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 September 30, 2000



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 0-29120

                           MICROCAP LIQUIDATING TRUST
                     (Successor to The MicroCap Fund, Inc.)
-------------------------------------------------------------------------------
              (Exact Name of Registrant as Specified in its Charter)


New York                                                              13-7110611
-------------------------------------------------------------------------------
(State or Other Jurisdiction of            (I.R.S. Employer Identification No.)
Incorporation or Organization)


c/o Raymond S. Troubh
Ten Rockefeller Plaza, Suite 712
New York, New York                                                     10020
------------------------------------------------------------------------------
(Address of Principal Executive Offices)                              (Zip Code)


Registrant's Telephone Number, Including Area Code:  (800) 821-0905


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

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common  stock as of the latest  practicable  date.  As of November 1, 2000 there
were 2,427,281 units of beneficial interest outstanding.


<PAGE>


                           MICROCAP LIQUIDATING TRUST
                      (SUCCESSOR TO THE MICROCAP FUND, INC.)
                                      INDEX


PART I.       FINANCIAL INFORMATION

Item 1.       Financial Statements.

Statements of Net Assets in Liquidation as of September 30, 2000 (Unaudited) and
December 31, 1999

Schedule of Portfolio Investments as of September 30, 2000 (Unaudited)

Statements of Operations for the Three and Nine Months ended September 30, 2000
and 1999 (Unaudited)

Statements  of Changes in Net Assets in  Liquidation  for the Nine Months  ended
September 30, 2000 and 1999 (Unaudited)

Statements of Cash Flows for the Nine Months ended September 30, 2000 and 1999
(Unaudited)

Notes to Financial Statements (Unaudited)

Item 2.       Management's Discussion and Analysis of Financial Condition and
              Results of Operations.

Item 3.       Quantitative and Qualitative Disclosure about Market Risk.


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>


MICROCAP LIQUIDATING TRUST
(Successor to The MicroCap Fund, Inc.)
STATEMENTS OF NET ASSETS IN LIQUIDATION
<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                                                                             September 30,
                                                                                                 2000          December 31,
                                                                                             (Unaudited)            1999
Assets

Portfolio investments at fair value (cost $1,937,500 as of
   September 30, 2000 and December 31, 1999)                                                $       457,500    $        484,375
Cash and cash equivalents - unrestricted                                                            485,151           1,348,193
Cash and cash equivalents - restricted                                                                    -             120,000
Accrued interest receivable                                                                           2,626               6,225
                                                                                            ---------------    ----------------
   Total assets                                                                                     945,277           1,958,793
                                                                                            ---------------    ----------------

Liabilities

Accrued distribution payable                                                                              -             970,912
Accounts payable and accrued expenses                                                                26,556              29,118
                                                                                            ---------------    ----------------
   Total liabilities                                                                                 26,556           1,000,030
                                                                                            ---------------    ----------------

Net Assets in Liquidation                                                                   $       918,721    $        958,763
                                                                                            ===============    ================


Net assets in liquidation per Unit of beneficial interest                                       $   0.38               $   0.39
                                                                                                ========               ========


Number of Units of beneficial interest outstanding                                                2,427,281           2,427,281
                                                                                                  =========           =========



</TABLE>









See notes to financial statements.


<PAGE>


MICROCAP LIQUIDATING TRUST
(Successor to The MicroCap Fund, Inc.)
SCHEDULE OF PORTFOLIO INVESTMENTS (Unaudited)
As of September 30, 2000
<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>


Fair Value
                                                                                                      Fair             as a % of
Issuer / Position                                                                   Cost              Value          Net Assets(1)
----------------------------------------------------------------------------------------------------------------------------------

Privately-Held Securities:

First Colony Coffee and Tea Company (A)
106,562 shares of Series A1 Preferred Stock                                   $       594,174     $     140,600
240,179 shares of Series B1 Preferred Stock                                         1,343,326           316,900
                                                                              ---------------     -------------
                                                                                    1,937,500           457,500        49.80%
                                                                              ---------------     -------------       -------

Total Portfolio Investments                                                   $     1,937,500     $     457,500        49.80%
                                                                              ===============     =============       =======

</TABLE>

(1)  Represents fair value as a percentage of the Trust's total net assets.

