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 Fiscal Year Ended December 31, 1999

OR

[  ]     Transition Report Pursuant to Section 13 or 15(d) of the Securities
         Exchange Act of 1934

For the transition period from                  to
                             Commission file number 0-16208


                       WESTFORD TECHNOLOGY VENTURES, L.P.

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                         (Exact name of registrant as specified in its charter)


Delaware                                                             13-3423417
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(State or other jurisdiction of            (I.R.S. Employer Identification No.)
incorporation or organization)

17 Academy Street, 5th Floor

Newark, New Jersey                                                    07102-2905
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(Address of principal executive offices)                              (Zip Code)

Registrant's telephone number, including area code:  (973) 624-2131

Securities registered pursuant to Section 12(b) of the Act:

Title of each class                   Name of each exchange on which registered
-------------------                   -----------------------------------------
   None                                                     None

Securities registered pursuant to Section 12(g) of the Act:

                      Units of Limited Partnership Interest

------------------------------------------------------------------------------
                                (Title of class)


<PAGE>


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. [X]

As of March 15, 2000,  11,204 units of limited  partnership  interest  ("Units")
were held by  non-affiliates of the registrant.  There is no established  public
trading market for such Units.

                       DOCUMENTS INCORPORATED BY REFERENCE

Portions of the definitive  proxy statement  relating to the 2000 Annual Meeting
of the  Limited  Partners  of the  Registrant,  to be held on June 28, 2000 (the
"Annual Meeting Proxy  Statement") are incorporated  herein by reference in Part
III hereof. The Annual Meeting Proxy Statement will be filed with the Commission
no later  than 120 days after the close of the fiscal  year ended  December  31,
1999.


<PAGE>


                                     PART I

Item 1.       Business.
              --------

Formation

     Westford  Technology  Ventures,  L.P.  (the  "Partnership")  is a  Delaware
limited  partnership  formed on September 3, 1987.  WTVI Co., L.P., the managing
general partner of the Partnership (the "Managing  General  Partner"),  and four
individuals (the "Individual  General Partners") are the general partners of the
Partnership.  Hamilton Capital Management Inc. (the "Management Company") is the
general partner of the Managing General Partner and the Partnership's management
company. The Partnership began its principal operations on December 1, 1988.

The Partnership  operates as a business development company under the Investment
Company  Act of 1940.  The  Partnership's  investment  objective  is to  achieve
long-term capital  appreciation by making venture capital investments in new and
developing  companies and other special investment  situations.  The Partnership
considers  this activity to constitute  the single  industry  segment of venture
capital investing.

In 1988 and 1989, the Partnership  publicly  offered,  through The  Stuart-James
Company, Incorporated (the "Selling Agent"), 35,000 units of limited partnership
interest  ("Units")  at $1,000  per Unit.  The Units were  registered  under the
Securities  Act of 1933 pursuant to a  Registration  Statement on Form N-2 (File
No. 33-16891) which was declared effective on May 12, 1988. The Partnership held
its initial  and final  closings  on  November  25,  1988 and January 31,  1989,
respectively.  A total of  11,217  Units  were  sold to  limited  partners  (the
"Limited  Partners").  Gross  capital  contributions  to the  Partnership  total
$11,333,170,  comprised of $11,217,000 from the Limited Partners,  $112,170 from
the Managing General Partner and $4,000 from the Individual General Partners.

The Partnership's  originally scheduled  termination date was December 31, 1998.
In October 1998, the Individual General Partners voted to extend the term of the
Partnership for an additional  two-year period. The Partnership is now scheduled
to terminate no later than December 31, 2000.  However,  the Individual  General
Partners have the right to extend the term of the  Partnership for an additional
two-year period if they determine that such extension is in the best interest of
the Partnership.

Portfolio Investments

From its inception to December 31, 1999,  the  Partnership  made  investments in
eight  companies  at  an  aggregate  cost  of  $14,634,449,  including  non-cash
investments totaling $3,639,405. The Partnership has fully invested its original
net  proceeds  and  will  not  make  additional  investments  in  new  portfolio
companies. However, the Partnership may make additional follow-on investments in
existing portfolio  companies,  if required.  Portfolio  investments made during
1999 and other events affecting the Partnership's  portfolio  investments during
the year are listed below.

o        In  connection  with a capital  restructuring  of Spectrix  Corporation
         completed  in March  1999,  the  Partnership  exercised  its warrant to
         purchase  424,394  common  shares of Spectrix at $0.50 per share.  Such
         shares  were  purchased  through  the  reduction  of  $212,197  of  the
         principal balance of certain promissory notes due from the company. The
         remaining  principal due on such promissory  notes totaling  $1,285,303
         along with accrued  interest of $249,566 was  exchanged  for  1,534,869
         shares of Spectrix Series B preferred stock.  Finally,  the Partnership
         exchanged its previously  held shares of preferred  stock, on a one for
         one basis, for new Series A and Series B preferred stock of Spectrix.

o        During  1999,  the  Partnership   completed  follow-on  investments  in
         Thunderbird    Technologies,    Inc.   totaling   $60,000,    acquiring
         interest-bearing demand promissory notes at prime.

o        The  Partnership  agreed to extend the demand  promissory  note due
         from  Inn-Room  Systems,  Inc.  from  December 31, 1999 to
         December 31, 2000.

As of  December  31,  1999,  the  Partnership  had  active  investments  in four
portfolio  companies with an aggregate  cost of $10,769,780  and a fair value of
$5,550,221.  As of December 31,  1999,  the  Partnership  had fully or partially
liquidated  investments  with an aggregate cost of $3,864,669.  These liquidated
investments returned $5,543,916,  resulting in a cumulative net realized gain of
$1,679,247.   Additionally,  from  its  inception  to  December  31,  1999,  the
Partnership  had earned  $762,887  of  interest  and  dividend  income  from its
portfolio investments. As a result, from its inception to December 31, 1999, the
Partnership had a cumulative net realized gain from its portfolio investments of
$2,442,134.

Subsequent to the end of the year, in January 2000, SER Systems AG completed its
acquisition  of EIS  International,  Inc.  at $6.25 per share.  The  Partnership
received  $1,429,263 for its EIS shares,  compared to a fair value of $1,322,056
as of December 31, 1999.

Competition

The  Partnership  encounters  competition  from other  entities  having  similar
investment  objectives.  Primary competition for venture capital investments has
been  from  venture  capital  partnerships  and  corporations,  venture  capital
affiliates  of  large  industrial  and  financial   companies,   small  business
investment companies and wealthy individuals.  Competition also may develop from
foreign  investors and from large industrial and financial  companies  investing
directly  rather than through venture  capital  affiliates.  The Partnership has
been a co-investor with other  professional  venture capital investors and these
relationships  have generally  expanded the  Partnership's  access to investment
opportunities.  However,  as  discussed  above,  the  Partnership  will not make
investments in any new portfolio companies.

