<PAGE>
                             UNITED STATES
                   SECURITIES AND EXCHANGE COMMISSION
                         Washington, D.C.  20549

                              FORM 10-K

[X]  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES 
     EXCHANGE ACT OF 1934

            For The Year Ended December 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 
incorporation or organization)      No.)

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)


Securities registered pursuant to Section 12(b) of the Act:  None
Securities registered pursuant to Section 12(g) of the Act:  Limited   
  Partnership Units

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 by check mark if disclosure of delinquent filers pursuant to 
Item 405 of Regulation S-K is not contained herein, and will not be 
contained, to the best of registrant's knowledge, in definitive proxy 
or information statements incorporated by reference in Part III of 
this Form 10-K or any amendment to this Form 10-K.               [   ]
No active market for the units of limited partnership interests 
("Units") exist, and therefore the market value of such Units cannot 
be determined.
Documents incorporated by reference:  Portions of the Prospectus dated 
January 22, 1992, forming a part of Registration Statement No. 33-
31237 filed pursuant to Rule 424(c) of the General Rules and 
Regulations under the Securities Act of 1933, as modified by Post-
Effective Amendment No. 1 dated April 23, 1990, are incorporated by 
reference in Parts I and III hereof.  Portions of the Prospectus of 
Technology Funding Medical Partners I, L.P., as modified by Cumulative 
Supplement No. 4 dated January 4, 1995, forming a part of the May 3, 
1993, Pre-Effective Amendment No. 3 to the Form N-2 Registration 
Statement No. 33-54002 dated October 30, 1992, are incorporated by 
reference in Part III hereof.


<PAGE>
                                   PART I

Item 1.  BUSINESS
------   --------

Technology Funding Venture Partners V, An Aggressive Growth 
Fund, L.P. (the "Partnership") is a limited partnership 
organized under the laws of the State of Delaware on June 26, 
1989 and was inactive until it commenced the sale of Units in 
May of 1990.  The purpose of the Partnership is to make 
venture capital investments in emerging growth companies as 
described in the "Introductory Statement" and "Business of 
the Partnership" sections of the Prospectus dated January 22, 
1992.  The Partnership has elected to be a business 
development company under the Investment Company Act of 1940, 
as amended (the "Act"), and operates as a nondiversified 
investment company as that term is defined in the Act.  
Additional characteristics of the Partnership's business are 
discussed in the "Risk Factors" and "Conflicts of Interest" 
sections of the Prospectus, which sections are also 
incorporated herein by reference.  The Partnership's Amended 
and Restated Limited Partnership Agreement ("Partnership 
Agreement") provides that the Partnership will continue until 
December 31, 1998, subject to the right of the Individual 
General Partners to extend the term for up to two additional 
two-year periods.

Item 2.  PROPERTIES
------   ----------

The Registrant has no material physical properties.

Item 3.  LEGAL PROCEEDINGS
------   -----------------

There are no material pending legal proceedings to which the 
Registrant is party or of which any of its property is the 
subject, other than ordinary routine litigation incidental to 
the business of the Partnership.

Item 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
------   ---------------------------------------------------

No matter was submitted to a vote of the holders of units of 
limited partnership interests ("Units") during 1996.

                                 PART II

Item 5.  MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER
------   -------------------------------------------------------------
         MATTERS
         -------

        (a) There is no established public trading market for the 
            Units.

        (b) At December 31, 1996, there were 6,564 record holders of 
            Units.

        (c) The Registrant, being a partnership, does not pay 
            dividends.  Cash distributions, however, may be made to
            the partners pursuant to the Registrant's Partnership
            Agreement.

Item 6.  SELECTED FINANCIAL DATA
------   -----------------------


<TABLE>
<CAPTION>
                                      For the Years Ended and As of December 31, 
                             -------------------------------------------------------------------
                                 1996          1995          1994          1993          1992
                                 ----          ----          ----          ----          ----

<S>                          <C>           <C>            <C>          <C>            <C>

Total interest income       	 $   177,557     620,711        943,311     1,130,936        731,451
Net operating loss            (1,796,650) (1,095,815)      (689,890)     (503,124)    (3,511,985)
Net realized gain from
  sales of equity
  investments                  2,174,495     935,950      3,209,979        65,814             --
Realized losses from
  investment write-downs      (4,049,697) (3,137,377)      (541,125)     (187,887)            --
Recoveries from investments
  previously written-off          23,922      45,248             --            --             --
Net realized gain (loss) from
 venture capital limited
 partnership investments          22,997          --             --        (3,712)        (4,657)
Net realized (loss) income    (3,624,933) (3,251,994)     1,978,964      (628,909)    (3,516,642)
Change in net unrealized 
 fair value:
  Equity investments           2,019,333     765,254       (314,082)    1,933,993      1,297,036
  Secured notes receivable	       955,000    (395,000)      (443,000)      (44,000)       (73,000)
Net (loss) income               (650,600) (2,881,740)     1,221,882     1,261,084     (2,292,606)
Net realized (loss)
 income per Unit                      (9)         (8)             5            (2)           (16)
Total assets	                  29,077,479  29,698,636     32,599,849    31,415,262     30,583,609
Distributions declared                --          --             --            --        592,693
Distributions declared
 per unit (1)                         --          --             --            --              3

(1) Calculation is based on distributions declared to Limited Partners divided by the weighted 
average number of Units outstanding during the year.

</TABLE>


Refer to the financial statement notes entitled "Summary of 
Significant Accounting Policies" and "Allocation of Profits 
and Losses" for a description of the method of calculation 
of net realized income (loss) per Unit.
<PAGE>
Item 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
------   -------------------------------------------------
         CONDITION AND RESULTS OF OPERATIONS
         -----------------------------------

Liquidity and Capital Resources
-------------------------------

During 1996, net cash used by operating activities totaled 
$1,770,131.  The Partnership paid management fees of 
$423,849 to the Managing General Partners and reimbursed 
related parties for operating expenses of $1,201,708.  In 
addition, $34,331 was paid to the Individual General 
Partners as compensation for their services.  Other 
operating expenses of $276,630 were paid.  The Partnership 
received $166,387 in interest income.

In 1996, the Partnership issued $208,334 in secured notes 
receivable to a portfolio company in the computer systems 
and software industry.  Equity investments of $4,843,447 
were funded primarily to portfolio companies in the medical 
and industrial/business automation industries.  Repayments 
of secured and convertible notes receivable during 1996 
provided cash of $547,440.  Proceeds from the sale of 
equity investments were $3,466,227 and distributions of 
$29,288 were received from venture capital limited 
partnership investments.  At December 31, 1996, the 
Partnership had commitments to fund additional investments 
totaling $542,294 and had an outstanding guarantee of 
$1,000,000 as discussed in Note 10 to the financial 
statements.

During 1996, Bolder Technologies Corporation, CV 
Therapeutics, Inc., Conversion Technologies International, 
Inc., and Physiometrix, Inc., completed their initial 
public offerings ("IPOs").  Although a portion of the 
Partnership's holdings are subject to selling restrictions, 
these IPOs indicate potential future liquidity for the 
Partnership's investments.

Cash and cash equivalents at December 31, 1996, were 
$1,617,085.  Future proceeds from investment sales along 
with Managing General Partners' support are expected to be 
adequate to fund Partnership operations through the next 
twelve months.

Results of Operations
---------------------

1996 compared to 1995
---------------------
Net loss was $650,600 in 1996, compared to $2,881,740 in 
1995.  The decrease in net loss was primarily due to 
increases of $1,350,000 and $1,254,079 in the changes in 
net unrealized fair value of secured notes receivable and 
equity investments, respectively, a $1,238,545 increase in 
net realized gain from sales of equity investments, and a 
$406,289 decrease in management fees.  These changes were 
partially offset by a $912,320 increase in realized losses 
from investment write-downs, a $688,552 increase in total 
operating expenses and a $443,154 decrease in total 
interest income.

During 1996, the Partnership recorded a $955,000 increase 
in secured notes receivable fair value.  The increase was 
due to the reclassification of secured notes receivable of 
$1,275,000 and $681,565 to equity investments and other 
investments, respectively, as these notes had been 
reflected with fair values less than cost.  A $395,000 
decrease was recorded in 1995.

During 1996, the increase in fair value of equity 
investments of $2,019,333 was primarily due to portfolio 
companies in the medical, computer systems and software, 
and communications industries, partially offset by 
decreases in the biotechnology and environmental 
industries.  The 1996 increase was offset by a $1,000,000 
reserve for a contingent liability as disclosed in Note 10 
of the financial statements.  During 1995, the increase of 
$765,254 was primarily due to portfolio companies in the 
communications, microelectronics, and retail/consumer 
products industries, partially offset by decreases in the 
medical industry.

During 1996, net realized gain from sales of equity 
investments of $2,174,495 was mostly due to the sales of 
common stock of Bolder Technologies Corporation, and 
TheraTx, Incorporated.  During 1995, net realized gain of 
$935,950 was mostly due to the partial sales of common 
stock of UroMed Corporation and TheraTx, Incorporated.

Management fees were $389,995 and $796,284 for 1996 and 
1995, respectively.  As discussed in Note 4 to the 
financial statements, management fees decreased from two 
percent to one percent per annum of total Limited Partner 
capital contributions beginning in January of 1996.

During 1996, realized losses from investment write-downs of 
$4,049,697 primarily related to portfolio companies in the 
computer systems and software and environmental industries.  
During 1995, realized losses of $3,317,377 primarily 
related to portfolio companies in the environmental, 
medical and retail/consumer products industries.

Total operating expenses were $1,549,881 and $861,329 for 
1996 and 1995, respectively.  As disclosed in Note 4 to the 
financial statements, the Partnership may not reimburse the 
General Partners for expenses that aggregate more than one 
percent of total Limited Partner capital contributions.  As 
a result, operating expenses of $531,571 and $770,116 were 
absorbed by the General Partners in 1996 and 1995, 
respectively.  During 1996, it was determined that certain 
operational costs paid directly by the Partnership were not 
subject to the limitation.  Consequently, in 1996, $853,838 
of direct Partnership expenses previously absorbed by the 
General Partners were recognized as additional expenses.  
Also disclosed in Note 4, 1995 expenses included expenses 
of $453,884 not previously recognized by the Partnership of 
which $316,543 related to prior years.  Had the limitation 
not been in effect and had the additional expenses been 
recorded in prior years, total operating expenses would 
have been $1,227,614 and $1,314,902 in 1996 and 1995, 
respectively.  

