SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 10-Q


[X]      Quarterly Report Pursuant To Section 13 Or 15(d) of the Securities 
          Exchange Act of 1934

For the Quarterly Period Ended June 30, 1997

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 0-17198


                ML OKLAHOMA VENTURE PARTNERS, LIMITED PARTNERSHIP
===============================================================================
             (Exact name of registrant as specified in its charter)


Oklahoma                                                             73-1329487
===============================================================================
(State or other jurisdiction of            (I.R.S. Employer Identification No.)
incorporation or organization)

Meridian Tower, Suite 1060
5100 East Skelly Drive
Tulsa, Oklahoma                                                          74135
===============================================================================
(Address of principal executive offices)                             (Zip Code)

Registrant's telephone number, including area code: (918) 663-2500

Not applicable
===============================================================================
Former name, former address and former fiscal year, if changed since last report


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. Yes X No


<PAGE>


                ML OKLAHOMA VENTURE PARTNERS, LIMITED PARTNERSHIP

                                      INDEX



PART I.       FINANCIAL INFORMATION

Item 1.       Financial Statements.

Balance Sheets as of June 30, 1997 (Unaudited) and December 31, 1996

Schedule of Portfolio Investments as of June 30, 1997 (Unaudited)

Statements of Operations for the Three and Six Months Ended June 30, 1997 and 
1996 (Unaudited)

Statements of Cash Flows for the Six Months Ended June 30, 1997 and 1996 
(Unaudited)

Statement of Changes in Partners' Capital for the Six Months Ended June 30, 1997
 (Unaudited)

Notes to Financial Statements (Unaudited)

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


PART II.      OTHER INFORMATION

Item 1.       Legal Proceedings.

Item 2.       Changes in Securities.

Item 3.       Defaults upon Senior Securities.

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

Item 5.       Other Information.

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



<PAGE>


                         PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements.

ML OKLAHOMA VENTURE PARTNERS, LIMITED PARTNERSHIP
BALANCE SHEETS
<TABLE>

                                                                                        June 30, 1997         December 31,
                                                                                         (Unaudited)                 1996
ASSETS

Portfolio investments at fair value (cost $4,063,359 as of
<S>       <C> <C>      <C>                       <C> <C>                              <C>                      <C>             
     June 30, 1997 and $5,477,160 as of December 31, 1996)                            $     7,764,166          $     10,496,844
Short-term investments at amortized cost                                                      249,415                   498,737
Cash and cash equivalents                                                                     139,795                   380,685
Receivable from securities sold                                                             1,626,692                    50,528
                                                                                      ---------------          ----------------

TOTAL ASSETS                                                                          $     9,780,068          $     11,426,794
                                                                                      ===============          ================

LIABILITIES AND PARTNERS' CAPITAL

Liabilities:
Cash distribution payable                                                             $             -          $        517,576
Accounts payable                                                                               57,822                    84,160
Due to Management Company                                                                      66,343                    90,365
Due to Independent General Partners                                                            15,208                    15,500
                                                                                      ---------------          ----------------
   Total liabilities                                                                          139,373                   707,601
                                                                                      ---------------          ----------------

Partners' Capital:
Managing General Partner                                                                       59,399                    57,186
Individual General Partners                                                                     2,297                     2,213
Limited Partners (10,248 Units)                                                             5,878,192                 5,640,110
Unallocated net unrealized appreciation of investments                                      3,700,807                 5,019,684
                                                                                      ---------------          ----------------
   Total partners' capital                                                                  9,640,695                10,719,193
                                                                                      ---------------          ----------------

TOTAL LIABILITIES AND PARTNERS' CAPITAL                                               $     9,780,068          $     11,426,794
                                                                                      ===============          ================
</TABLE>


See notes to financial statements.