Employees

The Partnership has no employees.  The Managing General Partner,  subject to the
supervision  of the  Individual  General  Partners,  manages  and  controls  the
Partnership's venture capital investments. The Management Company is responsible
for the management and  administrative  services  necessary for the operation of
the Partnership,  including  managing the Partnership's idle cash balances which
are invested in short-term securities.

Item 2.       Properties.
              ----------

The Partnership does not own or lease physical properties.

Item 3.       Legal Proceedings.
              -----------------

The Partnership is not a party to any material pending legal proceedings.

Item 4.       Submission of Matters to a Vote of Security Holders.
              ---------------------------------------------------

No matter was submitted to a vote of security  holders during the fourth quarter
of the calendar year covered by this report.


<PAGE>


                                     PART II

Item 5.  Market for Registrant's Common Equity and Related Stockholder Matters.
         ---------------------------------------------------------------------

There is no  established  public  trading  market  for the  Units  and it is not
anticipated  that any public  market for the Units will  develop.  Consequently,
Limited Partners cannot easily liquidate their investment.  Several  independent
broker/dealers  provide an informal  secondary  market for  limited  partnership
interests.  Transfers of Units are subject to certain  restrictions  pursuant to
the  Partnership  Agreement and also may be affected by  restrictions  on resale
imposed by the laws of certain states.

The  approximate  number of holders of Units as of March 15, 2000 is 1,623.  The
Managing  General  Partner  and the  four  Individual  General  Partners  of the
Partnership  also hold interests in the  Partnership.  Information  contained in
Item 12 of this report  "Security  Ownership  of Certain  Beneficial  Owners and
Management" is incorporated herein by reference.

The Partnership did not make any cash  distributions  to its Partners during the
three  year  period  ended   December  31,  1999  and  has  not  made  any  cash
distributions to Partners since the inception of the Partnership.

Item 6.       Selected Financial Data.
              -----------------------
<TABLE>


($ in thousands, except for per unit information)
                                                                           Years Ended December 31,

                                                             1999          1998            1997           1996          1995
                                                          ---------      ---------      ---------       --------     -------

<S>                                                       <C>            <C>            <C>             <C>          <C>
Total assets                                              $  5,594       $   5,397      $   6,655       $  9,077     $   10,817

Net assets                                                   4,935           5,054          6,578          9,013         10,775

Net unrealized (depreciation) appreciation
   of portfolio investments                                 (5,220)         (5,421)        (4,162)        (1,980)         2,448

Net investment loss                                           (273)           (197)          (222)          (257)          (318)

Net realized (loss) gain from portfolio
   investments                                                 (46)            (68)           (32)         2,923            (14)

Change in unrealized depreciation or
   appreciation of investments                                 201          (1,259)        (2,181)        (4,428)         2,674

(Decrease) increase in net assets from operations             (119)         (1,524)        (2,435)        (1,762)         2,343

PER UNIT OF LIMITED PARTNERSHIP INTEREST:

Net asset value, including net unrealized
   appreciation or depreciation of investments             $   435        $    446       $    580        $   790       $    920

Net investment loss                                            (25)            (20)           (22)           (24)           (28)

Net realized (loss) gain from portfolio
   investments                                                  (3)             (5)            (2)           219             (1)

Change in unrealized depreciation or
   appreciation of investments                                  17            (109)          (186)          (325)           205
</TABLE>


<PAGE>


Item 7. Management's Discussion and Analysis of Financial Condition and
        Results of Operations.
        ------------------------------------------------------------------------

Liquidity and Capital Resources

As of December 31, 1999, the  Partnership had $603 in an  interest-bearing  cash
account.  Interest earned on such cash balances and other short-term investments
for the years ended  December 31, 1999,  1998 and 1997  totaled  $187,  $415 and
$11,692,  respectively.  Interest  earned  from  cash  balances  and  short-term
investments in future periods is subject to fluctuations in short-term  interest
rates and changes in cash  balances  and amounts  available  for  investment  in
short-term securities.

The Partnership  has fully invested the net proceeds  received from the offering
of Units and will not make  additional  investments in new portfolio  companies.
However, the Partnership may make additional  follow-on  investments in existing
portfolio  companies,  if  required.  During  1999,  the  Partnership  completed
follow-on investments totaling $60,000 in Inn-Room Systems, Inc.

As of December 31, 1999, the Partnership's current liabilities exceeded its cash
balance by approximately  $658,000.  Such current liabilities as of December 31,
1999  include  $540,304  due to the  Management  Company.  Funds needed to cover
current  liabilities,  future  follow-on  investments,  if  any,  and  operating
expenses are expected to be obtained  primarily  from  proceeds from the sale of
the Partnership's  remaining portfolio  investments.  As a result of the current
cash shortage,  payments to the Managing General Partner and Independent General
Partners have been temporarily suspended.

In January 2000, SER Systems AG completed its acquisition of EIS  International,
Inc. at $6.25 per share. The Partnership  received  $1,429,623 from the sales of
its EIS shares in January 2000. A portion of the cash proceeds received from the
sale of EIS shares will be used to pay the  Partnership's  current  liabilities,
including the amount due to the Management Company.

The Partnership's  originally scheduled  termination date was December 31, 1998.
In October 1998, the Individual General Partners voted to extend the term of the
Partnership for an additional  two-year period. The Partnership is now scheduled
to terminate no later than December 31, 2000.  However,  the Individual  General
Partners have the right to extend the term of the  Partnership for an additional
two-year period if they determine that such extension is in the best interest of
the Partnership.

Results of Operations

For the years ended December 31, 1999,  1998 and 1997 the  Partnership had a net
realized loss from operations of $319,698, $264,993 and $253,578,  respectively.
Net realized gain or loss from  operations is comprised of (i) net realized gain
or loss  from  portfolio  investments  and (ii) net  investment  income  or loss
(interest and dividend income less operating expenses).

Realized  Gains and  Losses  from  Portfolio  Investments  - For the year  ended
December 31, 1999, the Partnership had a net realized loss of $46,223  resulting
from the write-off of the remaining receivable balance due from the 1994 sale of
Eidetics  Incorporated.  Eidetics  Incorporated was sold in 1994 in a management
buyout for a $4,190 cash down payment and potential  future payments  determined
by the actual  cash  receipts of the  acquiring  company for five years from the
buyout date. In 1994, the Partnership  recorded a $250,597 receivable related to
such expected  future  payments.  At the end of the five year period actual cash
payments  received  against  the  receivable   balance  totaled  $204,374.   The
Partnership also received  interest payments totaling $72,965 over the five year
period.