Total interest income was $177,557 and $620,711 for 1996 
and 1995, respectively.  The decrease was primarily due to 
lower cash and cash equivalents balances resulting from new 
and follow-on investments.

Given the inherent risk associated with the business of the 
Partnership, the future performance of the portfolio 
company investments may significantly impact future 
operations.

1995 compared to 1994
---------------------
Net loss was $2,881,740 in 1995 compared to a net income of 
$1,221,882 in 1994.  The decrease was primarily due to a 
$2,274,029 decrease in net realized gain from sales of 
equity investments, a $2,596,252 increase in realized 
losses from investment write-downs and a $322,600 decrease 
in interest income. These changes were partially offset by 
a $1,079,336 increase in the change in net unrealized fair 
value of equity investments.

Net realized gain from sales of equity investments of 
$935,950 for 1995 related to the partial sales of UroMed 
Corporation and TheraTx, Incorporated.  During 1994 
$3,209,979 in net realized gain related to the sales of 
TheraTx, Incorporated, UroMed Corporation, Erox 
Corporation, and Orthologic Corporation.

Realized losses from investment write-downs of $3,137,377 
during 1995 primarily related to portfolio companies in the 
environmental, medical and retail/consumer products 
industries.  In 1994, the Partnership realized losses from 
investment write-downs of $541,125 related to portfolio 
companies in the medical and environmental industries.

Total interest income was $620,711 and $943,311 during 1995 
and 1994, respectively.  The decrease was primarily due to 
lower secured notes receivable interest income resulting 
from notes placed on nonaccrual status.

During 1995, the increase in fair value of equity 
investments of $765,254 was primarily due to portfolio 
companies in the communications, microelectronics, and 
retail/consumer products industries, partially offset by 
decreases in portfolio companies in the medical industry.  
During 1994, the decrease of $314,082 was primarily due to 
decreases in portfolio companies in the biomedical, 
retail/consumer products and communications industries, 
partially offset by increases in portfolio companies in the 
medical industry.

Total operating expenses were $861,329 and $800,000 in 1995 
and 1994, respectively.  Pursuant to the Partnership 
Agreement, the Partnership may not reimburse the General 
Partners for expenses that aggregate more than 2% of total 
Limited Partner capital contributions.  As a result, 
operating expenses of $770,116 and $287,129 were absorbed 
by the General Partners in 1995 and 1994, respectively.  In 
addition, as disclosed above, 1995 operating expenses 
included additional administrative and investor services 
expenses of $453,884 of which $61,329 related to a prior 
year in which the limitation was not in effect.  Had the 
limitation not been in effect and had the additional 
expenses been recorded in prior years, total operating 
expenses in 1995 and 1994 would have been $1,314,902 and 
$1,179,542, respectively.  The increase of $135,360 was 
primarily due to higher investment operations and 
administrative and investor services expenses resulting 
from higher overall portfolio activities.

Item 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
------   -------------------------------------------

The financial statements of the Registrant are set forth in 
Item 14.

Item 9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
------   ------------------------------------------------
ACCOUNTING AND FINANCIAL DISCLOSURE
         -----------------------------------

Registrant has reported no disagreements with its 
accountants on matters of accounting principles or 
practices or financial statement disclosure.

                            PART III

Item 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
-------  --------------------------------------------------

As a partnership, the Registrant has no directors or 
executive officers.  The Management Committee is 
responsible for the management and administration of the 
Partnership.  The members of the Management Committee 
consist of the three Individual General Partners and a 
representative from each of Technology Funding Ltd., a 
California limited partnership ("TFL"), and its wholly-
owned subsidiary, Technology Funding Inc., a California 
corporation ("TFI").  TFL and TFI are the Managing General 
Partners.  Information concerning the ownership of TFL and 
the business experience of the key officers of TFI and the 
partners of TFL is incorporated by reference from the 
sections entitled "Management of the Partnership - The 
Managing General Partners" and "Management of the 
Partnership - Key Personnel of the Managing General 
Partners" in the Prospectus, which are incorporated herein 
by reference.  Changes in this information that have 
occurred since the date of the Prospectus are included in 
the Technology Funding Medical Partners I, L.P. Prospectus, 
as modified by Cumulative Supplement No. 4 dated January 4, 
1995, forming a part of the May 3, 1993 Pre-Effective 
Amendment No. 3 to the Form N-2 Registration Statement No. 
33-54002 dated October 30, 1992 which are incorporated 
herein by reference.

Item 11. EXECUTIVE COMPENSATION
-------  ----------------------

As a partnership, the Registrant has no officers or 
directors.  In 1996, the Partnership incurred $389,995 in 
management fees.  The fees are designed to compensate the 
Managing General Partners for General Partner Overhead 
incurred in performing management duties for the 
Partnership through December 31, 1996.  General Partner 
Overhead (as defined in the Partnership Agreement) includes 
the General Partners' share of rent and utilities, and 
certain salaries and benefits paid by the Managing General 
Partners in performing their obligations to the 
Partnership.  As compensation for their services, the 
Individual General Partners each receive $6,000 annually, 
plus $1,000 for each attended meeting of the Individual 
General Partners and related expenses.  For the year ended 
December 31, 1996, $34,331 of such fees were incurred.

Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
-------  ---------------------------------------------------
         MANAGEMENT
         ----------

Not applicable.  No Limited Partner beneficially holds more 
than 5% of the aggregate number of Units held by all 
Limited Partners, and neither the Managing General Partners 
nor any of their officers, directors or partners own any 
Units.  Two of the three Individual General Partners each 
own 20 Units and the third owns 70 Units.  The Managing 
General Partners control the affairs of the Partnership 
pursuant to the Partnership Agreement.

Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
-------  ----------------------------------------------

The Registrant, or its investee companies, have engaged in 
no transactions with the Managing General Partners or their 
officers and partners other than as described above, in the 
notes to the financial statements, or in the Partnership 
Agreement.

PART IV

Item 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON
-------  ------------------------------------------------------
         FORM 8-K
         --------

         (a)  List of Documents filed as part of this Annual Report 
on Form 10-K

             (1)  Financial Statements - the following financial 
statements are filed as a part of this Report:

                  Independent Auditors' Report
                  Balance Sheets as of December 31, 1996
                    and 1995
                  Statements of Operations for the years
                    ended December 31, 1996, 1995 and 1994
                  Statements of Partners' Capital for the years
                    ended December 31, 1996, 1995 and 1994
                  Statements of Cash Flows for the years
                    ended December 31, 1996, 1995 and 1994
                  Notes to Financial Statements

             (2)  Financial Statement Schedules

All schedules have been omitted because they are 
not applicable or the required information is 
included in the financial statements or the notes 
thereto.

             (3)  Exhibits

Registrant's Amended and Restated Limited 
Partnership Agreement (incorporated by reference 
to Exhibit A to Registrant's Prospectus dated 
January 22, 1992 included in Registration 
Statement No. 33-31237 filed pursuant to Rule 
424(b) of the General Rules and Regulations under 
the Securities Act of 1933).

         (b)  Reports on Form 8-K

              No reports on Form 8-K were filed by the Registrant 
during the year ended December 31, 1996.

         (c)  Financial Data Schedule for the year ended and as of 
December 31, 1996 (Exhibit 27).

<PAGE>

                     INDEPENDENT AUDITORS' REPORT
                     ----------------------------

The Partners
Technology Funding Venture Partners V, An Aggressive Growth Fund, 
L.P.:


We have audited the accompanying balance sheets of Technology 
Funding Venture Partners V, An Aggressive Growth Fund, L.P. (a 
Delaware limited partnership) as of December 31, 1996 and 1995, and 
the related statements of operations, partners' capital, and cash 
flows for each of the years in the three-year period ended December 
31, 1996.  These financial statements are the responsibility of the 
Partnership's management.  Our responsibility is to express an 
opinion on these financial statements based on our audits.

We conducted our audits in accordance with generally accepted 
auditing standards.  Those standards require that we plan and 
perform the audit to obtain reasonable assurance about whether the 
financial statements are free of material misstatement.  An audit 
includes examining, on a test basis, evidence supporting the amounts 
and disclosures in the financial statements.  Our procedures 
included confirmation of certain securities and loans owned, by 
correspondence with the individual investee and borrowing companies, 
and a physical examination of those securities held by a 
safeguarding agent as of December 31, 1996 and 1995.  An audit also 
includes assessing the accounting principles used and significant 
estimates made by management, as well as evaluating the overall 
financial statement presentation.  We believe that our audits 
provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present 
fairly, in all material respects, the financial position of 
Technology Funding Venture Partners V, An Aggressive Growth Fund, 
L.P. as of December 31, 1996 and 1995, and the results of its 
operations and its cash flows for each of the years in the three-
year period ended December 31, 1996, in conformity with generally 
accepted accounting principles.



San Francisco, California                /S/KPMG Peat Marwick LLP
March 21, 1997


<PAGE>

BALANCE SHEETS
--------------

<TABLE>
<CAPTION>
                                                 December 31,
                                           ----------------------
                                             1996          1995
                                             ----          ----
<S>                                       <C>          <C>

ASSETS

Investments:
  Equity investments (cost basis of 
    $21,000,400 and $20,607,017 
    for 1996 and 1995, respectively)     $26,701,934  24,289,218
  Secured notes receivable, net 
    (cost basis of $29,142 and 
    $1,954,572 for 1996 and 1995,
    respectively)                             29,142     999,572
  Other investments (cost basis of           664,299          --
    $664,299 for 1996)                    ----------  ----------

       Total investments                  27,395,375  25,288,790

Cash and cash equivalents                  1,617,085   4,396,042

Other assets                                  65,019      13,804
                                          ----------  ----------

         Total                           $29,077,479  29,698,636
                                          ==========  ==========

LIABILITIES AND PARTNERS' CAPITAL

Accounts payable and accrued expenses    $    37,117      25,950

Due to related parties                        59,246      40,970

                                          ----------  ----------

    Total liabilities                         96,363      66,920

Commitments, contingencies and
 subsequent events 
  (Notes 4, 6 and 10)

Partners' capital:
  Limited Partners
    (Units outstanding of
    400,000 in both 1996 and 1995)        23,337,188  26,925,872
  General Partners                           (57,606)    (21,357)
  Net unrealized fair value increase 
    (decrease) from cost:
    Equity investments                     5,701,534   3,682,201
    Secured notes receivable                      --    (955,000)
                                          ----------  ----------

    Total partners' capital               28,981,116  29,631,716
                                          ----------  ----------

      Total                              $29,077,479  29,698,636
                                          ==========  ==========

</TABLE>
See accompanying notes to financial statements.