(A)  The Trust has entered into an option  agreement  whereby the holder has the
     right to purchase  the  Trust's  holdings  of First  Colony  Coffee and Tea
     Company for  $457,500.  The Trust  received  $25,000  from the sale of such
     option, which expires on January 8, 2001.




     See notes to financial statements.



<PAGE>


MICROCAP LIQUIDATING TRUST
(Successor to The MicroCap Fund, Inc.)
STATEMENTS OF OPERATIONS (Unaudited)
<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>


                                                                                        Three Months            Three Months
                                                                                            Ended                   Ended
                                                                                        September 30,           September 30,
                                                                                            2000                     1999
                                                                                     -------------------    --------------------
Investment Income and Expenses

Income:
   Interest from U.S. Treasury Bills and repurchase agreements                       $        15,824           $         17,842
   Other interest income                                                                           -                        139
                                                                                     ---------------           ----------------
   Total investment income                                                                    15,824                     17,981
                                                                                     ---------------           ----------------

Expenses:
   Trustee fees                                                                               22,459                     25,500
   Administrative fees                                                                        21,032                     19,436
   Accounting fees                                                                             5,000                      6,875
   Transfer agent and custodian fees                                                           3,464                      4,918
   Legal fees                                                                                  1,250                          -
   Other operating expenses                                                                      786                        208
                                                                                     ---------------           ----------------
   Total expenses                                                                             53,991                     56,937
                                                                                     ---------------           ----------------

Net Decrease in Net Assets in Liquidation                                            $       (38,167)          $        (38,956)
                                                                                     ===============           ================
</TABLE>

See notes to financial statements.



<PAGE>


MICROCAP LIQUIDATING TRUST
(Successor to The MicroCap Fund, Inc.)
STATEMENTS OF OPERATIONS (Unaudited)
<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>


                                                                                         Nine Months             Nine Months
                                                                                            Ended                   Ended
                                                                                        September 30,           September 30,
                                                                                            2000                     1999
                                                                                     -------------------    --------------------
Investment Income and Expenses

Income:
   Interest from U.S. Treasury Bills and repurchase agreements                       $           46,836     $          75,800
   Income from sale of option                                                                    25,000                     -
   Other interest income                                                                              -                   139
                                                                                     ------------------     -----------------
   Total investment income                                                                       71,836                75,939
                                                                                     ------------------     -----------------

Expenses:
   Trustee fees                                                                                  57,668                94,705
   Administrative fees                                                                           61,532                59,075
   Accounting fees                                                                               25,050                22,375
   Transfer agent and custodian fees                                                             11,103                15,502
   Legal fees                                                                                     2,750                 7,314
   Litigation settlement                                                                              -                 3,225
   Other operating expenses                                                                       2,594                   628
                                                                                     ------------------     -----------------
   Total expenses                                                                               160,697               202,824
                                                                                     ------------------     -----------------

Net Investment Loss                                                                             (88,861)             (126,885)
                                                                                     ------------------     -----------------

Net Realized and Unrealized Loss from Portfolio Investments

Net realized gain from portfolio investments                                                  1,046,606                     -
Change in net unrealized depreciation of investments                                            (26,875)                    -
                                                                                     ------------------     -----------------
Net realized and unrealized gain from portfolio investments                                   1,019,731                     -
                                                                                     ------------------     -----------------

Net Increase (Decrease) in Net Assets in Liquidation                                 $          930,870     $        (126,885)
                                                                                     ==================     =================

</TABLE>


See notes to financial statements.



<PAGE>


MICROCAP LIQUIDATING TRUST
(Successor to The MicroCap Fund, Inc.)
STATEMENTS OF CHANGES IN NET ASSETS IN LIQUIDATION (Unaudited)
<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>


                                                                                         Nine Months             Nine Months
                                                                                            Ended                   Ended
                                                                                        September 30,            September 30,
                                                                                              2000                    1999
                                                                                      ---------------        -----------------
Changes in net assets resulting from operations:

Net investment loss                                                                   $       (88,861)       $       (126,885)
Net realized gain from portfolio investments                                                1,046,606                       -
Change in net unrealized depreciation of portfolio investments                                (26,875)                      -
                                                                                      ---------------        ----------------
Net increase (decrease) in net assets resulting from operations                               930,870                (126,885)
                                                                                      ---------------        ----------------

Change in net assets from distributions:
 Cash distributions                                                                          (970,912)             (1,820,461)
                                                                                      ---------------        ----------------

Decrease in net assets in liquidation                                                         (40,042)             (1,947,346)

Net assets in liquidation at beginning of period                                              958,763               3,793,538
                                                                                      ---------------        ----------------

Net Assets in Liquidation at End of Period                                            $       918,721        $      1,846,192
                                                                                      ===============        ================

Net assets per unit of beneficial interest                                                  $   0.38               $   0.76
                                                                                            ========               ========

Number of units of beneficial interest                                                      2,427,281               2,427,281
                                                                                            =========               =========

</TABLE>


See notes to financial statements.




<PAGE>


MICROCAP LIQUIDATING TRUST
(Successor to The MicroCap Fund, Inc.)
STATEMENTS OF CASH FLOWS (Unaudited)
<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>


                                                                                     Nine Months               Nine Months
                                                                                        Ended                    Ended
                                                                                    September 30,             September 30,
                                                                                         2000                      1999
                                                                                    ---------------         ----------------
Cash Flows Used For Operating Activities

Net investment loss                                                                 $       (88,861)        $      (126,885)
Adjustments to reconcile net investment loss to cash
   used for operating activities:
Decrease in liabilities                                                                      (2,562)               (337,639)
Decrease in accrued interest                                                                  3,599                       -
Decrease in other assets                                                                          -                  58,737
                                                                                    ---------------         ---------------
Cash flows used for operating activities                                                    (87,824)               (405,787)
                                                                                    ---------------         ---------------

Cash Flows Used For Investing Activities

Cost to exercise warrants                                                                  (653,125)                      -
Net proceeds from the sale of portfolio investments                                       1,699,731                       -
                                                                                    ---------------         ---------------
Cash flows from investing activities                                                      1,046,606                       -
                                                                                    ---------------         ---------------

Cash Flows Used For Financing Activities

Cash distributions paid                                                                  (1,941,824)             (1,820,461)
                                                                                    ---------------         ---------------

Decrease in cash and cash equivalents                                                      (983,042)             (2,226,248)
Cash and cash equivalents at beginning of period                                          1,468,193               3,604,050
                                                                                    ---------------         ---------------

Cash and Cash Equivalents at End of Period                                          $       485,151         $     1,377,802
                                                                                    ===============         ===============

</TABLE>

See notes to financial statements.






<PAGE>


MICROCAP LIQUIDATING TRUST
(Successor to The MicroCap Fund, Inc.)
NOTES TO FINANCIAL STATEMENTS (Unaudited)

1.     Organization and Purpose

The MicroCap  Liquidating  Trust (the "Trust"),  a liquidating trust established
under the laws of the State of New York, is the successor entity to The MicroCap
Fund, Inc., formerly Commonwealth Associates Growth Fund, Inc. (the "Fund"). The
Fund,  which was a  Maryland  corporation  formed on  January  26,  1993,  was a
non-diversified,  closed-end  management  investment  company and  operated as a
business  development  company  under the  Investment  Company Act of 1940.  The
Fund's investment  objective was to achieve  long-term  capital  appreciation of
assets,  rather than current income,  by investing in debt and equity securities
of  emerging  and  established   companies  that  management   believed  offered
significant growth potential.

Pursuant to its Plan of Liquidation,  which was approved at a special meeting of
shareholders on July 23, 1996, the Fund  transferred all of its remaining assets
and its remaining fixed and contingent liabilities to the Trust, effective as of
the close of business on February 24, 1997, the Fund's termination date.

Also  effective as of the close of business on February 24, 1997,  the 2,188,085
common  shares and 191,357  preferred  shares of the Fund,  outstanding  on such
date,  were  automatically  deemed to represent  2,427,281  units of  beneficial
interest  in the Trust  ("Units").  As a result,  on  February  24,  1997,  each
shareholder  of the Fund  received  one Unit of the Trust for each  share of the
Fund's common stock held on such date and 1.25 Units of the Trust for each share
of the Fund's preferred stock held on such date.

