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OMB APPROVAL
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. __)*
UROLOGIX, INC.
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
917273104
(CUSIP Number)
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
CUSIP No. 917273104
1 NAMES OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
PATRICOF & CO. VENTURES, INC. / 13-2647531
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) / /
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
NEW YORK
5 SOLE VOTING POWER
NUMBER OF 32,728
SHARES
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 876,364
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 32,728
WITH
8 SHARED DISPOSITIVE POWER
876,364
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
909,092
10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES / /
(See Instructions)
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.9%
12 TYPE OF REPORTING PERSON (See Instructions)
CO
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Item 1. (a) Name of Issuer:
UROLOGIX, INC.
(b) Address of Issuer's Principal Executive Offices or,
if none, Residence:
14405 TWENTY-FIRST AVE, NORTH MINNEAPOLIS, MN 55447
Item 2. (a) Name of Person Filing:
PATRICOF & CO. VENTURES, INC.
(b) Address of Principal Business Office or, if none, Residence:
445 PARK AVENUE, NEW YORK, NY 10022
(c) Citizenship:
NEW YORK
(d) Title of Class of Securities:
COMMON STOCK
(e) CUSIP Number:
917273104
Item 3. If this statement is being filed pursuant to Rule 13d-1(b), or
13d-2(b), check whether the person filing is an:
(a) / / Broker or Dealer registered under Section 15 of the Act
(b) / / Bank as defined in section 3(a)(6) of the Act
(c) / / Insurance Company as defined in section 3(a)(19) of the Act
(d) / / Investment Company registered under section 8 of the Investment
Company Act
(e) / / Investment Adviser registered under section 203 of the
Investment Advisers Act of 1940
(f) / / Employee Benefit Plan, Pension Fund which is subject to the
provisions of the Employee Retirement Income Security Act of
1974 or Endowment Fund; see 13d-1(b)(1)(ii)(F)
(g) / / Parent Holding Company, in accordance with 13d-1(b)(ii)(G)
(Note: See Item 7)
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(h) / / Group, in accordance with 13d-1(b)(1)(ii)(H)
Item 4. Ownership:
(a) Amount Beneficially Owned: 909,092*
(b) Percent of Class: 9.9%
(c) Number of Shares as to which such person has:
(i) sole power to vote or direct the vote - 32,728*
(ii) shared power to vote or direct the vote - 876,364*
(iii) sole power to dispose or direct the disposition of - 32,728*
(iv) shared power to dispose or direct the disposition
of - 876,364*
*SEE RIDER A ATTACHED
Item 5. Ownership of Five Percent or Less of a Class:
NOT APPLICABLE
Item 6. Ownership of More than Five Percent on Behalf of Another Person:
NOT APPLICABLE
Item 7. Identification and Classification of the Subsidiary which Acquired the
Security Being Reported on by the Parent Holding Company
NOT APPLICABLE
Item 8. Identification and Classification of Members of the Group
NOT APPLICABLE
Item 9. Notice of Dissolution of Group
NOT APPLICABLE
Item 10. Certification
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By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired in the ordinary
course of business and were not acquired for the purpose of and do not
have the effect of changing or influencing the control of the issuer of
such securities and were not acquired in connection with or as a
participant in any transaction having such purpose or effect.
Signature
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete
and correct.
BY: /s/ Alan Patricof
ALAN PATRICOF
Dated: January 27, 1997
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RIDER A
AS OF DECEMBER 31, 1996, PATRICOF & CO. VENTURES, INC. ("PATRICOF") MAY BE
DEEMED TO BE THE BENEFICIAL OWNER OF 634,488 SHARES OF COMMON STOCK (6.9%) OWNED
BY APA EXCELSIOR III, A DELAWARE LIMITED PARTNERSHIP ("EXCELSIOR III"), 241,876
SHARES OF COMMON STOCK (2.6%) OWNED BY APA EXCELSIOR III/OFFSHORE, L.P., A
DELAWARE LIMITED PARTNERSHIP ("OFFSHORE") AND 32,728 SHARES OF COMMON STOCK
(0.4%) OWNED BY COAL PENSION VENTURE NOMINEES, LTD., A U.K. COMPANY ("COAL").
EACH OF SUCH ENTITIES IS MANAGED OR ADVISED BY PATRICOF AND, AS SUCH, PATRICOF
MAY BE DEEMED TO HAVE SHARED VOTING AND DISPOSITIVE POWER WITH THE GENERAL
PARTNERS OF EXCELSIOR III AND OFFSHORE WITH RESPECT TO 876,364 SHARES OF COMMON
STOCK OWNED BY EXCELSIOR III AND OFFSHORE AND SOLE VOTING AND DISPOSITIVE POWER
WITH RESPECT TO 32,728 SHARES OF COMMON STOCK OWNED BY COAL.