For the year ended  December 31, 1998, the  Partnership  had a net realized loss
from its  portfolio  investments  of $68,190,  resulting  from the sale of 6,600
common shares of EIS International, Inc. in June 1998. Such shares were sold for
$40,832 compared to a cost of $109,022.

For the year ended  December 31, 1997, the  Partnership  had a net realized loss
from its portfolio investments of $31,655,  relating to the final escrow payment
received,  during 1997, in connection with the 1996 merger of EIS International,
Inc. with  Cybernetics  Systems,  Inc. In June 1997,  the  Partnership  received
16,682 common shares of EIS,  representing 100% of the shares previously held in
escrow.  However,  in connection  with a settlement  agreement among EIS and the
former Cybernetics shareholders,  the Partnership received $1,320,  representing
only a portion of the $32,985 cash balance previously held in escrow,  resulting
in the $31,655 realized loss for 1997.

Investment  Income  and  Expenses  - Net  investment  loss for the  years  ended
December  31,  1999,  1998  and  1997  was  $273,475,   $196,803  and  $221,913,
respectively.

The $76,672 unfavorable change in net investment loss for 1999 compared to 1998,
is comprised of a $152,447  decrease in  investment  income  offset by a $75,775
reduction in operating  expenses.  The decrease in investment  income  primarily
resulted from the reduced  interest income related to promissory  notes due from
Spectrix  Corporation which were exchanged for additional equity holdings of the
company in March 1999.  The decrease in expenses for 1999 was due to the reduced
management  fees,  as discussed  below,  as well as a reduction  in  Independent
General  Partner's  fees,  reflecting  the  reduced  annual  fee  paid  to  each
Independent  General  Partner from $10,000 to $5,000  effective as of January 1,
1999.

The $25,110  favorable  change in net investment  loss for 1998 compared to 1997
resulted from an $18,520 increase in investment  income and a $6,590 decrease in
operating expenses. The increase in investment income for 1998 is comprised of a
$29,797  increase in income from portfolio  investments  partially  offset by an
$11,277 decrease in interest from short-term investments. The increase in income
from portfolio  investments  primarily  resulted from the additional  promissory
notes of Spectrix Corporation held by the Partnership during 1998 as compared to
1997.  The  decrease  in interest  from  short-term  investments  during 1998 as
compared  to 1997  primarily  was due to a  reduction  of  funds  available  for
investment in such  securities  during 1998. The decrease in operating  expenses
for 1998 as compared to 1997 primarily  resulted from a decline in  professional
fees of $9,006, primarily attributable to an unfavorable accrual adjustment made
during the first quarter of 1997. This decrease was partially offset by a $5,939
increase in mailing and printing  expenses  primarily due to additional  charges
related to the proxy  tabulation  for the  Partnership's  1998 Annual Meeting of
Limited Partners.

The  Management  Company is responsible  for the  management and  administrative
services necessary for the operation of the Partnership.  The Management Company
receives  a  management  fee at an  annual  rate of 2.5%  of the  gross  capital
contributions to the Partnership (net of selling  commissions and organizational
expenses paid by the Partnership),  reduced by capital  distributed and realized
losses, with a minimum annual fee of $200,000.  The management fee for the years
ended  December 31, 1999,  1998 and 1997 was  $200,000,  $222,302 and  $223,586,
respectively. The Management Company voluntarily agreed to reduce the management
fee payable by the  Partnership to the minimum annual fee of $200,000  effective
as of January 1, 1999.  To the extent  possible,  the  management  fee and other
expenses  incurred  by  the  Partnership  are  paid  with  funds  provided  from
operations.  Funds provided from operations primarily are obtained from interest
received from short-term  investments,  income earned from portfolio investments
and proceeds received from the sale of portfolio investments.

Unrealized   Gains  and  Losses  and  Changes  in  Unrealized   Depreciation  or
Appreciation  of Portfolio  Investments - For the year ended  December 31, 1999,
the Partnership had $201,080 favorable net change in unrealized  depreciation of
investments,  resulting from a $921,862 upward revaluation its investment in EIS
International,  Inc. and a $720,782  downward  revaluation  of its investment in
Spectrix Corporation during 1999.

For  the  year  ended  December  31,  1998,  the  Partnership  had a  $1,259,082
unfavorable  net change in unrealized  depreciation  of  investments,  primarily
resulting  from a $1,312,829  net downward  revaluation of its investment in EIS
International, Inc. and Inn-Room Systems, Inc. during 1998. Partially offsetting
this unfavorable  change was a $53,747 transfer from unrealized loss to realized
loss resulting from the sale of 6,600 common shares of EIS, as discussed above.

For  the  year  ended  December  31,  1997,  the  Partnership  had a  $2,181,401
unfavorable net change in unrealized  depreciation  of investments  from the net
downward revaluation of its investments in EIS International,  Inc. and Spectrix
Corporation during 1997.

Net Assets - Changes in net assets  resulting  from  operations are comprised of
(1) net realized gain or loss from  operations and (2) changes in net unrealized
appreciation or depreciation of portfolio investments.  As of December 31, 1999,
the Partnership's net assets were $4,935,423,  reflecting a decrease of $118,618
from net assets of $5,054,041 as of December 31, 1998. This decline reflects the
decrease in net assets  resulting  from  operations,  comprised  of the $201,080
favorable  change in net unrealized  deprecation  of  investments  offset by the
$319,698 net realized loss from operations for 1999.

As  of  December  31,  1998,  the  Partnership's  net  assets  were  $5,054,041,
reflecting a decrease of $1,524,075 from net assets of $6,578,116 as of December
31, 1997.  This  decline  reflects  the  decrease in net assets  resulting  from
operations,  comprised of the  $1,259,082  unfavorable  change in net unrealized
depreciation and the $264,993 net realized loss from operations for 1998.

As  of  December  31,  1997,  the  Partnership's  net  assets  were  $6,578,116,
reflecting a decrease of $2,434,979 from net assets of $9,013,095 as of December
31, 1996.  This  decline  reflects  the  decrease in net assets  resulting  from
operations,  comprised of the  $2,181,401  unfavorable  change in net unrealized
depreciation and the $253,578 net realized loss from operations for 1997.

Gains and  losses  from  investments  are  allocated  to the  Partners'  capital
accounts when realized in accordance with the Partnership  Agreement (see Note 3
of Notes to Financial Statements).  However, for purposes of calculating the net
asset value per unit of limited  partnership  interest ("Unit"),  net unrealized
appreciation  or depreciation of investments has been included as if it had been
realized  and  allocated  to  the  Limited   Partners  in  accordance  with  the
Partnership  Agreement.  Pursuant to such  calculation,  the net asset value per
$1,000 Unit as of December 31,  1999,  1998 and 1997 was $435,  $446,  and $580,
respectively.