<PAGE>


ML OKLAHOMA VENTURE PARTNERS, LIMITED PARTNERSHIP
SCHEDULE OF PORTFOLIO INVESTMENTS (UNAUDITED)
June 30, 1997
<TABLE>

                                                                     Initial Investment
Company / Position                                                          Date                  Cost               Fair Value
Americo Publishing, Inc.
<C>                                                                           <C>           <C>                 <C>            
8%-10% Demand Promissory Notes                                           Feb. 1994          $      364,000      $             0
-------------------------------------------------------------------------------------------------------------------------------
Data Critical Corp.*(B)
762,500 shares of Preferred Stock                                        April 1993                700,000            1,150,000
Warrant to purchase 875,000 shares of Common Stock
   at $.40 per share, expiring 10/6/97                                                                   0              350,000
-------------------------------------------------------------------------------------------------------------------------------
Envirogen, Inc.(A)
118,000 shares of Common Stock                                           Sept. 1991                413,000              346,625
-------------------------------------------------------------------------------------------------------------------------------
Excel Energy Technologies, Ltd.*(B)
3,492 shares of Preferred Stock                                          Oct. 1993                 663,907               66,391
17 shares of Common Stock                                                                            2,500                    0
-------------------------------------------------------------------------------------------------------------------------------
Independent Gas Company Holdings, Inc.
464 shares of Preferred Stock                                            June 1993                 464,000              464,000
5,192 shares of Common Stock                                                                         3,336                3,336
-------------------------------------------------------------------------------------------------------------------------------
Silverado Foods, Inc.*(A)(B)
705,681 shares of Common Stock                                           June 1992                 529,900              661,576
Warrant to purchase 12,121 shares of Common Stock
   at $8.25 per share, expiring 6/2/99                                                                   0                    0
-------------------------------------------------------------------------------------------------------------------------------
UroCor, Inc. *(A)(B)
496,635 shares of Common Stock                                           May 1991                  921,305            4,190,358
Warrant to purchase 12,539 shares of Common Stock
   at $4.30 per share, expiring 10/18/98                                                                 0               51,880
-------------------------------------------------------------------------------------------------------------------------------
ZymeTx, Inc.(B)
1,218,315 shares of Common Stock                                         July 1994                   1,411              480,000
-------------------------------------------------------------------------------------------------------------------------------

Total from Active Portfolio Investments                                                     $    4,063,359      $     7,764,166
                                                                                            ===================================








Supplemental Information: Liquidated Portfolio Investments(D)

                                                                            Cost            Realized Gain            Return

Totals from Liquidated Portfolio Investments(C)                       $     5,205,777       $    1,018,051     $      6,223,828
                                                                      =========================================================

                                                                                            Combined Net               Combined
                                                                                           Unrealized and            Fair Value
                                                                            Cost            Realized Gain            and Return

Totals from Active & Liquidated Portfolio Investments                 $     9,269,136       $    4,718,858     $     13,987,994
                                                                      =========================================================
</TABLE>

ML OKLAHOMA VENTURE PARTNERS, LIMITED PARTNERSHIP
SCHEDULE OF PORTFOLIO INVESTMENTS (UNAUDITED), continued
June 30, 1997


(A)  Public company

(B) Qualifies as an "Oklahoma business venture" under Oklahoma law.

(C)  During the  quarter,  the  Partnership  sold its  remaining  investment  of
     185,317 shares of C.R. Anthony Company for $1,534,382,  realizing a gain of
     $1,110,982. Additionally, in June 1997, the Partnership sold its investment
     in Diagnetics, Inc. for $92,310, realizing a loss of $721,300.

(D)  Amounts  provided  for  "Supplemental  Information:   Liquidated  Portfolio
     Investments" are cumulative from inception through June 30, 1997.




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





See notes to financial statements.