<PAGE>

STATEMENTS OF OPERATIONS
------------------------
<TABLE>
<CAPTION>

                                 For the Years Ended December 31,
                               ----------------------------------
                                1996          1995        1994
                                ----          ----        ----
<S>                        <C>            <C>          <C>

Interest Income:
  Secured notes 
   receivable               $  106,108      106,723      385,438
  Short-term investments        71,449      513,988      557,873
                             ---------    ---------    ---------

     Total interest income     177,557      620,711      943,311

Costs and expenses:
  Management fees              389,995      796,284      796,201
  Individual General Partners'
   compensation                 34,331       51,913       30,000
  Amortization of 
   organizational costs             --        7,000        7,000
  Operating expenses:
    Administrative and 
      investor services        466,439      874,536      461,546
    Investment operations      487,139      551,937      457,622
    Professional fees          113,891       81,538       62,666
    Computer services          160,145      123,434      105,295
    Expenses absorbed by
     General Partners         (531,571)    (770,116)    (287,129)
    Expenses previously
     absorbed by General
     Partners                  853,838           --           --
                             ---------    ---------    ---------

      Total operating 
       expenses              1,549,881      861,329      800,000
                             ---------    ---------    ---------

  Total costs and expenses   1,974,207    1,716,526    1,633,201
                             ---------    ---------    ---------

Net operating loss          (1,796,650)  (1,095,815)    (689,890)

  Net realized gain from
   sales of equity
   investments               2,174,495      935,950    3,209,979
  Realized losses from 
   investment write-downs   (4,049,697)  (3,137,377)    (541,125)
  Recoveries from
   investments previously
   written off                  23,922       45,248           --
  Net realized gain from 
   venture capital limited
   partnership investments      22,997           --           -- 
                             ---------    ---------    ---------
Net realized (loss) income  (3,624,933)  (3,251,994)   1,978,964

Change in net unrealized
  fair value:
  Equity investments         2,019,333      765,254     (314,082)
  Secured notes receivable     955,000     (395,000)    (443,000)
                             ---------    ---------    ---------

Net (loss) income          $  (650,600)  (2,881,740)   1,221,882
                             =========    =========    =========

Net realized (loss) income
  per Unit                 $        (9)          (8)           5 
                             =========    =========    =========
</TABLE>
See accompanying notes to financial statements.



<PAGE>
STATEMENTS OF PARTNERS' CAPITAL
-------------------------------

<TABLE>
<CAPTION>
For the years ended December 31, 1996, 1995 and 1994:

                                                   Net Unrealized Fair Value
                                                 Increase (Decrease) From Cost
                                                 -----------------------------
                             Limited     General    Equity    Secured Notes 
                             Partners   Partners  Investments   Receivable       Total
                             --------   --------  -----------  -------------     -----
<S>                       <C>           <C>        <C>           <C>         <C>


Partners' capital, 
 December 31, 1993        $28,216,611    (39,066)   3,231,029    (117,000)   31,291,574

Net realized income         1,928,735     50,229           --          --     1,978,964

Change in net unrealized
 fair value:
  Equity investments               --         --     (314,082)         --      (314,082)
  Secured notes receivable         --         --           --    (443,000)     (443,000)
                           ----------   --------    ---------    --------    ----------

Partners' capital, 
 December 31, 1994         30,145,346     11,163    2,916,947    (560,000)   32,513,456

Net realized loss          (3,219,474)   (32,520)          --          --    (3,251,994)

Change in net unrealized
 fair value:
  Equity investments               --         --      765,254          --       765,254
  Secured notes receivable         --         --           --    (395,000)     (395,000)
                           ----------   --------    ---------    --------    ----------
  
Partners' capital, 
 December 31, 1995         26,925,872    (21,357)   3,682,201    (955,000)   29,631,716

Net realized loss          (3,588,684)   (36,249)          --          --    (3,624,933)

Change in net unrealized
 fair value:
  Equity investments               --         --    2,019,333          --     2,019,333
  Secured notes receivable         --         --           --     955,000       955,000
                           ----------   --------    ---------    --------    ----------
Partners' capital, 
 December 31, 1996        $23,337,188    (57,606)   5,701,534          --    28,981,116
                           ==========   ========    =========    ========    ==========

See accompanying notes to financial statements.
</TABLE>


<PAGE>

STATEMENTS OF CASH FLOWS
------------------------

<TABLE>
<CAPTION>

                                 For The Years Ended December 31,
                             ------------------------------------
                               1996           1995         1994
                               ----           ----         ----
<S>                          <C>           <C>        <C>


Cash flows from operating
 activities:
  Interest received          $   166,387     620,712     903,296
  Cash paid to vendors          (276,630)   (231,037)   (246,871)
  Cash paid to related 
   parties                    (1,659,888) (1,495,100) (1,399,806)
                               ---------  ----------  ----------
    Net cash used by 
     operating activities     (1,770,131) (1,105,425)   (743,381)
                               ---------  ----------  ----------

Cash flows from investing
 activities:
  Secured notes receivable 
    issued                      (208,334) (1,066,666)   (128,812)
  Purchase of equity 
   investments                (4,843,447) (7,414,638) (8,513,620)
  Repayment of secured and 
   convertible notes 
   receivable                    547,440     588,817   1,247,037
  Proceeds from sales of 
    investments                3,466,227   2,022,421   3,287,569
  Distributions from venture
   capital limited partnership
   investments                    29,288          --      35,451
                               ---------  ----------  ----------
    Net cash used by 
     investing activities     (1,008,826) (5,870,066) (4,072,375)
                               ---------  ----------  ----------

Net decrease in cash
 and cash equivalents         (2,778,957) (6,975,491) (4,815,756)

Cash and cash equivalents 
 at beginning of year          4,396,042  11,371,533  16,187,289
                               ---------  ----------  ----------

Cash and cash equivalents 
 at end of year              $ 1,617,085   4,396,042  11,371,533
                               =========  ==========  ==========

</TABLE>

See accompanying notes to financial statements.
<PAGE>

STATEMENTS OF CASH FLOWS (continued)
-----------------------------------

<TABLE>
<CAPTION>

                               For the Years Ended December 31,
                           --------------------------------------
                               1996         1995          1994
                               ----         ----          ----
<S>                         <C>           <C>          <C>



Reconciliation of net 
 (loss) income to net cash
 used by operating activities:

Net (loss) income           $  (650,600)  (2,881,740)   1,221,882

Adjustments to reconcile 
 net (loss) income to net 
 cash used by operating 
 activities:
  Amortization of 
   organizational costs              --        7,000        7,000
  Change in net unrealized 
    fair value:
      Equity investments     (2,019,333)    (765,254)     314,082 
      Secured notes 
       receivable              (955,000)     395,000      443,000
  Realized losses from
   investment write-downs     4,049,697    3,137,377      541,125
  Net realized gain from 
   sales of equity 
   investments               (2,174,495)    (935,950)  (3,209,979)
  Net realized gain from 
   venture capital limited
   partnership investments      (22,997)          --           --
  Recoveries from investments
   previously written off       (23,922)     (45,248)          --
  Other, net                     (1,867)      (5,992)     (11,072)

Changes in:
   Accrued interest on 
    convertible and secured
    notes                        (9,303)       5,993      (28,943)
   Other assets                   8,996        3,710       16,819
   Accounts payable and 
    accrued expenses             10,417       (3,801)     (16,826)
   Due to/from related 
    parties                      18,276      (14,811)     (18,148)
   Other liabilities                 --       (1,709)      (2,321)
                              ---------    ---------    ---------

Net cash used by operating
 activities                 $(1,770,131)  (1,105,425)    (743,381)  
                              =========    =========    =========
Non-cash investing
 activities:

Reclassification of secured
 notes to equity investments
(subordinated notes
 receivable)                $ 1,275,000           --           --
                              =========    =========    =========

Reclassification of secured
 notes to other investments $   681,565           --           --
                              =========    =========    =========

Common stock recovered
 from equity investment
 previously written off     $        --       45,248           --
                              =========    =========    =========

</TABLE>
See accompanying notes to financial statements.
<PAGE>

NOTES TO FINANCIAL STATEMENTS
-----------------------------

1.  Summary of Significant Accounting Policies
    ------------------------------------------

Organization
------------

Technology Funding Venture Partners V, An Aggressive Growth Fund, 
L.P. (the "Partnership") is a limited partnership organized under the 
laws of the State of Delaware on June 26, 1989.  The purpose of the 
Partnership is to make venture capital investments in emerging growth 
companies.  The Partnership elected to be a business development 
company under the Investment Company Act of 1940, as amended (the 
"Act"), and operates as a nondiversified investment company as that 
term is defined in the Act.  The Managing General Partners are 
Technology Funding Ltd. ("TFL") and Technology Funding Inc. ("TFI"), 
a wholly-owned subsidiary of TFL.  There are also three Individual 
General Partners.

The Partnership offering commenced in May of 1990.  On January 2, 
1991, the minimum number of Units required to commence Partnership 
operations (15,000) had been sold.  The offering terminated with 
400,000 Units sold on December 31, 1992.  The Partnership Agreement 
provides that the Partnership will continue until December 31, 1998, 
unless further extended for up to two additional two-year periods 
from such date if the Managing General Partners so determine or 
unless sooner dissolved.

Preparation of Financial Statements and Use of Estimates
--------------------------------------------------------

These financial statements have been prepared on the accrual basis of 
accounting in accordance with generally accepted accounting 
principles.  This required management to make estimates and 
assumptions that affect the reported amounts of assets and 
liabilities and disclosure on 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.