Item 7A.  Quantitative and Qualitative Disclosures about Market Risk

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

The  Partnership's   portfolio  investments  had  an  aggregate  fair  value  of
$5,550,221  as of December 31, 1999.  An assumed 10% decline from this  December
31, 1999 fair value,  including  an assumed 10% decline of the per share  market
prices  of the  Partnership's  publicly-traded  securities,  would  result  in a
reduction  to the  fair  value of such  investments  and an  unrealized  loss of
$555,022.

The  Partnership had no short-term  investments as of December 31, 1999.  Market
risk relating to the Partnership's  interest-bearing cash equivalents held as of
December 31, 1999 is considered to be immaterial.


<PAGE>



Item 8.       Financial Statements and Supplementary Data.
              -------------------------------------------

                                              WESTFORD TECHNOLOGY VENTURES, L.P.
                                      INDEX

Report of Independent Certified Public Accountants - BDO Seidman, LLP

Balance Sheets as of December 31, 1999 and 1998

Schedule of Portfolio Investments as of December 31, 1999

Schedule of Portfolio Investments as of December 31, 1998

Statements of Operations for the years ended December 31, 1999, 1998 and 1997

Statements of Cash Flows for the years ended December 31, 1999, 1998 and 1997

Statements of Changes in Partners' Capital for the years ended December 31,
1997, 1998 and 1999

Notes to Financial Statements

NOTE - All  schedules  are omitted  because of the absence of  conditions  under
which they are required or because the required  information  is included in the
financial statements or the notes thereto.


<PAGE>


REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS

The Partners

Westford Technology Ventures, L.P.
Newark, New Jersey

We have audited the accompanying balance sheets of Westford Technology Ventures,
L.P. (the "Partnership"), including the schedule of portfolio investments, as of
December 31, 1999 and 1998, and the related statements of operations, changes in
partners'  capital,  and cash  flows for each of the three  years in the  period
ended December 31, 1999. 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.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as  evaluating  the overall  presentation  of the financial
statements.  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 Westford Technology  Ventures,
L.P. at December 31, 1999 and 1998,  and the results of its  operations  and its
cash flows for each of the three years in the period ended  December 31, 1999 in
conformity with generally accepted accounting principles.

As explained in Note 2, the financial  statements include  investments valued at
$4,228,165  and  $4,639,381,  at  December  31,  1999  and  1998,  respectively,
representing 86% and 92% of partners' capital,  respectively,  whose values have
been  estimated  by the  managing  general  partner  in the  absence  of readily
ascertainable  market  values.  We  have  reviewed  the  procedures  used by the
managing  general  partner  in  arriving  at its  estimates  of  value  of  such
investments   and  have   inspected   underlying   documentation   and,  in  the
circumstances,  we believe the procedures  are reasonable and the  documentation
appropriate.  However,  those estimated values may differ significantly from the
values that would have been used had a ready market for the investments existed,
and the differences could be material.

BDO Seidman, LLP

New York, New York
March 22, 2000


<PAGE>


WESTFORD TECHNOLOGY VENTURES, L.P.
BALANCE SHEETS
<TABLE>

December 31,

                                                                                                 1999                1998
                                                                                            ---------------   -----------

ASSETS

Portfolio investments, at fair value (cost of $10,769,780 as of
<S>          <C> <C>      <C>                        <C> <C>                                <C>                <C>
    December 31, 1999 and $10,460,214 as of December 31, 1998)                              $     5,550,221    $      5,039,575
Cash and cash equivalents                                                                               603               7,998
Receivable from securities sold (net of unamortized discount of
   $30,493 as of December 31, 1998)                                                                       -              70,275
Accrued interest receivable                                                                          43,048             279,498
                                                                                            ---------------    ----------------

TOTAL ASSETS                                                                                $     5,593,872    $      5,397,346
                                                                                            ===============    ================


LIABILITIES AND PARTNERS' CAPITAL

Liabilities:
Accounts payable and accrued expenses                                                       $        35,645    $         39,501
Due to Management Company                                                                           540,304             251,304
Due to Independent General Partners                                                                  82,500              52,500
                                                                                            ---------------    ----------------
   Total liabilities                                                                                658,449             343,305
                                                                                            ---------------    ----------------

Partners' Capital:
Managing General Partner                                                                            584,100             593,816
Individual General Partners                                                                           3,367               3,477
Limited Partners (11,217 Units)                                                                   9,567,515           9,877,387
Unallocated net unrealized depreciation of investments                                           (5,219,559)         (5,420,639)
                                                                                            ---------------    ----------------
   Total partners' capital                                                                        4,935,423           5,054,041
                                                                                            ---------------    ----------------

TOTAL LIABILITIES AND PARTNERS' CAPITAL                                                     $     5,593,872    $      5,397,346
                                                                                            ===============    ================

</TABLE>

See notes to financial statements.


<PAGE>


WESTFORD TECHNOLOGY VENTURES, L.P.
SCHEDULE OF PORTFOLIO INVESTMENTS
<TABLE>

December 31, 1999

                                                                     Initial Investment

Investment Description                                                      Date                  Cost               Fair Value

<S>     <C>    <C>    <C>    <C>    <C>    <C>
EIS International, Inc. (A)(B)

Systems for call center telephone operators

<C>                                                                           <C>           <C>                  <C>
228,682 shares of Common Stock                                           Mar. 1990          $      3,096,597     $     1,322,056
--------------------------------------------------------------------------------------------------------------------------------
Inn-Room Systems, Inc.* (C)
Automated, in-room vending units for the lodging industry
1,548,494 shares of Common Stock                                         Oct. 1989                 1,320,349             300,000
Demand Promissory Note at prime plus 1% due 12/31/99                                                 102,940             102,940
                                                                                            ----------------     ---------------
                                                                                                   1,423,289             402,940
--------------------------------------------------------------------------------------------------------------------------------
Spectrix Corporation*(D)

Infrared data transfer technology for networks

60,547 shares of Series A Preferred Stock                                June 1989                   784,319              60,547
2,216,626 shares of Series B Preferred Stock                                                       4,261,901           2,216,626
699,256 shares of Common Stock                                                                       354,878             699,256
Warrants to purchase 50,000 shares of Common Stock at
   $4.00 per share, expiring 04/30/03                                                                      0                   0
                                                                                            ----------------     ---------------
                                                                                                   5,401,098           2,976,429
--------------------------------------------------------------------------------------------------------------------------------
Thunderbird Technologies, Inc.

