 and December 31, 1995 included
gross gains of $805,133 and $804,892, respectively.
ADESSO Specialty Services Organization Inc.
- -------------------------------------------
In early 1996, the Partnership funded $450,000 in convertible notes to
the company and received a warrant to purchase 68,704 Series A Preferred
shares at $1.00 per share. Then in March 1996, the Partnership made an
additional investment in the company by purchasing 369,231 Series B
Preferred shares for $1,200,001. The purchase price included $925,185
in cash and the conversion of $274,816 in principal from the notes
discussed above. The remaining principal of $175,184 was repaid in
March 1996 while interest was repaid in April 1996. The pricing of this
round indicated an increase in the fair value of $1,054,584 for the
Partnership's existing investment.
Avalon Imaging, Inc.
- --------------------
In February 1996, the Partnership made an additional investment in the
company by purchasing 78,947 Redeemable Series B Preferred shares for
$236,841. The pricing of this round indicated an increase in the fair
value of $183,526 for the Partnership's existing investment.
Coded Communications Corporation
- --------------------------------
During the first quarter of 1996, the Managing General Partners
determined that there had been an other than temporary decline in value
of the Partnership's investment. As a result, the Partnership realized
a loss of $77,091. The Partnership also recorded a decrease in fair
value of $102,690 to reflect the unrestricted market value at March 31,
1996.
Paradigm Biosciences, Inc.
- --------------------------
In February 1996, the Partnership issued $86,666 in convertible notes to
the company and received a warrant to purchase 10,833 Series B Preferred
shares at $2.00 per share.
Periodontix, Inc.
- -----------------
In February 1996, the Partnership made an additional investment in the
company by purchasing 100,500 Series B Preferred shares for $201,000.
The pricing of this round indicated an increase in fair value of
$150,000 for the Partnership's existing investment.
PHERIN Corporation
- ------------------
The Partnership recorded an increase in fair value of $200,000, based on
the valuation set at a prior round of financing in which third parties
participated.
Physiometrix, Inc.
- -----------------
In January 1996, the Partnership issued $178,532 in convertible notes to
the company and purchased a warrant to acquire preferred shares at an
exercise price to be determined at the next financing round.
On April 30, 1996, the company completed its initial public offering
(IPO). The Partnership's 338,151 Preferred shares, 337 common shares,
$178,532 in convertible notes and common and Preferred share warrants
became 300,546 common shares after a reverse stock split. As of May 7,
1996 the Partnership's investment had a fair value of $2,366,800,
compared to the March 31, 1996 cost basis and fair value of $672,597 and
$1,875,012, respectively.
Positive Communications, Inc.
- -----------------------------
In March 1996, the Partnership issued $63,047 in convertible notes to
the company and purchased a warrant to acquire 3,709 common shares.
R2 Technology, Inc.
- -------------------
In March 1996, the Partnership purchased 68,540 Series B-1 Preferred
shares by converting the November 1995 $133,334 note including accrued
interest of $3,746 for a total cost of $137,080. The pricing of this
conversion financing round in which third parties participated indicated
an increase in the change in fair value of $336,000 for the
Partnership's existing investment.
Redcell, Inc.
- -------------
In February 1996, the Partnership issued $179,932 in convertible notes
to the company and received a warrant to purchase 26,990 Series C
Preferred shares at an exercise price to be determined at the next
financing round.
Wire Networks, Inc.
- -------------------
In February 1996, the Partnership made an investment in the company by
purchasing 78,553 Series A Preferred shares and 95,980 Series B
Preferred shares for $106,047 and $215,955, respectively.
Other Equity Investments
- ------------------------
Other significant changes during the quarter ended March 31, 1996
reflected above relate to market value fluctuations or the elimination
of a discount relating to selling restrictions for publicly-traded
portfolio companies. The Partnership's YES! Entertainment Corporation
shares are restricted.
On May 1, 1996, Bolder Technologies Corporation completed its IPO. The
Partnership's 318,177 Preferred shares and common share warrant became
217,500 common shares after a reverse stock split. As of May 7, 1996,
the Partnership's investment has a fair value of $1,712,813, compared to
the March 31, 1996 cost basis and fair value of $621,177 and $1,303,137,
respectively.