The financial statements included marketable and non-marketable 
investments of $27,395,375 and $25,288,790 (95% and 85% of partners' 
capital) as of December 31, 1996 and 1995.  For the non-marketable 
investments, the Managing General Partners have estimated the fair 
value of such investments in the absence of readily ascertainable 
market values.  Because of the inherent uncertainty of valuation, 
those estimated values may differ significantly from the values that 
would have been used had a ready market for investment existed, and 
the differences could be material.  In addition, for certain publicly 
traded investments that may not be marketable due to selling 
restrictions, the Managing General Partners have applied an 
illiquidity discount of up to 33% in determining fair value as 
discussed below.

Cash and Cash Equivalents
-------------------------

Cash and cash equivalents are principally comprised of cash invested 
in demand accounts, money market instruments, and commercial paper 
and are stated at cost plus accrued interest.  The Partnership 
considers all money market and short-term investments with an 
original maturity of three months or less to be cash equivalents.

Organizational Costs
--------------------

Organizational costs of $35,000 are amortized over 60 months using 
the straight-line method.

Provision for Income Taxes
--------------------------

No provision for income taxes has been made by the Partnership as the 
Partnership is not directly subject to taxation.  The partners are to 
report their respective shares of Partnership income or loss on their 
individual tax returns.  

Since the accompanying financial statements are prepared using 
generally accepted accounting principles which may not equate to tax 
accounting, the Partnership's total tax basis in investments was 
higher than the reported total cost basis of $21,029,542 by 
$2,397,762 as of December 31, 1996.

Net Realized Income (Loss) Per Unit
-----------------------------------

Net realized income (loss) per Unit is calculated by dividing the 
weighted average number of Units outstanding (400,000) at December 
31, 1996, 1995 and 1994 into total net realized income (loss) 
allocated to the Limited Partners.  The Managing General Partners 
contributed an amount equal to 0.1% of total Limited Partner capital 
contributions and did not receive any Partnership Units.

Investments:
-----------

In accordance with generally accepted accounting principles, the 
Partnership's method of accounting for investments is the fair value 
basis used for investment companies.  The fair value of Partnership 
investments is their initial cost basis with changes as noted below:

     Equity Investments
     ------------------

The fair value for publicly-traded equity investments (marketable 
equity securities) is based upon the five-day-average closing sales 
price or bid/ask price that is available on a national securities 
exchange or over-the-counter market.  Certain publicly-traded equity 
investments may not be marketable due to selling restrictions.  For 
publicly-traded equity investments with selling restrictions, an 
illiquidity discount of up to 33% is applied when determining the 
fair value; the actual discount percentage is based on the type and 
length of the restrictions.  Sales of equity investments are recorded 
on the trade date.  The basis on which cost is determined in 
computing realized gains or losses is generally specific 
identification.

Other equity investments, which are not publicly traded, are 
generally valued utilizing pricing obtained from the most recent 
round of third-party financings.  Valuation is estimated quarterly by 
the Managing General Partners.  Included in equity investments are 
convertible and subordinated notes receivable as repayment of these 
notes generally occur through conversion into equity investments.

Venture capital limited partnership investments are initially 
recorded at cost and reduced for distributions that are a return of 
capital.  Distributions from limited partnership cumulative earnings 
are reflected as realized gains by the Partnership.

Equity and venture capital limited partnership investments with 
temporary changes in fair value result in increases or decreases to 
the unrealized fair value of equity investments.  The cost basis does 
not change.  In the case of an other than temporary decline in value 
below cost basis, an appropriate reduction in the cost basis is 
recognized as a realized loss with the fair value being adjusted to 
match the new cost basis.  Adjustments to fair value basis are 
reflected as "Change in net unrealized fair value of equity 
investments."  Cost basis adjustments are reflected as "Realized 
losses from investment write-downs" or "Net realized loss from 
venture capital limited partnership investments" on the Statements of 
Operations.

     Secured Notes Receivable, net
     -----------------------------

The secured notes receivable portfolio includes accrued interest less 
the discount related to warrants and the allowance for loan losses.  
The portfolio approximates fair value through inclusion of an 
allowance for loan losses.  The allowance for loan losses is reviewed 
quarterly by the Managing General Partners and is adjusted to a level 
deemed adequate to cover possible losses inherent in notes and 
unfunded commitments.  Notes receivable are placed on nonaccrual 
status when, in the opinion of the Managing General Partners, the 
future collectibility of interest or principal is in doubt.

In conjunction with the secured notes issued to portfolio companies, 
the Partnership has received warrants to purchase certain shares of 
capital stock of the borrowing companies.  The cost basis of the 
warrants and the resulting discount has been estimated by the 
Managing General Partners to be 1% of the principal balance of the 
original notes made to the borrowing companies.  The discount is 
amortized to interest income on a straight-line basis over the term 
of the loan.  Warrants received in conjunction with convertible notes 
are not assigned any additional costs.  These warrants are included 
in the equity investment portfolio.

Nonrefundable fees received in connection with loan fundings are 
deferred and amortized to interest income over the contractual life 
of the loan using the effective interest method or the straight-line 
method if it is not materially different.  Direct loan origination 
costs mainly consist of third-party costs and generally are 
reimbursed by portfolio companies.

     Other Investments
     -----------------

At times, the Partnership may receive other assets in satisfaction of 
secured notes receivable or equity investments in portfolio 
companies.  When the asset is received, existing investment balances 
in excess of the estimated fair value of the asset received are 
written off.

Non-cash Exercise of Warrants
-----------------------------

Periodically, the Partnership may acquire stock through the non-cash 
exercise of warrants.  Upon the non-cash exercise of warrants, the 
Partnership recorded net realized gains of $4,030 and $156,494 in 
1996 and 1994, respectively, as a result of the underlying stock 
prices at the date of exercise.  These amounts are included in net 
realized gain from sales of equity investments.  During 1995, there 
were no such transactions.

2.  Financing of Partnership Operations
    -------------------------------------

The Managing General Partners expect cash received from the future 
liquidation of Partnership investments and the collection of notes 
receivable will provide the necessary liquidity to service 
Partnership debt and fund Partnership operations.  The Partnership 
may be dependent upon the financial support of the Managing General 
Partners to fund operations if future proceeds are not received 
timely.  The Managing General Partners have committed to support the 
Partnership's working capital requirements through short-term 
advances as necessary.

3.  Change in Net Unrealized Fair Value of Equity Investments
    ---------------------------------------------------------

In accordance with the accounting policy as stated in Note 1, the 
Statements of Operations include a line item entitled "Change in net 
unrealized fair value of equity investments."  The table below 
discloses details of the changes:

<TABLE>
<CAPTION>

                                For the Years Ended December 31,
                                --------------------------------
                                  1996        1995        1994   
                                  ----        ----        ----  
<S>                          <C>            <C>          <C>     

(Decrease)increase in 
 fair value from 
 cost of marketable 
 equity securities           $ (778,613)      487,551    1,465,476

Increase in fair value from
 cost of non-marketable
 equity securities            6,480,147     3,194,650    1,451,471
                              ---------     ---------    ---------

  Net unrealized fair 
   value increase from
   cost at end of year        5,701,534     3,682,201    2,916,947

  Net unrealized fair
   value increase from 
   cost at beginning of year  3,682,201     2,916,947    3,231,029
                              ---------     ---------    ---------

Change in net unrealized
 fair value of equity
 investments                 $2,019,333       765,254     (314,082)
                              =========     =========    =========
</TABLE>

4.  Related Party Transactions
    --------------------------

Related party costs are included in costs and expenses shown on the 
Statements of Operations.  For the years ended December 31, 1996, 
1995 and 1994, related party costs were as follows:

<TABLE>
<CAPTION>

                             1996           1995            1994
                             ----           ----            ----

<S>                        <C>            <C>          <C>

Management fees            $ 389,995       796,284       796,201
Individual General
 Partners' compensation       34,331        51,913        30,000
Amortization of organi-
 zational costs                   --         7,000         7,000
Reimbursable operating
 expenses:
  Administrative and
   investor services         341,641       758,167       308,321
  Investment operations      429,785       520,607       428,970
  Computer services          160,145       123,434       105,295
Expenses absorbed by
 General Partners           (531,571)     (770,116)     (287,129)
Expenses previously 
 absorbed by General 
 Partners                    853,838            --            --

</TABLE>

Management fees compensate the Managing General Partners solely for 
General Partner Overhead (as defined in the Partnership Agreement) 
incurred in supervising the operation and management of the 
Partnership and the Partnership's investments.  Pursuant to the 
Partnership Agreement, beginning January 2, 1996, management fees 
changed from two percent to one percent per annum of adjusted Capital 
contributions.  Such amounts due to related parties were $32,500 and 
$66,354 at December 31, 1996 and 1995, respectively.

The Partnership reimburses the Managing General Partners for 
operating expenses incurred in connection with the business of the 
Partnership.  Reimbursable operating expenses paid by the Managing 
General Partners include expenses (other than Organizational and 
Offering Expenses and General Partner Overhead) such as 
administrative and investor services, investment operations, and 
computer services.  At December 31, 1996, amounts due to related 
parties related to such expenses were $26,746 compared to $25,384 due 
from related parties at December 31, 1995.  During late 1995, 
operating cost allocations to the Partnership were reevaluated.  The 
Managing General Partners determined that they had not fully 
recovered allocable overhead as permitted by the Partnership 
Agreement.  As a result, the Partnership was charged additional 
administrative and investor services expenses of $453,884 that was 
not previously recognized by the Partnership; however, during 1995, 
$392,555 of this amount was absorbed by the Managing General 
Partners.  The $453,884 consisted of $137,341, $92,413 and $224,130 
for 1995, 1994 and prior years, respectively.

Pursuant to the Partnership Agreement, the Partnership may not pay or 
reimburse the Managing General Partners for operational costs that 
aggregate more than 1% of total Limited Partner capital contributions 
in 1996 and 2% in prior years.  During 1996, it was determined that 
certain operational costs paid directly by the Partnership were not 
subject to this limitation; consequently, $853,838 was reimbursed to 
the Managing General Partners. In 1996, 1995 and 1994, operating 
expenses incurred by the Managing General Partners exceeded the 
limitation by $531,571, $770,116 and $287,129, respectively, 
resulting in these amounts being absorbed by the Managing General 
Partners.  

Had the limitation not been in effect and had the additional expenses 
been recorded in prior years, total operating expenses would have 
been $1,227,614, $1,314,902 and 1,179,542 for 1996, 1995, and 1994, 
respectively.  