Designer of high performance, low power integrated
   circuit products

788,796 shares of Series A Preferred Stock                               Oct. 1992                   788,796             788,796
Demand Promissory Notes at prime                                                                      60,000              60,000
                                                                                            ----------------     ---------------
                                                                                                     848,796             848,796
--------------------------------------------------------------------------------------------------------------------------------

TOTAL PORTFOLIO INVESTMENTS                                                                 $     10,769,780     $     5,550,221
                                                                                            ================     ===============
</TABLE>

(A) Public company

(B) In  January  2000,   SER  Systems  AG  completed  its   acquisition  of  EIS
    International,  Inc. at $6.25 per share. The Partnership received $1,429,623
    for its EIS shares,  which will result in a realized loss of $1,667,334  for
    the first quarter of 2000.

(C) The  Partnership  agreed  to  extend  the  Demand  Promissory  Note due from
Inn-Room Systems, Inc. to December 31, 2000.

(D) In connection with a capital restructuring of Spectrix Corporation completed
    in March 1999,  the  Partnership  exercised its warrant to purchase  424,394
    common  shares of  Spectrix at $0.50 per share.  Such shares were  purchased
    through  the  reduction  of  $212,197  of the  principal  balance of certain
    promissory notes due from the company.  The remaining  principal due on such
    promissory notes totaling $1,285,303 along with accrued interest of $249,566
    was  exchanged for 1,534,869  shares of Spectrix  Series B preferred  stock.
    Finally,  the Partnership  exchanged its previously held shares of preferred
    stock, on a one for one basis, for new Series A and Series B preferred stock
    of Spectrix.

* May be deemed  an  affiliated  person of the  Partnership  as  defined  by the
Investment Company Act of 1940.

See notes to financial statements.


<PAGE>


WESTFORD TECHNOLOGY VENTURES, L.P.
SCHEDULE OF PORTFOLIO INVESTMENTS
<TABLE>

December 31, 1998

                                                                     Initial Investment

Investment Description                                                      Date                  Cost               Fair Value

<S>     <C>    <C>    <C>    <C>    <C>    <C>
EIS International, Inc.(A)

Systems for call center telephone operators

<C>                                                                           <C>           <C>                  <C>
228,682 shares of Common Stock                                           Mar. 1990          $      3,096,597     $       400,194
--------------------------------------------------------------------------------------------------------------------------------
Inn-Room Systems, Inc.*
Automated, in-room vending units for the lodging industry
1,548,494 shares of Common Stock                                         Oct. 1989                 1,320,349             300,000
Demand Promissory Note at prime plus 1% due 12/31/99                                                 102,940             102,940
                                                                                            ----------------     ---------------
                                                                                                   1,423,289             402,940
--------------------------------------------------------------------------------------------------------------------------------
Spectrix Corporation*

Infrared data transfer technology for networks

742,304 shares of Preferred Stock                                        June 1989                 3,511,351           1,113,458
274,862 shares of Common Stock                                                                       142,681             412,293
Demand Promissory Notes at 8%                                                                      1,497,500           1,497,500
Warrants to purchase 424,394 shares of Common Stock
   at $.50 per share, expiring between 12/31/99 and 4/30/03                                                0             424,394
Warrants to purchase 50,000 shares of Common Stock at
   $4.00 per share, expiring 04/30/03                                                                      0                   0
                                                                                            ----------------     ---------------
                                                                                                   5,151,532           3,447,645
--------------------------------------------------------------------------------------------------------------------------------
Thunderbird Technologies, Inc.

Designer of high performance, low power integrated
   circuit products

788,796 shares of Preferred Stock                                        Oct. 1992                   788,796             788,796
--------------------------------------------------------------------------------------------------------------------------------

TOTAL PORTFOLIO INVESTMENTS                                                                 $     10,460,214     $     5,039,575
                                                                                            ================     ===============
</TABLE>


(A) Public company

* May be deemed  an  affiliated  person of the  Partnership  as  defined  by the
Investment Company Act of 1940.

See notes to financial statements.


<PAGE>


WESTFORD TECHNOLOGY VENTURES, L.P.

STATEMENTS OF OPERATIONS
<TABLE>

For the Years Ended December 31,

                                                                                 1999             1998                1997
                                                                            -------------     --------------      --------

INVESTMENT INCOME AND EXPENSES

   Income:
<S>                                                                         <C>              <C>                 <C>
   Interest from short-term investments                                     $         187    $           415     $        11,692
   Interest and other income from portfolio investments                            13,140            165,359             135,562
                                                                            -------------    ---------------     ---------------
     Total investment income                                                       13,327            165,774             147,254
                                                                            -------------    ---------------     ---------------

   Expenses:
   Management fee                                                                 200,000            222,302             223,586
   Professional fees                                                               28,485             65,024              74,030
   Independent General Partners' fees                                              30,000             42,000              42,000
   Mailing and printing                                                            21,615             24,901              18,962
   Custody fees                                                                     6,000              6,225               6,300
   Other expenses                                                                     702              2,125               4,289
                                                                            -------------    ---------------     ---------------
     Total expenses                                                               286,802            362,577             369,167
                                                                            -------------    ---------------     ---------------

NET INVESTMENT LOSS                                                              (273,475)          (196,803)           (221,913)
Net realized loss from portfolio investments                                      (46,223)           (68,190)            (31,665)
                                                                            -------------    ---------------     ---------------
NET REALIZED LOSS FROM OPERATIONS                                                (319,698)          (264,993)           (253,578)

Change in unrealized depreciation of investments                                  201,080         (1,259,082)         (2,181,401)
                                                                            -------------    ---------------     ---------------
NET DECREASE IN NET ASSETS

   RESULTING FROM OPERATIONS                                                $    (118,618)   $    (1,524,075)    $    (2,434,979)
                                                                            =============    ===============     ===============


</TABLE>



See notes to financial statements.


<PAGE>


WESTFORD TECHNOLOGY VENTURES, L.P.