<PAGE>


ML OKLAHOMA VENTURE PARTNERS, LIMITED PARTNERSHIP
STATEMENTS OF OPERATIONS (UNAUDITED)

<TABLE>

                                                                       Three Months Ended               Six Months Ended
                                                                            June 30,                        June 30,

                                                                       1997           1996            1997            1996
                                                                 -------------   --------------  --------------   --------
INVESTMENT INCOME AND EXPENSES

   Income:
<S>                                                              <C>             <C>             <C>            <C>            
   Interest from short-term investments                          $      19,222   $        6,800  $      32,511  $        12,857
   Interest and other income from portfolio
     investments                                                             -              629              -            8,782
                                                                 -------------   --------------  -------------  ---------------
   Totals                                                               19,222            7,429         32,511           21,639
                                                                 -------------   --------------  -------------  ---------------

   Expenses:
   Management fee                                                       50,000           50,000        100,000          100,000
   Professional fees                                                     9,149           25,424         17,199           45,498
   Independent General Partners' fees                                   15,390           14,363         30,618           29,816
   Mailing and printing                                                  5,584            6,894          9,213           11,714
   Custodial fees                                                            -            1,340          1,457            2,865
   Miscellaneous                                                            43               14            293              408
                                                                 -------------   --------------  -------------  ---------------
   Totals                                                               80,166           98,035        158,780          190,301
                                                                 -------------   --------------  -------------  ---------------

NET INVESTMENT LOSS                                                    (60,944)         (90,606)      (126,269)        (168,662)

Net realized gain from portfolio investments                           411,337          366,212        884,626          366,212
                                                                 -------------   --------------  -------------  ---------------

NET REALIZED GAIN FROM
   OPERATIONS (allocable to Partners)                                  350,393          275,606        758,357          197,550

Net change in unrealized appreciation of
   investments                                                        (458,587)       2,091,777     (1,318,877)       2,261,114
                                                                 -------------   --------------  -------------  ---------------

NET (DECREASE) INCREASE IN NET ASSETS
   RESULTING FROM OPERATIONS                                     $    (108,194)  $    2,367,383  $    (560,520) $     2,458,664
                                                                 =============   ==============  =============  ===============
</TABLE>


See notes to financial statements.


<PAGE>


ML OKLAHOMA VENTURE PARTNERS, LIMITED PARTNERSHIP
STATEMENTS OF CASH FLOWS (UNAUDITED)
For the Six Months Ended June 30,

<TABLE>

                                                                                                  1997                1996
                                                                                              -------------       --------

CASH FLOWS USED FOR OPERATING ACTIVITIES

<S>                                                                                           <C>                 <C>           
Net investment loss                                                                           $    (126,269)      $    (168,662)
Adjustments to reconcile net investment loss to cash
   used for operating activities:

(Decrease) increase in payables, net                                                                (50,652)                505
Decrease (increase) in accrued interest on short-term investments                                     2,973              (2,312)
(Increase) in other receivables                                                                           -              (7,551)
                                                                                              -------------       -------------
Cash used for operating activities                                                                 (173,948)           (178,020)
                                                                                              -------------       -------------

CASH FLOWS PROVIDED FROM INVESTING ACTIVITIES

Cost of portfolio investments purchased                                                                   -             (50,000)
Proceeds from the sale of portfolio investments                                                     722,263             665,784
Net return (purchase) of short-term investments                                                     246,349            (548,125)
                                                                                              -------------       -------------
Cash provided from investing activities                                                             968,612              67,659
                                                                                              -------------       -------------

CASH FLOWS USED FOR FINANCING ACTIVITIES

Cash distributions to Partners                                                                   (1,035,554)                  -
                                                                                              -------------       -------------

Decrease in cash and cash equivalents                                                              (240,890)           (110,361)
Cash and cash equivalents at beginning of period                                                    380,685             261,310
                                                                                              -------------       -------------

CASH AND CASH EQUIVALENTS AT END OF PERIOD                                                    $     139,795       $     150,949
                                                                                              =============       =============
</TABLE>


See notes to financial statements.