2.       Significant Accounting Policies

Valuation of  Investments - Portfolio  investments  are carried at fair value as
determined  quarterly  by the  Trustee.  The fair  value  of each  publicly-held
portfolio  security is adjusted to the closing  public  market price on the last
day of the  calendar  quarter  discounted  by a  factor  of 0% to 20% for  sales
restrictions,  if any. Factors considered in the determination of an appropriate
discount include:  underwriter lock-up,  affiliate status by owning greater than
10% of the  outstanding  shares of a  portfolio  security,  and other  liquidity
factors such as the size of the Trust's  position in a given  portfolio  company
compared to the trading history of the public security. Privately-held portfolio
securities  are carried at cost until  significant  developments  affecting  the
portfolio company provide a basis for change in valuation, including adjustments
to reflect meaningful third-party transactions in the private market.

Use of Estimates - The  preparation of financial  statements in conformity  with
accounting  principles  generally  accepted  in the  United  States  of  America
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  - Realized  gains and losses on  investments  sold are
computed on a specific  identification basis. The Trust records its transactions
on the accrual method.

Income Taxes - The Trust is a complete  pass-through  entity for federal  income
tax  purposes  and,  accordingly,  is not subject to income tax.  Instead,  each
beneficiary  of the Trust is required to take into account,  in accordance  with
such  beneficiary's  method of accounting,  such beneficiary's pro rata share of
the Trust's income, gain, loss,  deduction or expense,  regardless of the amount
or timing of distributions to beneficiaries.


<PAGE>


MICROCAP LIQUIDATING TRUST
(Successor to The MicroCap Fund, Inc.)
NOTES TO FINANCIAL STATEMENTS (Unaudited), continued

Cash and  Cash  Equivalents  - The  Trust  invests  its  available  cash in U.S.
Treasury Bills and overnight repurchase agreements  collateralized by securities
issued by the U.S.  Government or its agencies.  Such investments are considered
to be cash equivalents for the statement of cash flows.

3.     Trustee Fees

     In July 1996,  the Fund entered  into an agreement  with Raymond S. Troubh,
whereby Mr. Troubh provided  management  services to the Fund in connection with
its Plan of  Liquidation.  Mr.  Troubh has continued to provide such services to
the Trust during its liquidation. For services rendered under the agreement, Mr.
Troubh received $8,500 per month through  December 1999.  Commencing  January 1,
2000, Mr. Troubh voluntarily reduced his compensation for management services by
50% to $4,250 per month.  Additionally,  Mr.  Troubh is paid 1% of the amount of
each  distribution  (other  than the  initial  distribution  paid by the Fund on
August 30, 1996).

4.     Sale of Option to Purchase Portfolio Investment

On April 14,  2000,  the Trust  entered  into an option  agreement  whereby  the
optionee has the right to purchase the Trust's  holdings of First Colony  Coffee
and Tea Company for $457,500.  The Trust received  $25,000 from the sale of such
option, which expires on January 8, 2001.

5.     Other Information

On July 15, 1996,  the Fund entered into a settlement  agreement with a group of
shareholders of the Fund's common stock that had solicited proxies in opposition
to the  Fund's  Plan of  Liquidation  (the "13D  Group").  Under the  settlement
agreement, the Fund and the 13D Group agreed, among other things, that the Trust
would  reimburse the 13D Group for its reasonable  out of pocket  expenses up to
$120,000,  subject to approval by the  Securities and Exchange  Commission  (the
"SEC").  An application  relating to such  reimbursement by the Trust to the 13D
Group was filed with the SEC on September  27, 1996. In February  2000,  the 13D
Group  agreed to release  the Trust  from any and all  claims  for such  expense
reimbursement.

6.     Cash Distribution

On August 15, 2000, the Trust paid a $0.40 per share cash distribution  totaling
$970,912 to unit holders of record on July 31, 2000.