During 1996, the Managing General Partners provided cash advances 
totaling $984,521 to fund Partnership operations.  Interest of 
$7,267, calculated at the prevailing prime rate, was incurred.  All 
advances including accrued interest were repaid prior to year end.

As compensation for their services, the Individual General Partners 
each receives $6,000 annually, plus $1,000 for each attended meeting 
of the Individual General Partners and related expenses.  Two of the 
three Individual General Partners each own 20 Units and the third 
owns 70 Units.

Under the terms of a computer service agreement, the Partnership 
recognized charges from Technology Administrative Management, a 
division of TFL, for its share of computer support costs.  These 
amounts are included in computer services expense.

Officers of the Managing General Partners occasionally receive stock 
options as compensation for serving on the Boards of Directors of 
portfolio companies.  It is the Managing General Partners' policy 
that all such compensation be transferred to the investing 
partnerships.  If the options are non-transferable, they are not 
recorded as an asset of the Partnership.  Any profit from the 
exercise of such options will be transferred if and when the options 
are exercised and the underlying stock is sold by the officers.  At 
December 31, 1996, the Partnership had an indirect interest in non-
transferable Conversion Technologies International, Inc., options at 
an exercise price higher than the current market value.

In 1996 and 1995, TFL had a sublease rental agreement with a 
Partnership portfolio company in the medical industry.  The terms of 
this agreement was similar to those which would apply to an unrelated 
party.

5.  Allocation of Profits and Losses
    --------------------------------

Net realized profit and loss of the Partnership are allocated based 
on the beginning of year partners' capital balances as follows:

(a) Profits:

(i)  First, to those partners with deficit capital account 
balances until such deficits have been eliminated;

(ii) Second, to the partners as necessary to offset net loss 
and sales commissions previously allocated under (b)(ii) 
below; then

(iii)75% to the Limited Partners as a group in proportion to 
the number of Units, 5% to the Limited Partners in 
proportion to the Unit Months of each Limited Partner, 
and 20% to the Managing General Partners.  Unit months 
are the number of half months a Unit would be 
outstanding if held from the date the original holder of 
such Unit was deemed admitted into the Partnership until 
the termination of the offering of Units.

(b) Losses:

(i)  First, to the partners as necessary to offset the net 
profits previously allocated to the partners under 
(a)(iii) above; then

(ii) 99% to the Limited Partners and 1% to the Managing 
General Partners.

Losses allocable to Limited Partners in excess of their capital 
account balances will be allocated to the Managing General Partners. 
Net profit thereafter, otherwise allocable to those Limited Partners, 
is allocated to the Managing General Partners to the extent of such 
losses.  For allocation purposes, the Units held by the Individual 
General Partners will be treated as Units held by Limited Partners.

Interest income earned on funds held in escrow was allocated 100% to 
the Limited Partners.  Income earned on short-term investments during 
the Offering Period was allocated monthly 99% to the Limited Partners 
and 1% to the Managing General Partners.

Losses from unaffiliated venture capital limited partnership 
investments are allocated pursuant to section (b) above.  Gains are 
allocated first to offset previously allocated losses pursuant to 
(b)(i) above, and then 99% to the Limited Partners and 1% to the 
Managing General Partners.

Given the inherent risk associated with the business of the 
Partnership, the future performance of the portfolio company 
investments may significantly impact future operations.



6.  Equity Investments
    ------------------

At December 31, 1996 and 1995, equity investments consisted of:


<TABLE>
<CAPTION>
                                                       December 31, 1996    December 31, 1995
                                          Principal   ------------------    -----------------
                             Investment   Amount or   Cost        Fair       Cost      Fair
Industry/Company  Position      Date       Shares     Basis       Value      Basis     Value
----------------  --------      ----       ------     -----       -----      -----     -----

<S>              <C>            <C>      <C>        <C>         <C>        <C>        <C>

Biomedical
---------- 
Arcturus         Common
 Pharmaceutical  share
 Corporation     warrant
                 at $3.62;
                 expiring 
                 08/97          08/92        16,549 $        0          0          0          0
Arris            Common
 Pharmaceuticals,shares
 Inc.                           12/95        37,855    500,000    520,052    500,000    400,317
Redcell, Inc.    Series B
                 Preferred
                 shares         12/94       797,872    750,000    750,000    750,000    750,000
Redcell, Inc.    Convertible
                 note (1)       02/96      $179,932    192,563    192,563         --         --
Redcell, Inc.    Series C
                 Preferred
                 share warrant
                 exercise price to          $26,990
                 be determined;             aggregate
                 expiring                   purchase
                 02/01          02/96       price            0          0         --         --
Redcell, Inc.    Convertible
                 note (1)       07/96       $17,993     18,673     18,673         --         --
Redcell, Inc.    Series C
                 Preferred
                 Share warrant
                 exercise
                 price to be                $2,699
                 determined;                aggregate
                 expiring                   purchase
                 07/01          07/96       price            0          0         --         --

Biotechnology
-------------
CV Therapeutics, Series D
 Inc.            Preferred
                 shares         03/94       625,000         --         --  1,250,000  1,250,000
CV Therapeutics, Series E
 Inc.            Preferred
                 shares         09/95        64,000         --         --    126,720    126,720
CV Therapeutics, Series E
 Inc.            Preferred
                 share warrant
                 at $2.00;
                 expiring
                 09/00          09/95        32,000         --         --      1,280      1,280
CV Therapeutics, Common
 Inc.            share
                 warrant
                 at $20.00;
                 expiring
                 09/00          11/96         3,200      1,280          0         --         --
CV Therapeutics, Common
 Inc.            Shares         11/96        68,900  1,376,720    333,304         --         --
Molecular        Series B
 Geriatrics      Preferred
 Corporation     shares         09/93       500,000         --         --    250,000    250,000
Molecular        Common
 Geriatrics      shares
 Corporation                    01/96        47,170    250,000     94,340         --         --
Prolinx, Inc.    Series A
                 Preferred
                 shares         05/95       328,929    328,929    328,929    328,929    328,929
Prolinx, Inc.    Series A
                 Preferred
                 shares         12/95       342,071    342,071    342,071    342,071    342,071
Prolinx, Inc.    Series A
                 Preferred
                 shares         09/96       429,000    429,000    429,000         --         --

Communications
--------------
Coded            Common
 Communications  shares 
 Corporation                    04/93       145,454         --         --    149,818    143,999
NetChannel, Inc. Series B
                 Preferred
                 shares         10/96        22,727     24,750     24,750         --         --
NetChannel, Inc. Series B
                 Preferred
                 share warrant
                 at $1.10;
                 expiring
                 10/99          10/96        22,727        250        250         --         --
Positive         Series E
 Communications, Preferred
 Inc.            shares         09/94       285,714  1,000,000  1,214,285  1,000,000  1,214,285
Positive         Series G
 Communications, Preferred
 Inc.            shares         08/95        17,885     76,011     76,011     76,011     76,011
Positive         Convertible
 Communications, note (1)
 Inc.                           03/96       $63,047     66,942     66,942         --         --
Positive         Common
 Communications, share
 Inc.            warrant
                 at $.50;
                 expiring
                 03/01          03/96         3,709          4     13,909         --         --
Positive         Convertible
 Communications, note (1)
 Inc.                           10/96       $47,065     47,870     47,870         --         --
Positive         Common
 Communications, share
 Inc.            warrant
                 at $0.50;
                 expiring
                 10/01          10/96         5,537          6     20,764         --         --
UT Starcom, Inc. Common
 (formerly       share
 Unitech         warrant
 Telecom, Inc.)  at $.6875;
                 expiring 
                 05/99          03/95       145,456          0    900,736          0    502,187
UT Starcom, Inc. Series A
 (formerly       Preferred
 Unitech         shares
 Telecom, Inc.)                 03/95       187,500    375,000  1,290,000    375,000    776,250
Wire Networks,   Series A
 Inc.            Preferred
                 shares         02/96        78,553    106,047    106,047         --         --
Wire Networks,   Series B
 Inc.            Preferred
                 shares         02/96        95,980    215,955    215,955         --         --
Wire Networks,   Convertible
 Inc.            note (1)       11/96        $7,917      7,990      7,990         --         --

Computer Systems and Software
-----------------------------
Ascent Logic     Common
 Corporation     share
                 warrant
                 at $.94;
                 expiring
                 03/97          03/92        31,915      2,500          0      2,500          0
Ascent Logic     Series C
 Corporation     Preferred
                 shares         10/92       425,532    396,000    148,936    396,000    148,936
Informix         Common
 Software, Inc.  shares         03/96         1,534     51,773     32,329         --         --
Lynk Systems,    Common
 Inc.            share
                 warrant
                 at $0.33;
                 expiring
                 07/98          07/93       105,000      3,500    369,600      3,500    140,700
Pilot Network    Series D
 Services, Inc.  Preferred
                 shares         03/95       371,557    650,225  1,486,228    650,225    650,225
Pilot Network    Series E
 Services, Inc.  Preferred
                 shares         07/96        73,970    295,880    295,880         --         --
Velocity         Series A
 Incorporated    Preferred
                 shares         10/94    12,572,652          0          0  2,068,674  2,068,674
Velocity         Common
 Incorporated    share
                 warrant
                 at $1.00;
                 expiring
                 03/00          03/95        25,000          0          0          0          0
Velocity         Subordinated   08/95-
 Incorporated    notes (1)      10/95      $250,000          0          0    250,000    250,000
Velocity         Subordinated   11/95-
 Incorporated    notes (1)      09/96    $1,296,650          0          0         --         --