<PAGE>


ML OKLAHOMA VENTURE PARTNERS, LIMITED PARTNERSHIP
STATEMENT OF CHANGES IN PARTNERS' CAPITAL (UNAUDITED)
For the Six Months Ended June 30, 1997


<TABLE>

                                                                                             Unallocated
                                         Managing        Individual                        Net Unrealized
                                          General          General         Limited          Appreciation
                                          Partner         Partners        Partners         of Investments           Total

<S>                                     <C>               <C>           <C>                 <C>                <C>            
Balance at beginning of period          $   57,186        $  2,213      $   5,640,110       $   5,019,684      $    10,719,193

Cash distribution                           (5,370)           (208)          (512,400)                  -             (517,978)

Net investment loss                         (1,263)            (49)          (124,957)                  -             (126,269)

Net realized gain                            8,846             341            875,439                   -              884,626

Net change in unrealized
appreciation of investments                      -               -                  -          (1,318,877)          (1,318,877)
                                        ----------        --------      -------------       -------------      ---------------

Balance at end of period                $   59,399        $  2,297      $   5,878,192(A)    $   3,700,807      $     9,640,695
                                        ==========        ========      =============       =============      ===============
</TABLE>


(A)  The net asset value per unit of limited partnership interest,  including an
     assumed allocation of net unrealized appreciation of investments,  was $931
     as of June 30, 1997.  Cumulative cash distributions to Limited Partners, as
     of June 30, 1997, totaled $350 per Unit.


See notes to financial statements.



<PAGE>


ML OKLAHOMA VENTURE PARTNERS, LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

1.       Organization and Purpose

ML Oklahoma Venture Partners, Limited Partnership (the "Partnership") was formed
on July 15, 1988 under the Revised Uniform Limited  Partnership Act of the State
of Oklahoma.  The  Partnership's  operations  commenced on August 14, 1989. MLOK
Co., Limited  Partnership,  the managing general partner of the Partnership (the
"Managing General Partner"),  is an Oklahoma limited  partnership formed on July
15, 1988,  the general  partner of which is Merrill Lynch  Venture  Capital Inc.
(the "Management Company"), an indirect subsidiary of Merrill Lynch & Co., Inc.

The  Partnership's  objective is to achieve  long-term  capital  appreciation by
making venture  capital  investments in new or developing  companies,  primarily
Oklahoma  companies,  and other special investment  situations.  The Partnership
does not  engage  in any  other  business  or  activity.  The  Partnership  will
terminate on December 31, 1998,  subject to the right of the Individual  General
Partners to extend the term for up to two additional two-year periods.

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.  The Managing General Partner  determines the
fair value of its portfolio investments by applying consistent  guidelines.  The
fair value of public  securities is adjusted to the closing  public market price
for the last trading day of the accounting  period less an appropriate  discount
for sales  restrictions,  the size of the Partnership's  holdings and the public
market trading volume.  Private securities are carried at cost until significant
developments  affecting  a  portfolio  investment  provide a basis for change in
valuation.  The fair  value of  private  securities  is  adjusted  1) to reflect
meaningful  third-party  transactions  in the  private  market or 2) to  reflect
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
therefor.  Realized  gains and  losses on  investments  sold are  computed  on a
specific identification basis.


<PAGE>


ML OKLAHOMA VENTURE PARTNERS, LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS (UNAUDITED), continued


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  tax
returns.  The Partnership's net assets for financial  reporting  purposes differ
from  its  net  assets  for  tax  purposes.   Net  unrealized   appreciation  of
approximately $3.7 million as of June 30, 1997, which was recorded for financial
statement purposes, has not been recognized for tax purposes. Additionally, from
inception  to June 30,  1997,  other timing  differences  totaling  $1.0 million
relating to the original sales  commissions  paid and other costs of selling the
Units have been recorded on the Partnership's  financial statements but have not
yet been deducted for tax purposes.

Statements of Cash Flows - The Partnership  considers its interest-bearing  cash
account to be cash equivalents.