Subsequent to March 31, 1996, the Partnership sold its remaining
investment in TheraTx, Incorporated for total proceeds of $998,724 and a
realized gain of $893,661.
4. Secured Notes Receivable, Net
-----------------------------
Activity from January 1, 1996 through March 31, 1996 consisted of:
<TABLE>
<S> <C>
Balance at January 1, 1996 $ 999,572
1996 activity:
Secured notes receivable issued 188,334
Repayments of secured notes receivable (74,604)
Increase in allowance for loan losses (77,000)
Change in interest receivable 319
---------
Total secured notes receivable, net, at March 31, 1996 $1,036,621
=========
</TABLE>
The Partnership had accrued interest of $27,066 and $26,747 at March 31,
1996 and December 31, 1995, respectively.
Activity in the allowance for loan losses was as follows:
<TABLE>
<S> <C>
Balance at January 1, 1996 $ 955,000
Change in net unrealized fair value of
secured notes receivable 77,000
---------
Balance at March 31, 1996 $1,032,000
=========
</TABLE>
The allowance for loan losses is adjusted quarterly based upon changes
to the portfolio size and risk profile. Although the allowance is
established by evaluating individual debtor repayment ability, the
allowance represents the Managing General Partners' assessment of the
portfolio as a whole.
Notes with a total cost basis of $1,987,806 and $1,835,279 were on
nonaccrual status due to uncertainties related to borrowers' financial
conditions at March 31, 1996 and December 31, 1995, respectively. The
Managing General Partners continue to monitor the progress of these
companies. The fair values at March 31, 1996 and December 31, 1995 are
based on the Managing General Partners' estimate of collectibility of
these notes.
5. Cash and Cash Equivalents
-------------------------
Cash and cash equivalents at March 31, 1996 and December 31, 1995
consisted of:
<TABLE>
<CAPTION>
1996 1995
---- ----
<S> <C> <C>
Demand accounts $ 6,771 152,033
Money-market accounts 1,446,536 4,244,009
---------- ----------
Total $ 1,453,307 4,396,042
========== ==========
</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 fundings, venture capital
limited partnership investments, equipment financing commitments, or
accounts receivable lines of credit that are outstanding but not
currently fully utilized. As they do not represent current outstanding
balances, these unfunded commitments are properly not recognized in the
financial statements. At March 31, 1996, the Partnership had unfunded
commitments as follows:
<TABLE>
<S> <C>
Type
- ----
Equity investments $1,031,742
Term notes 45,000
Venture capital limited partnership investments 434,159
---------
Total $1,510,901
=========
</TABLE>
In September 1995, the Partnership jointly guaranteed with two
affiliated partnerships a $2,000,000 line of credit between a financial
institution and a portfolio company in the computer systems and software
industry of which the Partnership's share is $1,000,000. However, if
the affiliated partnerships are unable to finance their portion of the
guarantee, the Partnership's share may increase up to $2,000,000. While
the Partnership expects the portfolio company to repay the line of
credit, if the portfolio company fails to do so, the Partnership may be
liable up to the guarantee amount.
<PAGE>
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, 1996, net cash used by
operations totaled $348,301. The Partnership paid management fees of
$132,708 to the Managing General Partners and reimbursed related parties
for operating expenses of $203,380. In addition, $4,613 was paid to the
individual general partners as compensation for their services. Other
operating expenses of $60,880 were paid and $53,280 in interest income
was received.
During the three months ended March 31, 1996, the Partnership funded
equity investments of $2,655,888 primarily to portfolio companies in the
medical and communications industries and issued secured notes
receivable of $188,334 to a portfolio company in the computer systems
and software industry. Repayments of notes receivable and equity
investments provided cash of $74,604 and $175,184, respectively. As of
March 31, 1996, the Partnership was committed to fund additional
investments totaling $1,510,901 and has outstanding guarantees up to
$2,000,000 as discussed in Note 6 to the financial statements.
Subsequent to March 31, 1996, Bolder Technologies Corporation and
Physiometrix, Incorporated completed their IPOs. Although the
Partnership's holdings in these companies are subject to selling
restrictions, the IPO indicates potential future liquidity for these
investments.