STATEMENTS OF CASH FLOWS
<TABLE>

For the Years Ended December 31,

                                                                                 1999             1998                1997
                                                                            -------------     --------------    ----------

CASH FLOWS USED FOR OPERATING ACTIVITIES

<S>                                                                         <C>               <C>               <C>
Net investment loss                                                         $    (273,475)    $     (196,803)   $      (221,913)

Adjustments  to  reconcile  net  investment  loss to  cash  used  for  operating
   activities:

Increase in accrued interest receivable                                            (3,429)          (133,510)          (117,371)
Increase in liabilities                                                           315,144            266,316             13,152
                                                                            -------------     --------------    ---------------
Cash used for operating activities                                                 38,240            (63,997)          (326,132)
                                                                            -------------     --------------    ---------------

CASH PROVIDED FROM (USED FOR) INVESTING

   ACTIVITIES

Cost of portfolio investments purchased                                           (60,000)           (40,815)          (600,000)
Proceeds from the sale of portfolio investments                                    14,365             96,749             42,007
                                                                            -------------     --------------    ---------------
Cash (used for) provided from investing activities                                (45,635)            55,934           (557,993)
                                                                            -------------     --------------    ---------------

(Decrease) increase in cash and cash equivalents                                   (7,395)            (8,063)          (884,125)
Cash and cash equivalents at beginning of period                                    7,998             16,061            900,186
                                                                            -------------     --------------    ---------------

CASH AND CASH EQUIVALENTS AT END OF

   PERIOD                                                                   $         603     $        7,998    $        16,061
                                                                            =============     ==============    ===============


Supplemental disclosure of non-cash investing and
   financing activities:

     Purchase of Inn Room Systems, Inc. common stock

       through reduction of notes                                           $           -     $          680     $        1,380
     Conversion of accrued interest into cost of portfolio
       investment - Spectix Corporation                                     $     249,566                  -                  -
</TABLE>

See notes to financial statements.


<PAGE>


WESTFORD TECHNOLOGY VENTURES, L.P.

STATEMENTS OF CHANGES IN PARTNERS' CAPITAL
<TABLE>

For the Years Ended December 31, 1997, 1998 and 1999

                                                                                               Unallocated

                                             Managing      Individual                        Net Unrealized
                                              General        General          Limited         Depreciation

                                              Partner       Partners         Partners        of Investments          Total

<S>                    <C> <C>           <C>               <C>           <C>                <C>                 <C>
Balance as of December 31, 1996          $    559,134      $    3,674    $    10,430,443    $    (1,980,156)    $     9,013,095

Net investment loss                            24,647             (88)          (246,472)                 -            (221,913)

Net realized loss from
   portfolio investments                       (6,584)             (9)           (25,072)                 -             (31,665)

Change in unrealized

   depreciation of investments                      -               -                  -         (2,181,401)         (2,181,401)
                                         ------------      ----------    ---------------    ---------------     ---------------

Balance as of December 31, 1997               577,197           3,577         10,158,899(A)      (4,161,557)          6,578,116

Net investment loss                            30,797             (81)          (227,519)                 -            (196,803)

Net realized loss from
   portfolio investments                      (14,178)            (19)           (53,993)                 -             (68,190)

Change in unrealized

   depreciation of investments                      -               -                  -         (1,259,082)         (1,259,082)
                                         ------------      ----------    ---------------    ---------------     ---------------

Balance as of December 31, 1998               593,816           3,477          9,877,387(A)      (5,420,639)          5,054,041

Net investment loss                              (105)            (97)          (273,273)                 -            (273,475)

Net realized loss from portfolio
   investments                                 (9,611)            (13)           (36,599)                 -             (46,223)
Change in unrealized
   depreciation of investments                      -               -                  -            201,080             201,080
                                         ------------      ----------    ---------------    ---------------     ---------------

Balance as of December 31, 1999          $    584,100      $    3,367     $    9,567,515(A)  $   (5,219,559)    $     4,935,423
                                         ============      ==========     ==============     ==============     ===============
</TABLE>


(A)  The net asset value per unit of limited partnership interest,  including an
     assumed allocation of net unrealized depreciation of investments, was $435,
     $446 and $580 as of December 31, 1999, 1998 and 1997, respectively.

See notes to financial statements.


<PAGE>


WESTFORD TECHNOLOGY VENTURES, L.P.
NOTES TO FINANCIAL STATEMENTS

1.     Organization and Purpose

     Westford  Technology  Ventures,  L.P.  (the  "Partnership")  is a  Delaware
limited  partnership  formed on September 3, 1987.  WTVI Co., L.P., the managing
general partner of the  Partnership  (the "Managing  General  Partner") and four
individuals (the "Individual  General Partners") are the general partners of the
Partnership.  Hamilton Capital Management Inc. (the "Management Company") is the
general partner of the Managing  General  Partner and the management  company of
the Partnership.  The Partnership began its principal  operations on December 1,
1988.

The  Partnership's  objective is to achieve  long-term  capital  appreciation by
making venture  capital  investments  in new and developing  companies and other
special  investment  situations.  The  Partnership  will not engage in any other
business or activity.  The Partnership's  originally scheduled  termination date
was December 31, 1998. In October 1998, the Individual General Partners voted to
extend  the term of the  Partnership  for an  additional  two-year  period.  The
Partnership  is now  scheduled  to  terminate  no later than  December 31, 2000.
However,  the Individual  General  Partners have the right to extend the term of
the Partnership for an additional  two-year period,  if they determine that such
extension is in the best interest of the Partnership.

2.     Significant Accounting Policies

Valuation of Investments - Short-term  investments are carried at amortized cost
which approximates  market.  Portfolio  investments are carried at fair value as
determined  quarterly by the Managing  General  Partner under the supervision of
the Individual General Partners.  Publicly-held  portfolio securities are valued
at the closing public market price on the valuation date  discounted by a factor
of 0% to 50% for sales restrictions.  Factors considered in the determination of
an  appropriate  discount  include,  underwriter  lock-up  or Rule  144  trading
restrictions,  insider status where the Partnership  either has a representative
serving on the Board of  Directors  or is greater  than a 10%  shareholder,  and
other  liquidity  factors  such as the size of the  Partnership's  position in a
given  company   compared  to  the  trading  history  of  the  public  security.
Privately-held  portfolio  securities  are  valued  at  cost  until  significant
developments  affecting  the  portfolio  company  provide a basis for  change in
valuation.  The fair  value of  private  securities  is  adjusted  to reflect 1)
meaningful  third-party  transactions  in the private  market or 2)  significant
progress or slippage in the development of the company's business such that cost
is no longer reflective of fair value. As a venture capital investment fund, the
Partnership's  portfolio  investments  involve  a high  degree of  business  and
financial  risk that can result in  substantial  losses.  The  Managing  General
Partner  considers such risks in determining the fair value of the Partnership's
portfolio investments.

Use of Estimates - The  preparation of financial  statements in conformity  with
generally accepted  accounting  principles requires management to make estimates
and assumptions  that affect the reported  amounts of assets and liabilities and
disclosure of  contingent  assets and  liabilities  at the date of the financial
statements  and the  reported  amounts  of  revenues  and  expenses  during  the
reporting period. Actual results could differ from those estimates.