Environmental
-------------
Conversion       Series A
 Technologies    Preferred
 International,  shares    
 Inc.                           05/95       600,000         --         --  1,500,000  1,500,000
Conversion       Series A
 Technologies    Preferred
 International,  share warrant
 Inc.            at $3.00;
                 expiring
                 05/00          05/95        82,969         --         --          0          0
Conversion       Convertible
 Technologies    note (1)
 International,                 09/95-
 Inc.                           11/95      $187,500         --         --    190,011    190,011
Conversion       Common share
 Technologies    warrant
 International,  at $4.00;      12/98 -
 Inc.            expiring       12/95        93,750         --         --          0          0
Conversion       Common
 Technologies    shares
 International,
 Inc.                           05/96       207,547  1,500,000    357,085         --         --
Conversion       Class A
 Technologies    warrant
 International,  at $5.85;      05/01 -
 Inc.            expiring       05/96        93,750          0          0         --         --
Conversion       Common share 
 Technologies    warrant 
 International,  at $5.28;
 Inc.            expiring 05/00 
                 51,884 in 
                 total, fully 
                 vested in 
                 01/98          05/96        38,184          0          0         --         --
Naiad            Series A
Technologies,Inc.Preferred 
(formerly TMC,   shares 
 Inc.)                          12/95        50,000     25,000    100,000     25,000     25,000
Naiad            Series B
Technologies,Inc.Preferred
(formerly TMC,   shares 
 Inc.)                          11/96        15,102     30,204     30,204         --         --
SRG Products     Series C
 Corporation     Preferred 
                 shares         09/93     6,666,667         --         --          0          0
SRG Products     Convertible
 Corporation     note (1)       07/94       $56,880          0          0     63,465     63,465
SRG Products     Convertible
 Corporation     note (1)       09/94      $116,261          0          0    128,507    128,507
SRG Products     Convertible
 Corporation     note (1)       01/95        $5,101          0          0      5,488      5,488
SRG Products     Common share
 Corporation     warrant at
                 $.0526;        03/05 -
                 expiring       03/95     1,389,302         --         --          0          0
SRG Products     Subordinated
 Corporation     note (1)       04/95       $56,880     57,271     57,271     60,656     60,656
SRG Products     Subordinated  
 Corporation     note (1)       06/95      $122,547          0          0    137,743    137,743
Transphase       Common
 Systems, Inc.   share
                 warrant
                 at $12.57;
                 expiring       11/92-
                 11/97-02/98    02/93        25,269         --         --          0          0
Transphase       Common
 Systems, Inc.   share
                 warrant
                 at $12.57;
                 expiring
                 11/99          02/93         1,710         --         --          0          0
Transphase       Common
 Systems, Inc.   share
                 warrant
                 at $12.57;
                 expiring
                 11/99          04/94        10,263         --         --          0          0
Transphase       Common
 Systems, Inc.   share
                 warrant
                 at $12.57;
                 expiring
                 11/99          11/94         1,710         --         --          0          0

Industrial/Business Automation
------------------------------
Avalon Imaging,  Redeemable
 Inc.            Series A
                 Preferred
                 shares         12/94       144,509    250,001    433,527    250,001    250,001
Avalon Imaging,  Redeemable
 Inc.            Series B
                 Preferred      02/96&
                 shares         06/96       166,667    500,001    500,001         --         --
Avalon Imaging,  Common
 Inc.            shares         04/96       125,000    250,000    250,000         --         --
Bolder           Series C
 Technologies    Preferred
 Corporation     shares         09/94       250,000         --         --    500,000  1,000,000
Bolder           Series B
 Technologies    Preferred
 Corporation     shares         10/94        50,001         --         --     50,001    200,004
Bolder           Common
 Technologies    share
 Corporation     warrant
                 at $0.50;
                 expiring
                 03/00          03/95         8,694         --         --         87     30,429
Bolder           Series C
 Technologies    Preferred
 Corporation     shares         05/95           810         --         --      1,622      3,240
Bolder           Series D
 Technologies    Preferred
 Corporation     shares         05/95        17,366         --         --     69,467     69,464
Bolder           Common
 Technologies    shares
 Corporation                    05/96        57,499    145,207    960,981         --         --
Portable         Series A
 Energy          Preferred
 Products, Inc.  shares         06/95     1,100,000  1,100,000  1,100,000  1,100,000  1,100,000
Portable         Convertible
 Energy          note (1)
 Products, Inc.                 10/96      $202,508    205,388    205,388         --         --
Portable         Common
 Energy          share
 Products, Inc.  warrant
                 at $1.00;
                 expiring
                 09/01          10/96       155,804          0          0         --         --
Portable         Series A
 Energy          Preferred
 Products, Inc.  share
                 warrant
                 at $0.10;
                 expiring
                 09/01          10/96       186,816          0    168,134         --         --

Medical
-------
Acusphere, Inc.  Series B
                 Preferred
                 shares         05/95       250,000    400,000    535,000    400,000    400,000
Acusphere, Inc.  Series C
                 Preferred
                 shares         05/96        23,364     49,999     49,999         --         --
ADESSO Specialty Series A
 Services        Preferred
 Organization,   shares
 Inc.                           07/95       400,000    400,000  1,300,000    400,000    400,000
ADESSO Specialty Series B
 Services        Preferred
 Organization,   shares
 Inc.                           03/96       369,231  1,200,001  1,200,001         --         --
ADESSO Specialty Series A
 Services        Preferred
 Organization,   share warrant
 Inc.            at $1.00;
                 expiring 
                 03/01          03/96        68,704          0    154,584         --         --
Biex, Inc.       Series A
                 Preferred 
                 shares         07/93       128,205     83,333    192,308     83,333    128,205
Biex, Inc.       Series B
                 Preferred
                 shares         10/94        63,907     63,907     95,861     63,907     63,907
Biex, Inc.       Series B
                 Preferred
                 share warrant
                 at $1.00;
                 expiring
                 10/99          10/94        23,540          8     11,770          8          0
Biex, Inc.       Series C
                 Preferred
                 shares         06/95        83,334     83,334    125,001     83,334     83,334
Biex, Inc.       Series C
                 Preferred
                 shares         12/95        83,333     83,333    125,000     83,333     83,333
Biex, Inc.       Series C
                 Preferred
                 shares         04/96        83,333     83,333    125,000         --         --
Biex, Inc.       Series D
                 Preferred
                 shares         08/96       111,115    166,673    166,673         --         --
CareCentric      Series A
 Solutions, Inc. Preferred
                 shares         10/95       166,667    250,000    283,333    250,000    250,000
CareCentric      Series B
 Solutions, Inc. Preferred
                 shares         09/96        12,794     21,750     21,750         --         --
Circadian, Inc.  Series A
                 Preferred
                 shares         12/92       500,000         --         --          0          0
Circadian, Inc.  Series B
                 Preferred
                 shares         12/93        21,333         --         --          0          0
Circadian, Inc.  Convertible    09/95 &
                 notes (1)      11/95      $141,980         --         --          0          0
Circadian, Inc.  Series C
                 Preferred
                 share warrant
                 at $0.10
                 expiring
                 12/99          11/95     1,419,794         --         --          0          0
Endocare, Inc.   Common
                 shares         08/96           250        750        603         --         --
Endocare, Inc.   Common
                 share
                 warrant
                 at $3.00;
                 expiring
                 08/01          08/96         3,750          0      1,508         --         --
Endocare, Inc.   Convertible
                 note (1)       08/96       $18,750     19,817     19,817         --         --
Endovascular     Common
 Technologies    shares         12/96           647      5,904      6,066         --         --
Graham-Field     Common
 Health Products,shares
 Inc. (formerly
 Everest & 
 Jennings 
 International, 
 Ltd.)                          01/94       592,720         --         --    637,516    325,994
Intella          Common
Interventional   shares 
Systems, Inc.
(formerly 
 Intelliwire, 
 Inc.)                          02/93         8,715        436     13,944        436      6,536
Intella          Series A
Interventional   Preferred
Systems, Inc.    shares 
(formerly        
 Intelliwire,    
 Inc.)                          02/93         4,358      2,179      6,973      2,179      3,269
Megabios Corp.   Series C
                 Preferred
                 shares         09/94       579,375    750,001  1,448,438    750,001    750,001
Megabios Corp.   Series C
                 Preferred
                 shares         12/94       173,812    225,000    434,530    225,000    225,000
Megabios Corp.   Series C
                 Preferred
                 shares         07/95       150,637    195,000    376,593    195,000    195,000
Oxford           Common
 GlycoSystems    shares
 Group PLC                      08/93       533,867    999,927    464,464    999,927    427,094
Periodontix,     Series A
 Inc.            Preferred
                 shares         12/93       150,000    150,000    300,000    150,000    150,000
Periodontix,     Series B
 Inc.            Preferred
                 shares         02/96       100,500    201,000    201,000         --         --
Pharmadigm       Series A
 Biosciences,    Preferred
 Inc. (formerly  shares 
 Paradigm 
 Biosciences, 
 Inc.)                          04/93       322,581    396,000    645,162    396,000    396,000
Pharmadigm       Series A  
 Biosciences,    Preferred
 Inc. (formerly  shares 
 Paradigm
 Biosciences,
 Inc.)                          12/94       215,054    270,667    430,108    270,667    270,667
Pharmadigm       Convertible
 Biosciences,    note (1)
 Inc. (formerly
 Paradigm
 Biosciences,
 Inc.)                          10/95      $102,500         --         --    104,544    104,544
Pharmadigm       Series B  
 Biosciences,    Preferred
 Inc. (formerly  share warrant
 Paradigm        at $2.50;
 Biosciences,    expiring
 Inc.)           10/00          10/95        10,250          0          0          0          0
Pharmadigm       Series B  
 Biosciences,    Preferred
 Inc. (formerly  share warrant
 Paradigm        at $2.00;
 Biosciences,    expiring
 Inc.)           02/01          02/96        10,833          0          0         --         --
Pharmadigm       Series B  
 Biosciences,    Preferred
 Inc. (formerly  shares 
 Paradigm 
 Biosciences,
 Inc.)                          05/96       137,778    275,556    275,556         --         --
Pharmos          Common
 Corporation     shares         04/95        60,331     45,248     85,790     45,248     88,083
PHERIN           Series B
 Corporation     Preferred
                 shares         08/91       200,000    200,000    400,000    200,000    200,000
Physiometrix,    Common
 Inc.            share
                 warrant
                 at $1,750;
                 expiring
                 06/97          06/92            16         --         --          0          0
Physiometrix,    Common         01/94 &
 Inc.            shares         05/94           337         --         --    375,054      1,685
Physiometrix,    Series D
 Inc.            Preferred      01/94 &
                 shares         02/94       338,151         --         --    114,971  1,690,755
Physiometrix,    Common
 Inc.            share warrant
                 at $6.60;
                 expiring
                 06/01          04/96        13,525        179          0         --         --
Physiometrix,    Common
 Inc.            shares         04/96       287,021    668,557  1,112,577         --         --
R2 Technology,   Series A-1
 Inc.            Preferred
                 shares         05/94       400,000    400,000    736,000    400,000    400,000
R2 Technology,   Convertible
 Inc.            note (1)       11/95      $133,334         --         --    135,044    135,044
R2 Technology,   Series B
 Inc.            Preferred
                 share warrant
                 at $2.00;
                 expiring
                 11/00          11/95         9,667          0          0          0          0
R2 Technology,   Series B-1
 Inc.            Preferred
                 shares         03/96        68,541    137,080    137,080         --         --
TheraTx,         Common
 Incorporated    shares (2)     06/94        70,042         --         --    105,063    867,120