The Partnership sold its remaining investment in TheraTx, Incorporated
subsequent to March 31, 1996, for total proceeds of 998,724 and a
realized gain of $893,661.
Cash and cash equivalents at March 31, 1996 were $1,453,307. Future
interest income on short-term investments and notes receivable, proceeds
from investment sales and operating cash reserves 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 $1,494,004 and $388,309 for the three months ended March
31, 1996 and 1995, respectively. The increase in net income was
primarily due to a $2,110,947 increase in the change in net unrealized
fair value of equity investments. This change was partially offset by a
$935,950 decrease in net realized gain from sales of equity investments,
a $127,405 decrease in total income and a $101,603 decrease in
management fees.
During the quarter ended March 31, 1996, the increase in equity
investment fair value of $1,954,485 was primarily attributable to
increases in portfolio companies in the medical industry. During the
same period in 1995, the decrease of $156,462 was primarily due to
realized gains from investment sales related to UroMed Corporation and
TheraTx, Incorporated and a decrease in a portfolio company in the
industrial/business automation industry, partially offset by an increase
in a portfolio company in the microelectronics industry.
Net realized gain from sales of equity investments was $935,950 during
the quarter ended March 31, 1995. The 1995 gain primarily related to
sales of UroMed Corporation and TheraTx, Incorporated. No such gain was
recorded in 1996.
Total income was $77,806 and $205,211 for the quarters ended March 31,
1996 and 1995, respectively. The decrease primarily related to lower
short-term investment income as available cash was used for investments.
The Partnership incurred management fees of $97,499 and $199,102 during
the three months ended March 31, 1996 and 1995, respectively. Pursuant
to the Partnership Agreement, management fees in 1995 were two percent
per annum of total Limited Partner adjusted capital contributions.
Beginning in January 1996, management fees were reduced to one percent
per annum.
Given the inherent risk associated with the business of the Partnership,
the future performance of the portfolio company investments may
significantly impact future operations.
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, 1996.
(b) Financial Data Schedule for the quarter ended and as of March 31,
1996 (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 VENTURE PARTNERS V,
AN AGGRESSIVE GROWTH FUND, L.P.
By: TECHNOLOGY FUNDING INC.
Managing General Partner
Date: May 10, 1996 By: /s/Debbie A. Wong
------------------------------------
Debbie A. Wong
Controller
<TABLE> <S> <C>
<ARTICLE>6
<LEGEND>THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED
FROM THE FORM 10-Q AS OF MARCH 31, 1996 AND IS QUALIFIED IN ITS ENTIRETY
BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
<MULTIPLIER>1
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> MAR-31-1996
<PERIOD-TYPE> 3-MOS
<INVESTMENTS-AT-COST> 25,103,458
<INVESTMENTS-AT-VALUE> 29,708,144
<RECEIVABLES> 0
<ASSETS-OTHER> 7,252
<OTHER-ITEMS-ASSETS> 1,453,307
<TOTAL-ASSETS> 31,168,703
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 42,983
<TOTAL-LIABILITIES> 42,983
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 26,521,034
<SHARES-COMMON-STOCK> 400,000
<SHARES-COMMON-PRIOR> 400,000
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 4,604,686
<NET-ASSETS> 31,125,720
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 77,806
<OTHER-INCOME> 0
<EXPENSES-NET> (384,196)
<NET-INVESTMENT-INCOME> (306,390)
<REALIZED-GAINS-CURRENT> (77,091)
<APPREC-INCREASE-CURRENT> 1,877,485
<NET-CHANGE-FROM-OPS> 1,494,004
<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> 1,494,004
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 97,499
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 386,146
<AVERAGE-NET-ASSETS> 30,378,718
<PER-SHARE-NAV-BEGIN> 67
<PER-SHARE-NII> (1)
<PER-SHARE-GAIN-APPREC> 0 <F1>
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 66
<EXPENSE-RATIO> 1.3
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
<FN>
<F1>
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. Only taxable gains or losses are allocated in accordance with
the Partnership Agreement.
</FN>
</TABLE>