3.       Allocation of Partnership Profits and Losses

Pursuant to the Partnership Agreement,  profits from venture capital investments
are allocated to all Partners in proportion to their capital contributions until
all  Partners  have  been  allocated  a  10%  Priority  Return  from  liquidated
investments.  Profits in excess of this amount are allocated 30% to the Managing
General  Partner  and  70%  to all  Partners  in  proportion  to  their  capital
contributions  until the Managing  General Partner has been allocated 20% of the
total profits from venture capital investments. Thereafter, profits from venture
capital investments are allocated 20% to the Managing General Partner and 80% to
all Partners in proportion to their  capital  contributions.  Profits from other
sources  are   allocated  to  all  Partners  in   proportion  to  their  capital
contributions.

Losses  are   allocated  to  all  Partners  in   proportion   to  their  capital
contributions. However, if profits had been previously allocated in the 70-30 or
80-20  ratios as discussed  above,  then losses will be allocated in the reverse
order in which profits were allocated.

4.       Related Party Transactions

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,   reduced  by  selling   commissions  and
organizational   and  offering   expenses  paid  by  the  Partnership,   capital
distributed and realized losses, with a minimum annual fee of $200,000. Such fee
is determined and paid quarterly.

5.       Limitation on Operating Expenses

The Management Company has undertaken to the Partnership that it will reduce its
management  fee or otherwise  reimburse  the  Partnership  in order to limit the
annual operating  expenses of the Partnership,  exclusive of the management fee,
to an amount equal to $203,720.



<PAGE>


ML OKLAHOMA VENTURE PARTNERS, LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS (UNAUDITED), continued


6.       Independent General Partners' Fees

As  compensation  for services  rendered to the  Partnership,  each of the three
Independent   General   Partners   receives   $16,000   annually  in   quarterly
installments,  $1,000 for each meeting of the General Partners attended,  $1,000
for each committee  meeting attended ($500 if a committee meeting is held on the
same day as a meeting of the General  Partners)  and $500 for  meetings  held by
telephone conference.

7.     Portfolio Investments

As of June 30, 1997, the Partnership's investments were categorized as follows:
<TABLE>
                                                                                                                 % of
Type of Investments                                        Cost                     Fair Value                Net Assets*
-------------------                                  ----------------             ---------------             -----------
<S>                                                  <C>                          <C>                            <C>
Common Stock                                         $      1,871,452             $     6,083,775                62%
Preferred Stock                                             1,827,907                   1,680,391                17%
Debt Securities                                               364,000                           0                 0%
                                                     ----------------             ---------------            -------
                                                     $      4,063,359             $     7,764,166                79%
                                                     ================             ===============            =======

Country/Geographic Region
Oklahoma                                             $      2,819,023             $     6,950,205                71%
Non-Oklahoma                                                1,244,336                     813,961                 8%
                                                     ----------------             ---------------            -------
                                                     $      4,063,359             $     7,764,166                79%
                                                     ================             ===============            =======

Industry
Publishing                                           $        364,000             $             0                 0%
Food Manufacturing & Distribution                             529,900                     661,576                 7%
Energy/Natural Gas                                          1,133,743                     533,727                 5%
Data Communications                                           700,000                   1,500,000                15%
Environmental Technology                                      413,000                     346,625                 4%
Healthcare/Biotechnology                                      922,716                   4,722,238                48%
                                                     ----------------             ---------------            -------
                                                     $      4,063,359             $     7,764,166                79%
                                                     ================             ===============            =======
</TABLE>

* Percentage of net assets is based on fair value.

8.     Cash Distribution

On July 1, 1997, the Partnership made a cash  distribution to Partners  totaling
$517,978.  Limited Partners of record on June 30, 1997 received $512,400, or $50
per Unit, and the General Partners received $5,578.


<PAGE>


ML OKLAHOMA VENTURE PARTNERS, LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS (UNAUDITED), continued


9.     Subsequent Event - Cash Distribution

In August 1997, the General  Partners  approved a cash  distribution to Partners
totaling  $1,294,445.  Limited  Partners  of record on  September  30, 1997 will
receive  $1,281,000,  or $125 per Unit,  and the General  Partners  will receive
$13,445. The distribution will be paid in October 1997.