<PAGE>


Item 2.      Management's Discussion and Analysis of Financial Condition and
             Results of Operations.
             ---------------------------------------------------------------


Liquidity and Capital Resources

During the nine months ended September 30, 2000, the Trust exercised its warrant
to purchase  475,000 common shares of Unigene  Laboratories,  Inc. at $1.375 per
share,  or  $653,125.  During the  period,  the Trust sold these  shares for net
proceeds of $1,699,731, or $3.58 per share. On a net basis, the Trust realized a
return of $1,046,606  from the exercise of the warrants and  subsequent  sale of
the shares.

On August 15,  2000,  the Trust made an interim  liquidating  cash  distribution
totaling  $970,912,  or $0.40 per share,  to unit  holders of record on July 31,
2000.

As of September  30,  2000,  the Trust held cash and cash  equivalents  totaling
$485,151.  Such cash balances are invested in U.S.  Treasury  Bills or overnight
repurchase agreements collateralized by securities issued by the U.S. Government
or its agencies.  Interest  earned from such  investments for the three and nine
months ended  September  30, 2000,  totaled  $15,824 and $46,836,  respectively.
Interest  earned  from such  cash  balances  in future  periods  is  subject  to
fluctuations  in short-term  interest rates and changes in cash balances held in
such  investments by the Trust.  The Trust had no restricted cash balances as of
September 30, 2000.

The Trust has entered into an option agreement  whereby the holder has the right
to purchase the Trust's final portfolio investment,  First Colony Coffee and Tea
Company,  for $457,500.  In April 2000, the Trust received $25,000 from the sale
of such option, which expires on January 8, 2001.

Results of Operations

The Trust is  pursuing  the  orderly  liquidation  of its assets and  subsequent
distribution  to unit holders of the proceeds from such  liquidation,  including
the Trust's  remaining  cash  balances,  after payment of, or provision for, all
current, future and contingent liabilities.  Prior to the creation of the Trust,
the Fund had begun to pursue  this  objective  upon the  approval of its Plan of
Liquidation in July 1996.

Realized Gains and Losses from Portfolio Investments
The Trust had a no realized gains or losses from its portfolio  investments  for
the three months ended  September 30, 2000. For the nine months ended  September
30, 2000,  the Trust had a net realized gain from its portfolio  investments  of
$1,046,606.  As discussed above,  during the period,  the Trust acquired 475,000
common shares of Unigene Laboratories,  Inc. through the exercise of its warrant
to purchase such shares at $1.375 per share. All of the 475,000 common shares of
Unigene  were sold  during the nine  months  ended  September  30,  2000 for net
proceeds of $1,699,731 compared to a cost of $653,125.

The Trust had no realized gains or losses from portfolio  investments during the
three and nine months ended September 30, 1999.

Unrealized Gains and Losses from Portfolio Investments
For  the  nine  months  ended  September  30,  2000,  the  Trust  had a  $26,875
unfavorable change in net unrealized  depreciation of investments resulting from
the  downward  revaluation  of its  investment  in First  Colony  Coffee and Tea
Company.  As noted  above,  in April  2000,  the  Trust  entered  into an option
agreement whereby the holder has the right to purchase the Trust's investment in
First Colony Coffee and Tea Company for $457,500.  As of September 30, 2000, the
Trust had valued its investment in First Colony at the $457,500 option price.

Investment Income and Expenses
For the three  months  ended  September  30, 2000 and 1999,  the Trust had a net
investment  loss (interest and other income less operating  expenses) of $38,167
and $38,956,  respectively.  The reduction in net investment  loss for the three
months ended  September 30, 2000  compared to the same period in 1999,  resulted
from a $2,946  decrease  in  operating  expenses,  partially  offset by a $2,157
decrease in investment  income.  The decrease in investment  income for the 2000
period  compared to the same period in 1999  primarily  was due to a decrease in
interest income from short-term investments, resulting from an decrease in funds
available  for  investment  in such  securities  during the three  months  ended
September 30, 2000 compared to the same period in 1999.  The $2,946  decrease in
operating expenses for the three months ended September 30, 2000 compared to the
same  period in 1999,  primarily  resulted  from a decrease  in fees paid to the
Trustee.  Commencing  January 1,  2000,  the  Trustee,  Mr.  Raymond S.  Troubh,
voluntarily  reduced his annual fee for management services by 50% to $4,250 per
month. As a result,  the regular annual fee paid to the Trustee declined $12,750
for the three months  ended  September  30, 2000  compared to the same period in
1999. This reduction was partially  offset by the 1% distribution  fee of $9,709
paid to the  Trustee  during  the  three  months  ended  September  30,  2000 in
connection with the August 15, 2000 distribution to beneficial holders.