Microelectronics
----------------
Tessera, Inc.    Common
                 share
                 warrant
                 at $.73;
                 expiring
                 04/97          04/92        72,754      3,500     82,940      3,500     82,940
Tessera, Inc.    Series B
                 Preferred
                 shares         05/92       666,666    500,000  1,246,665    500,000  1,246,665

Retail/Consumer Products
------------------------
PETsMART, Inc.   Common
                 shares         12/95           454         --         --     14,528     13,756
YES!             Common
 Entertainment   shares
 Corporation                    06/95        55,555    166,665    279,706    166,665    271,247

Venture Capital Limited Partnership Investments
-----------------------------------------------
Colorado Venture Ltd.
 Management      Partnership
 Equity Fund IV  interests      various    $150,000    150,000    132,851    150,000    129,588
El Dorado        Ltd.
 Ventures III    Partnership
                 interests      various    $225,000    187,460    224,122    149,960    189,689
OW & W Pacrim    Ltd.
 Investments     Partnership
 Limited         interests      various    $250,000    250,000    250,000    250,000    247,508
Spectrum Equity  Ltd.
 Investors       Partnership
                 interests      various    $330,525    330,144    448,612    200,144    186,761
Trinity Ventures Ltd.
  IV, L.P.       Partnership
                 interests      various    $142,192     10,648     64,544     98,879     90,901
                                                    ---------- ---------- ---------- ----------

                                                   $21,000,400 27,701,934 20,607,017 24,289,218
Reserve for unrealized loss
 from contingent liability (3)                              -- (1,000,000)        --         --
                                                    ---------- ---------- ---------- ----------
Total equity investments                            21,000,400 26,701,934 20,607,017 24,289,218
                                                    ========== ========== ========== ==========
--  No investment held at end of period.
 0   Investment active with a carrying value or fair value of zero.
(1) Convertible and subordinated notes include accrued interest.  Interest rates on 
    such notes range from 8% to 18%.
(2) Common stockholders have a right to purchase one Preferred share for each share
    of common stock held, subject to certain conditions.
(3) Refer to Note 10, Commitments and Contingencies, for information regarding reserve for 
    contingent liability.
</TABLE>



Marketable Equity Securities
----------------------------

At December 31, 1996, and 1995, marketable equity securities had 
aggregate costs of $4,423,550 and $937,645, respectively, and 
aggregate market values of $3,644,937 and $1,425,196, respectively.  
The net unrealized (loss) gain at December 31, 1996 and 1995, included 
gross gains of $1,428,442 and $804,892, respectively.

Acusphere, Inc.
---------------

In May of 1996, the Partnership made an additional investment in the 
company by purchasing 23,364 Series C Preferred shares for $49,999.  
The pricing of this round, in which third parties participated, 
indicated a fair value increase of $135,000 for the Partnership's 
existing investment.

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 of 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, 
including interest, was repaid in 1996.  The pricing of this Series B 
financing round indicated a fair value increase of $1,054,584 for the 
Partnership's existing investment.

Avalon Imaging, Inc.
--------------------

During the first half of 1996, the Partnership made additional 
investments in the company by purchasing 166,667 Redeemable Series B 
Preferred shares for $500,001.  The pricing of this round of 
financing, in which third parties participated, indicated an increase 
in fair value of $183,526 for the Partnership's existing investment.  
The Partnership also purchased 125,000 common shares for $250,000 in 
April of 1996.

Biex, Inc.
----------

In April of 1996, the Partnership purchased an additional 83,333 
Series C Preferred shares for $83,333.  Then in August of 1996, the 
Partnership purchased 111,115 Series D Preferred shares for $166,673.  
The pricing of the Series D financing round, in which third parties 
participated, indicated an increase in the change in fair value of 
$232,828 for the Partnership's existing investments.

Bolder Technologies Corporation
-------------------------------

In May of 1996, the company completed its initial public offering 
("IPO").  Prior to the IPO, the company effected a reverse stock split 
resulting in the Partnership's preferred share investments being 
converted into 212,117 common shares.  In addition, the Partnership 
exercised its common share warrant without cash and received 5,382 
common shares and realized a gain of $4,030.  In November of 1996, the 
Partnership sold 160,000 common shares for total proceeds of 
$2,215,875 and realized a gain of $1,735,875.

At December 31, 1996, the Partnership recorded an increase in the 
change in fair value of $133,814.  The change included a decrease of 
$480,000 due to the sales mentioned above, which was more than offset 
by an increase in market price at December 31, 1996, for its remaining 
unrestricted shares.

CareCentric Solutions, Inc.
---------------------------

In September of 1996, the Partnership made an additional investment in 
the company by purchasing 12,794 Series B Preferred shares for 
$21,750. The pricing of this round, in which third parties 
participated, indicated an increase in fair value of $33,333 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 the 
value of the Partnership's investment.  As a result, the Partnership 
wrote down its investment by $77,091.  In December of 1996, the 
Partnership sold its holdings for $56,580 and realized a loss on sale 
of $16,147.

Conversion Technologies International, Inc.
-------------------------------------------

In May of 1996, the company completed its IPO.  Prior to the IPO, the 
company effected a reverse stock split resulting in the Partnership's 
Series A Preferred shares, Series A Preferred warrant and common share 
warrant being converted into 207,547 common shares, a warrant to 
purchase 51,884 common shares, and 93,750 Class A warrants, 
respectively.  The convertible note with a principal balance of 
$187,500, including accrued interest, was repaid in full.  At December 
31, 1996, the Partnership recorded a decrease in the change in fair 
value of $1,142,915 to reflect the publicly-traded market price of its 
investments; a portion of the fair value was adjusted to reflect a 
discount for restricted securities.

CV Therapeutics, Inc.
---------------------

In November of 1996, the company completed its initial public offering 
("IPO").  Prior to the IPO, the company effected a reverse stock split 
resulting in the Partnership's Preferred shares being converted into 
68,900 common shares.  The Partnership's Preferred share warrant was 
also converted into a common share warrant.

At December 31, 1996, the Partnership recorded a decrease in the 
change in fair value of $1,044,696 to reflect the publicly-traded 
market price of its investments; a portion of the fair value was 
adjusted to reflect a discount for the restricted securities.

Endocare, Inc.
--------------

In August of 1996, the Partnership issued $18,750 in convertible notes 
receivable to the company and received a warrant to purchase 3,750 
common shares.  The Partnership also received 250 common shares of 
Endocare, Inc., in lieu of loan fees.  At December 31, 1996, the 
Partnership recorded an increase in the change in fair value of $1,361 
to reflect the publicly-traded market price of its common stock and 
warrant investments; the fair value of which was adjusted to reflect a 
discount for restricted securities.

Graham-Field Health Products, Inc. (formerly Everest & Jennings
---------------------------------------------------------------
International, Ltd.)
--------------------

In November of 1996, Everest & Jennings International, Ltd. (E&J) was 
acquired by Graham-Field Health Products, Inc. (GFI).  The 
Partnership's 592,720 E&J common shares were converted into 20,744 
common shares of GFI.  These shares were then sold in December of 1996 
for total proceeds of $179,127 and a realized loss of $458,389.  
$60,211 of the sales price was an unsettled trade at December 31, 
1996, and was included in "Other Assets" on the Balance Sheet.

Megabios Corp.
--------------

During the fourth quarter of 1996, the company closed a Series E 
Preferred share round of financing in which the Partnership did not 
participate.  The pricing of this round, in which third parties 
participated, indicated an increase in the fair value of $1,089,560 
for the Partnership's existing investment.

Lynk Systems, Inc.
------------------

During the fourth quarter of 1996, the company closed a Series D 
Preferred share round of financing in which the Partnership did not 
participate.  The pricing of this round indicated a fair value 
increase of $228,900 for the Partnership's existing investment.  

Molecular Geriatrics Corporation
--------------------------------

In January of 1996, the company converted its Series B Preferred 
shares into common shares and then effected a reverse stock split.  
Consequently, the Partnership's Series B investment became 47,170 
common shares.

In June of 1996, the company completed a Series C Preferred round of 
financing in which the Partnership did not participate.  The lower 
pricing of this round indicated that the fair value of the 
Partnership's investment had declined by $155,660.

Naiad Technologies, Inc. (formerly TMC, Inc.)
---------------------------------------------

In July of 1996, the Partnership issued a $6,250 convertible note to 
the company.

Then in November of 1996, the Partnership purchased 15,102 Series B 
Preferred shares with $23,750 in cash and by converting the note 
discussed above, including accrued interest of $204, for a total cost 
of $30,204.  The pricing of this round, in which third parties 
participated, indicated an increase in the fair value of $75,000 for 
the Partnership's existing investment.

NetChannel, Inc.
----------------

In October of 1996, the Partnership invested in the company by 
purchasing 22,727 Series B Preferred shares and a warrant to purchase 
22,727 Series B Preferred shares for $25,000.

Oxford GlycoSystems Group PLC
-----------------------------

During the first quarter of 1996, the company had a private round of 
financing in which the company did not participate.  The pricing of 
this round indicated a fair value increase of $37,370 for the 
Partnership's existing investment.

Pharmadigm Biosciences, Inc. (formerly Paradigm Biosciences, Inc.)
-----------------------------------------------------------------

In February of 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.

In May of 1996, the Partnership purchased 137,778 Series B Preferred 
shares with $80,000 in cash and by converting two notes totaling 
$189,166 including accrued interest of $6,390 for a total cost of 
$275,556.  The pricing of this conversion financing round, in which 
third parties participated, indicated an increase in the change in 
fair value of $408,603 for the Partnership's existing investment.

Periodontix, Inc.
-----------------

In February of 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 financing round indicated a fair value 
increase of $150,000 for the Partnership's existing investment.

PETsMART, Inc.
--------------

In May of 1996, the Partnership sold its entire investment in the 
company for total proceeds of $18,955 and realized a gain of $4,427.