Investment  Transactions - Investment  transactions  are recorded on the accrual
method.  Portfolio  investments  are  recorded on the trade  date,  the date the
Partnership  obtains an  enforceable  right to demand the  securities or payment
therefore.  Realized  gains and losses on  investments  sold are  computed  on a
specific identification basis.


<PAGE>


WESTFORD TECHNOLOGY VENTURES, L.P.
NOTES TO FINANCIAL STATEMENTS

Income Taxes - No provision  for income taxes has been made since all income and
losses are  allocable to the Partners for inclusion in their  respective  income
tax returns.  The  Partnership's  net assets for  financial  reporting  purposes
differ from its net assets for tax purposes. Net unrealized depreciation of $5.2
million as of December 31, 1999, was recorded for financial  statement  purposes
but has not been  recognized for tax purposes.  Additionally,  from inception to
December  31,  1999,  other timing  differences  relating to net realized  gains
totaling  $1.4  million  have  been  recorded  on  the  Partnership's  financial
statements  but have not yet been recorded on the  Partnership's  tax return and
syndication  costs  relating to the selling of Units  totaling $1.2 million were
charged to  partners'  capital  on the  financial  statements  but have not been
deducted or charged against partners' capital for tax purposes.

Reclassifications - Certain reclassifications have been made to the prior year's
financial statements to conform with the current year's presentation.

Cash Equivalents - The Partnership  considers all highly liquid debt instruments
(primarily money market funds) to be cash equivalents.

3.     Allocation of Partnership Profits and Losses

The  Partnership  Agreement  provides that the Managing  General Partner will be
allocated,  on a cumulative basis over the life of the  Partnership,  20% of the
Partnership's  aggregate  investment  income and net realized gains from venture
capital investments,  provided that such amount is positive. All other gains and
losses of the Partnership  are allocated  among all the Partners,  including the
Managing   General   Partner,   in  proportion  to  their   respective   capital
contributions to the Partnership.

4.     Related Party Transactions

The  Management  Company is responsible  for the  management and  administrative
services necessary for the operation of the Partnership. For these services, the
Management  Company  receives a management  fee at an annual rate of 2.5% of the
gross capital  contributions to the Partnership (net of selling  commissions and
organizational expenses paid by the Partnership), reduced by capital distributed
and  realized  losses,  with a minimum  fee of $200,000  per annum.  Such fee is
determined  quarterly and paid monthly.  The Management Company agreed to reduce
the  management  fee payable by the  Partnership  to the  minimum  annual fee of
$200,000 effective January 1, 1999.

The Management Company also directly provides certain  shareholder  services and
database  management  support for the Limited Partners of the  Partnership.  For
such services,  the Management Company had charged the Partnership an additional
fee of $8,500 per quarter through December 31, 1998. This amount was paid to the
Management Company in addition to the regular management fee discussed above.

 Effective January 1, 1999,  however,  the Management  Company agreed to provide
such services for no additional fee.

As  compensation  for services  rendered to the  Partnership,  each of the three
Independent  General Partners  receives an annual fee in quarterly  installments
and $1,000 for each meeting of the Independent  General Partners attended,  plus
out-of-pocket  expenses. The annual fee paid to each Independent General Partner
was reduced from $10,000 to $5,000 effective on January 1, 1999.


<PAGE>


WESTFORD TECHNOLOGY VENTURES, L.P.
NOTES TO FINANCIAL STATEMENTS

5.     Classification of Portfolio Investments
<TABLE>

As of December 31, 1999 and 1998 the  Partnership's  portfolio  investments were
categorized as follows:

As of December 31, 1999:                                                                         Percentage of
-----------------------
Type of Investments                                        Cost                   Fair Value                  Net Assets*
-------------------                                   ---------------           ---------------               -----------
<S>                                                  <C>                         <C>                          <C>
Preferred Stock                                      $      5,835,016            $    3,065,969               62.12%
Common Stock                                                4,771,824                 2,321,312               47.04%
Debt Securities                                               162,940                   162,940                 3.30%
                                                     ----------------            --------------             ---------
Total                                                $     10,769,780            $    5,550,221              112.46%
                                                     ================            ==============             ========

Country/Geographic Region

Midwestern U.S.                                      $      6,824,387            $    3,379,369               68.47%
Eastern U.S.                                                3,945,393                 2,170,852               43.99%
                                                     ----------------            --------------             --------
Total                                                $     10,769,780            $    5,550,221              112.46%
                                                     ================            ==============             ========

Industry

Wireless Communications                              $      5,401,098            $    2,976,429               60.32%
Computer Software                                           3,096,597                 1,322,056               26.78%
Vending Equipment                                           1,423,289                   402,940                8.16%
Semiconductors                                                848,796                   848,796               17.20%
                                                     ----------------            --------------             --------
Total                                                $     10,769,780            $    5,550,221              112.46%
                                                     ================            ==============             ========

As of December 31, 1998:                                                                         Percentage of
-----------------------
Type of Investments                                        Cost                   Fair Value                  Net Assets*
-------------------                                   ---------------           ---------------               -----------
Preferred Stock                                      $      4,300,147            $    1,902,254               37.63%
Common Stock                                                4,559,627                 1,536,881               30.41%
Debt Securities                                             1,600,440                 1,600,440               31.67%
                                                     ----------------            --------------               ------

Total                                                $     10,460,214            $    5,039,575               99.71%
                                                     ================            ==============               ======

Country/Geographic Region

Midwestern U.S.                                      $      6,574,821            $    3,850,585               76.18%
Eastern U.S.                                                3,885,393                 1,188,990               23.53%
                                                     ----------------            --------------               ------

Total                                                $     10,460,214            $    5,039,575               99.71%
                                                     ================            ==============               ======

Industry

Wireless Communications                              $      5,151,532            $    3,447,645               68.21%
Computer Software                                           3,096,597                   400,194                7.92%
Vending Equipment                                           1,423,289                   402,940                7.97%
Semiconductors                                                788,796                   788,796               15.61%
                                                     ----------------            --------------               ------

Total                                                $     10,460,214            $    5,039,575               99.71%
                                                     ================            ==============               ======
</TABLE>

* Fair value as a percentage of net assets.

6.     Subsequent Event

In January 2000, SER Systems AG completed its acquisition of EIS  International,
Inc. at $6.25 per share. The Partnership received $1,429,623 for its EIS shares,
which will  result in a realized  loss of  $1,667,334  for the first  quarter of
2000.


<PAGE>


Item 9.  Changes in and Disagreements with Accountants on Accounting and
         Financial Disclosure.
         -----------------------------------------------------------------------

None.

                                    PART III

Item 10.      Directors and Executive Officers of the Registrant.
              --------------------------------------------------

The Partnership

The  information set forth under the caption  "Election of General  Partners" in
the Annual Meeting Proxy Statement is incorporated herein by reference.