For the nine  months  ended  September  30,  2000 and 1999,  the Trust had a net
investment loss of $88,861 and $126,885,  respectively.  The favorable change in
net investment  loss for the nine months ended  September 30, 2000 resulted from
$42,127 decrease in operating  expenses  slightly offset by a $4,103 decrease in
investment  income.  The  decrease  in  investment  income  includes  a  $28,964
reduction in interest income from short-term  investments for the 2000 period as
compared  to the  same  period  in 1999,  resulting  from a  reduction  of funds
invested in such  securities  during the nine months  ended  September  30, 2000
compared  to the same  period in 1999.  This  decrease  in  interest  income was
partially  offset by the  one-time  payment of $25,000  received by the Trust in
April 2000, in connection with the sale of an option to purchase its holdings of
First Colony,  as discussed  above.  The decrease in operating  expenses for the
nine months ended  September  30, 2000,  as compared to the same period in 1999,
primarily was due to a $37,037 decline in Trustee fees. As discussed  above, the
regular  annual fee paid to the Trustee was reduced by 50%  beginning on January
1, 2000.

Net Assets in Liquidation
For the nine months ended  September 30, 2000,  the Trust had an increase in net
assets in liquidation  totaling $930,870,  comprised of the $1,046,606  realized
gain from portfolio investments,  partially offset by the $88,861 net investment
loss  and  the  $26,875   unfavorable  change  in  unrealized   depreciation  of
investments for the nine month period. As a result, net assets in liquidation as
of September 30, 2000,  totaled $918,721,  reflecting a decrease of $40,042 from
net assets in liquidation of $958,763 as of December 31, 1999.  This decrease is
the result of the  $970,912  cash  distribution  paid to  beneficial  holders in
August  2000  exceeding  the  $930,870  net  increase in net assets for the nine
months ended  September 30, 2000. As of September 30, 2000,  the net asset value
per Unit of beneficial interest was $0.38,  compared to $0.39 as of December 31,
1999.

Item 3.  Quantitative and Qualitative Disclosures about Market Risk

The Trust is subject to market  risk  arising  from  changes in the value of its
portfolio  investments,  investments in U.S. Treasury Bills and interest-bearing
cash  equivalents,  which may result from  fluctuations  in  interest  rates and
equity prices.  The Trust has calculated its market risk related to its holdings
of these  investments  based on changes  in  interest  rates and  equity  prices
utilizing  a  sensitivity  analysis.  The  sensitivity  analysis  estimates  the
hypothetical  change in fair values, cash flows and earnings based on an assumed
10% change  (increase  or  decrease)  in interest  rates and equity  prices.  To
perform the  sensitivity  analysis,  the assumed 10% change is applied to market
rates  and  prices  on  investments  held  by the  Trust  as of  the  end of the
accounting period.

The Trust's portfolio  investments had an aggregate fair value of $457,500 as of
September  30, 2000. An assumed 10% decline from this fair value would result in
a reduction  to the fair value of such  investments  and an  unrealized  loss of
$45,750.

Market  risk  relating  to  the  Trust's   interest-bearing   cash  equivalents,
investments  in  U.S.  Treasury  Bills  and  overnight   repurchase   agreements
collateralized by securities issued by the U.S.  Government or its agencies held
as of September 30, 2000 is considered to be immaterial.



<PAGE>


                           PART II - OTHER INFORMATION

Item 1.       Legal Proceedings.
              -----------------

Not applicable.

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 brought to a vote of security holders during the period covered by
this report.

Item 5.       Other Information.
              -----------------

Not applicable.

Item 6.       Exhibits and Reports on Form 8-K.
              --------------------------------

              (a)  Exhibits

                    (27)   Financial Data Schedule

              (b)  Reports on Form 8-K

                   None.


<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.



              MICROCAP LIQUIDATING TRUST


              /s
              ----------------------------------------------------
              Raymond S. Troubh
              Trustee



Date:         November 14, 2000