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 of 1996, the Partnership issued $178,532 in convertible 
notes to the company.

In April of 1996, the Partnership completed its IPO.  Prior to the 
IPO, the company effected a reverse stock split resulting in the 
Partnership's common shares, preferred shares, and $178,532 note 
receivable being converted into 287,021 common shares while the common 
share warrant was canceled.  The Partnership also received a warrant 
to purchase 13,525 common shares.  At December 31, 1996, the 
Partnership recorded a decrease in fair value of $758,574 to reflect 
the publicly-traded market price of its investments; the fair value 
was adjusted to reflect a discount for restricted securities.

Pilot Network Services, Inc.
----------------------------

In July of 1996, the Partnership made an additional investment in the 
company by purchasing 73,970 Series E Preferred shares for $295,880.  
The pricing of this round, in which third parties participated, 
indicated an increase in fair value of $836,003 for the Partnership's 
existing investment.

Portable Energy Products, Inc.
------------------------------

In October of 1996, the Partnership issued $202,508 in convertible 
notes to the company and received warrants to purchase 155,804 common 
shares and 186,816 Series A Preferred shares.  The Partnership 
recorded a fair value increase of $168,134 for its Preferred share 
warrant investment based on the valuation set at the latest financing 
round.

Positive Communications, Inc.
-----------------------------

During 1996, the Partnership issued convertible notes totaling 
$110,112 to the company and purchased warrants to acquire 9,246 common 
shares.

Prolinx, Inc.
-------------

In September of 1996, the Partnership made an additional investment in 
the company by purchasing 429,000 Series A Preferred shares for 
$429,000.

R2 Technology, Inc.
-------------------

In March of 1996, the Partnership purchased 68,541 Series B-1 
Preferred shares by converting the November, 1995, $133,334 note and 
accrued interest of $3,746.  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.
-------------

During 1996, the Partnership issued $197,925 in convertible notes 
receivable to the company. 

SRG Products Corporation/SRG Holdings, Inc.
-------------------------------------------

During the second quarter of 1996, SRG Holdings, Inc., was acquired by 
SRG Products Corporation whereby the Partnership's Series C Preferred 
shares and common share warrant investments were canceled.  In 
addition, the Managing General Partners determined that there has been 
an other than temporary decline in the value of the Partnership's note 
investment.  As a result, the Partnership realized a loss of $357,282 
for its convertible and subordinated notes receivable including 
accrued interest.

TheraTx, Incorporated
---------------------

In April of 1996, the Partnership sold its remaining holdings in the 
company for total proceeds of $998,724 and a realized gain of 
$893,661.

UT Starcom, Inc. (formerly Unitech Telecom, Inc.)
-------------------------------------------------

During the fourth quarter of 1996, the company closed a Series C 
Preferred share round of financing in which the Partnership did not 
participate.  The pricing of this round indicated a fair value 
increase of $912,299 for the Partnership's existing investment.

Velocity Incorporated
---------------------

In 1996, the Managing General Partners determined that there has been 
an other than temporary decline in the value of the Partnership's 
existing investments.  As a result, the Partnership recorded a 
realized loss of $3,615,324; $2,068,674 from Series A Preferred shares 
and $1,546,650 from subordinated notes of which $1,275,000 was 
reclassified from secured notes receivable.  

Wire Networks, Inc.
-------------------

In February of 1996, the Partnership invested 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.

Then in November of 1996, the Partnership issued $7,917 in convertible 
notes to the company.

Venture Capital Limited Partnership Investments
-----------------------------------------------

The Partnership recorded a cost basis increase of $79,269 in venture 
capital limited partnership investments in 1996.  The increase was a 
result of additional contributions of $189,376, partially offset by 
returns of capital in the form of stock and cash distributions of 
$103,816 and $6,291, respectively.  The Partnership recorded a fair 
value increase of $275,682 as a result of a net increase in fair value 
of the underlying investments and the effects of the transactions 
described above.

During 1996, the Partnership received common stock distributions of 
Informix, Inc., Forte Software, Inc., and Endovascular Technologies 
with fair values of $51,773, $46,139, and $5,904, respectively.  These 
distributions of marketable stock represented returns of capital.  In 
addition, the Partnership received cash distributions of $22,997, 
which were from profits and were recorded as net realized gain from 
venture capital limited partnership investments.

In 1996, the Partnership also sold its common stock in Forte Software, 
Inc. for total proceeds of $57,178 and a realized gain of $11,039.

Other Equity Investments
------------------------

Other significant changes reflected above relate to market value 
fluctuations or the elimination of a discount relating to selling 
restrictions for publicly-traded portfolio companies.  Arris 
Pharmaceuticals, Inc., Pharmos Corporation, and YES! Entertainment 
Corporation are publicly traded companies.  

Included in the fair value of equity investments is a $1,000,000 
reserve for unrealized loss from a contingent liability.  See Note 10 
to the financial statements for additional disclosure.

7.  Secured Notes Receivable, Net
    -----------------------------

At December 31, 1996 and 1995, secured notes receivable consisted of:

<TABLE>
<CAPTION>
                                              1996        1995
                                              ----        ----
<S>                                        <C>         <C>

Secured notes receivable                   $   13,971  1,946,958
Accrued interest                               15,171     26,747
Unamortized discount related to warrants           --    (19,133)
                                            ---------  ---------
  Total secured notes receivable, 
   at cost basis                               29,142  1,954,572

Allowance for loan losses                          --   (955,000)
                                            ---------  ---------

  Total secured notes receivable, 
   net fair value                          $   29,142    999,572
                                            =========  =========
</TABLE>


Changes in the allowance for loan losses were as follows:

<TABLE>
<CAPTION>


                                             1996         1995
                                             ----         ----
<S>                                       <C>           <C>

Balance, beginning of year              $  955,000      560,000
                                         ---------      -------

(Decrease) increase in provision
 for loan losses                          (978,922)   1,076,565

Recoveries from investments
 previously written-off:
 Biomedical                                 23,922           --

Secured notes receivable write-offs:
 Environmental                                  --     (681,565)
                                         ----------     -------

Change in net unrealized fair value
 of secured notes receivable              (955,000)     395,000
                                         ---------      -------

Balance, end of year                    $       --      955,000
                                         =========      =======
</TABLE>


These notes are secured by specific assets of the borrowing companies.  
The interest rate on secured notes receivable at December 31, 1996, 
was 12.5%.

The (decrease) increase in provision for loan losses is generally 
comprised of realized loan losses, net of recognized recoveries, and a 
change in net unrealized fair value based upon the level of loan loss 
reserves deemed adequate by the Managing General Partners at the 
respective year ends.

The allowance for loan losses is evaluated quarterly by the Managing 
General Partners and is adjusted based upon changes to the portfolio 
size and risk profile.  Although the allowance for loan losses is 
established by evaluating individual debtor repayment ability, the 
allowance represents the Managing General Partners' assessment of the 
portfolio taken as a whole.

Refer to Note 6, Equity Investments, for information regarding the 
reclassification of notes to equity investments.

The principal balance of $13,971 is scheduled to be repaid in 1997.

8.  Other Investments
    -----------------

During 1996, the Partnership reclassified $681,565 in secured notes 
receivable and $17,266 in unamortized warrant discounts related to a 
portfolio company in the environmental industry to other investments 
as the notes were sold to a third party in exchange for a portion of 
the net proceeds collectible from the portfolio company.

9.  Cash and Cash Equivalents
    -------------------------

Cash and cash equivalents at December 31, 1996 and 1995, consisted of:


<TABLE>
<CAPTION>
                                             1996          1995
                                             ----          ----
<S>                                       <C>          <C>

Demand accounts                           $     2,764     152,033
Money-market accounts                       1,614,321   4,244,009
                                           ----------  ----------
  Total                                   $ 1,617,085   4,396,042
                                           ==========  ==========
</TABLE>

10.  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 by a borrowing company.  
As they do not represent current outstanding balances, these unfunded 
commitments are properly not recognized in the financial statements.  
As of December 31, 1996, the Partnership had unfunded commitments as 
follows:


<TABLE>
<CAPTION>

Type
----

<S>                                                     <C>
Equity investments                                      $  262,911
Venture capital limited partnership investments            257,283
Term notes                                                  22,100
                                                         ---------

     Total                                              $  542,294
                                                         =========
</TABLE>

The Partnership uses the same credit policies in making these 
commitments and conditional obligations as it does for on-balance-
sheet instruments.  Commitments to extend financing are agreements to 
lend to a company as long as there are no violations of any conditions 
established in the contract.  The credit lines generally have fixed 
termination dates or other termination clauses.  Since many of the 
commitments are expected to expire without being fully drawn upon, the 
total commitment amounts do not necessarily represent future cash 
requirements.  All convertible and secured note commitments funded 
require collateral specified in the agreements.

In September of 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. 
In October of 1996, the $2,000,000 guarantee was reduced to $1,000,000 
as the affiliated partnerships have assumed a portion of the financial 
institution's line of credit.  The remaining $1,000,000 is guaranteed 
by the Partnership but the affiliated partnerships remain joint 
guarantors.  If the portfolio company fails to repay the line of 
credit, the Partnership may be liable up to the guarantee amount.  The 
Partnership has recorded a $1,000,000 reserve, included in Equity 
Investments on the Balance sheet, in the event the portfolio company 
fails to repay the line of credit.

<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:  March 21, 1997    By:       /s/Debbie A. Wong
                              ----------------------------------
                                 Debbie A. Wong
                                 Vice President and Controller
                                 

Pursuant to the requirements of the Securities Exchange Act of 1934, 
this Report has been signed below by the following persons on behalf 
of the Registrant and in the capacities and on the dates indicated:

          Signature           Capacity                Date
          ---------           --------                ----

   /s/Charles R. Kokesh       President, Chief       March 21, 1997
------------------------      Executive Officer,
Charles R. Kokesh             Chief Financial officer
                              and Chairman of
                              Technology Funding Inc.
                              and Managing General
                              Partner of Technology
                              Funding Ltd.

   /s/Gregory T. George       Group Vice President   March 21, 1997
------------------------      of Technology Funding
Gregory T. George             Inc. and a General
                              Partner of Technology
                              Funding Ltd.


The above represents the Board of Directors of Technology Funding Inc. 
and the General Partners of Technology Funding Ltd.