The Management Company

The  Management  Company is responsible  for the  management and  administrative
services  necessary  for  the  operation  of  the  Partnership  pursuant  to the
Management  Agreement between the Partnership and the Management  Company. As of
March 15, 2000, the directors and executive  officers of the Management  Company
are:
<TABLE>


Name and Age  Position Held                        Director Since

<S>                 <C>                                                                                    <C>
Jeffrey T. Hamilton (62)                           President, Secretary and                      September 3, 1987
                       Chairman of the Board of Directors

Louise M. Hamilton (59)                            Director                                      August 23, 1991

Susan J. Trammell (45)                             Treasurer and Director                        February 27, 1991
</TABLE>

The directors of the Management  Company will serve as directors  until the next
annual  meeting of  stockholders  and until  their  successors  are  elected and
qualified.  The  officers of the  Management  Company will hold office until the
next annual  meeting of the Board of  Directors  of the  Management  Company and
until their successors are elected and qualified.

The  information  with  respect to Mr.  Hamilton,  the sole  shareholder  of the
Management  Company,  set forth under the  subcaption  "Election  of  Individual
General  Partners" in the Annual Meeting Proxy Statement is incorporated  herein
by reference.

There are no family  relationships  among any of the Individual General Partners
of the  Partnership.  Jeffrey T.  Hamilton  and Louise M.  Hamilton,  President,
Secretary and Chairman of the Board of Directors and Director of the  Management
Company, respectively, are husband and wife.

Item 11.      Executive Compensation.
              ----------------------

The  information  with respect to the  compensation  of the  Individual  General
Partners  set  forth  under  the  subcaption  "Election  of  Individual  General
Partners"  in the Annual  Meeting  Proxy  Statement  is  incorporated  herein by
reference.

The  information  with  respect  to  the  allocation  and  distribution  of  the
Partnership's profits and losses to the Managing General Partner set forth under
the  subcaption  "Election of Managing  General  Partner" in the Annual  Meeting
Proxy Statement is incorporated herein by reference.

The  information  with respect to the  management  fee payable to the Management
Company  set forth  under  the  caption  "The  Terms of the  Current  Management
Agreement and the Proposed  Management  Agreement"  in the Annual  Meeting Proxy
Statement is incorporated herein by reference.

Item 12.      Security Ownership of Certain Beneficial Owners and Management.
              --------------------------------------------------------------

The  information  concerning the security  ownership of the  Individual  General
Partners  set  forth  under  the  subcaption  "Election  of  Individual  General
Partners"  in the Annual  Meeting  Proxy  Statement  is  incorporated  herein by
reference.

As of March 15, 2000, no person or group is known by the  Partnership  to be the
beneficial  owner of more than 5 percent of the Units.  Mr. Ames,  an Individual
General  Partner  of the  Partnership,  owns  10  Units  and Ms.  Trammell,  the
Treasurer and Director of the Management  Company,  owns 3 Units. The Individual
General  Partners and the directors and officers of the Management  Company as a
group own 13 Units or less than one percent of the total Units outstanding.

The Partnership is not aware of any arrangement which may, at a subsequent date,
result in a change of control of the Partnership.

Item 13.      Certain Relationships and Related Transactions.
              ----------------------------------------------

Not applicable.


<PAGE>


                                     PART IV

Item 14.      Exhibits, Financial Statements, Schedules and Reports on Form 8-K.
              -----------------------------------------------------------------

(a)           1.  Financial Statements

                  Report of Independent Certified Public Accountants - BDO
                  Seidman, LLP

                  Balance Sheets as of December 31, 1999 and 1998

                  Schedule of Portfolio Investments as of December 31, 1999

                  Schedule of Portfolio Investments as of December 31, 1998

                  Statements of Operations for the years ended December 31,
                  1999, 1998 and 1997

                  Statements of Cash Flows for the years ended December 31,
                  1999, 1998 and 1997

                  Statements of Changes in Partners' Capital for the years
                  ended December 31, 1997, 1998 and 1999

                  Notes to Financial Statements

              2.  Exhibits

                  3.1    Amended and Restated Certificate of Limited Partnership
                         of  the  Registrant   (filed  as  Exhibit  3.1  to  the
                         Registrant's  Annual  Report  on Form 10-K for the year
                         ended  December  31,  1991 and  incorporated  herein by
                         reference).

                  3.2    Amended and Restated  Agreement of Limited  Partnership
                         of  the  Registrant  (filed  as  Exhibit  1(c)  to  the
                         Registrant's  Registration  Statement  on Form N-2 (No.
                         33-16891) and incorporated herein by reference).

                  10     Management  Agreement  dated as of  February  28,  1991
                         between  the  Registrant  and  the  Management  Company
                         (filed  as  Exhibit  A to the  Registrant's  definitive
                         proxy  statement  in  connection  with the 1991  Annual
                         Meeting of Limited Partners and incorporated  herein by
                         reference).

                  27     Financial Data Schedule.

(b)               No reports on Form 8-K have been filed during the fourth
                  quarter of the fiscal year covered by this report.


<PAGE>


                                   SIGNATURES

Pursuant to the  requirements of Section 13 or 15(d) of the Securities  Exchange
Act of 1934,  this  report has been  signed  below by the  following  persons on
behalf of the Registrant,  in the capacities  indicated on the 29th day of March
2000.

         WESTFORD TECHNOLOGY VENTURES, L.P.


By:      WTVI Co., L.P.
         its managing general partner


By:      Hamilton Capital Management Inc.
         its general partner
<TABLE>


<S>     <C>    <C>    <C>    <C>    <C>    <C>
By:      /s/   Jeffrey T. Hamilton                                President, Secretary and Director (Principal
         -----------------------------------------------------
         Jeffrey T. Hamilton                                      Executive Officer) of Hamilton Capital
                                                                  Management Inc. and Individual General
                                                                  Partner of Westford Technology Ventures, L.P.


By:      /s/   Susan J. Trammell                                  Treasurer and Director (Principal Financial
         -----------------------------------------------------
         Susan J. Trammell                                        and Accounting Officer) of Hamilton Capital
                                                                  Management Inc.


By:      /s/   Robert S. Ames                                     Individual General Partner of
         -----------------------------------------------------
         Robert S. Ames                                           Westford Technology Ventures, L.P.


By:      /s/   Alfred M. Bertocchi                                Individual General Partner of
         -----------------------------------------------------
         Alfred M. Bertocchi                                      Westford Technology Ventures, L.P.


By:      /s/   George M. Weimer                                   Individual General Partner of
         -----------------------------------------------------
         George M. Weimer                                         Westford Technology Ventures, L.P.

</TABLE>