10.      Interim Financial Statements

In the opinion of MLOK Co., Limited Partnership, the managing general partner of
the Partnership, the unaudited financial statements as of June 30, 1997, and for
the three and six month period then ended, reflect all adjustments necessary for
the fair presentation of the results of the interim periods.



<PAGE>


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

Liquidity and Capital Resources

At June 30,  1997,  the  Partnership  held  cash and cash  equivalents  totaling
$389,200,  consisting of $249,400 in short-term  investments  with maturities of
less than one year and $139,800 in an  interest-bearing  cash  account.  For the
three and six months ended June 30, 1997,  the  Partnership  earned  $19,200 and
$32,500 of interest income from such investments,  respectively. Interest earned
from such investments in future periods is subject to fluctuations in short-term
interest rates and amounts available for investment in short-term securities.

The  June  30,  1997  cash  balance  has  been  reduced  by  the  $517,978  cash
distribution  paid to  Partners on July 1, 1997.  Limited  Partners of record on
June 30, 1997  received  $512,400,  or $50 per Unit,  and the  General  Partners
received $5,578.

In June 1997 the Partnership  sold its remaining  185,317 shares of C.R. Anthony
Company for $1.5 million,  realizing a gain of $1.1 million.  Also in June 1997,
the Partnership sold its investment in Diagnetics, Inc. for $92,300, realizing a
loss of $721,300.  Proceeds  from the sale of these  investments,  totaling $1.6
million, were received by the Partnership in July 1997.

In August 1997, the General  Partners  approved a cash  distribution to Partners
totaling  $1,294,445.  Limited  Partners  of record on  September  30, 1997 will
receive  $1,281,000,  or $125 per Unit,  and the General  Partners  will receive
$13,445. The distribution will be paid in October 1997.

The Partnership will not purchase any new portfolio investments and, in general,
will distribute to Partners all proceeds  received from the sale of its existing
portfolio investments as soon as practicable after receipt and after an adequate
reserve for future  operating  expenses and  follow-on  investments  in existing
companies.  Funds  needed  to cover  future  operating  expenses  and  follow-on
investments is expected to be obtained from existing cash reserves, interest and
other investment income and proceeds from the sale of portfolio investments.

Results of Operations

For the three and six months  ended June 30,  1997,  the  Partnership  had a net
realized gain from  operations of $350,400 and $758,400,  respectively.  For the
three and six months ended June 30,  1996,  the  Partnership  had a net realized
gain from operations of $275,600 and $197,600,  respectively.  Net realized gain
or loss from  operations  is  comprised  of (1) net  realized  gain or loss from
portfolio  investments  and (2) net  investment  income  or loss  (interest  and
dividend income less operating expenses).

Realized  Gains and Losses from  Portfolio  Investments  - For the three and six
months  ended  June 30,  1997,  the  Partnership  had a net  realized  gain from
portfolio investments of $411,300 and $884,600,  respectively.  During the three
months ended June 30, 1997, the Partnership sold its remaining 185,317 shares of
C.R. Anthony Company for $1,534,400, realizing a gain of $1,111,000 and sold its
investment  in  Diagnetics,  Inc.  for  $92,300,  realizing a loss of  $721,300.
Additionally during the quarter, the Partnership realized a gain of $21,700 from
the receipt of $72,200, representing the final escrow release in connection with
the 1996 acquisition of Enerpro  International,  Inc. by Energy  Ventures,  Inc.
("EVI").  During the three  months ended March 31, 1997,  the  Partnership  sold
90,000 shares of C.R. Anthony for $649,900, realizing a gain of $473,100.

For the three and six months ended June 30, 1996, the Partnership had a $366,200
realized  gain from  portfolio  investments.  In May  1996,  EVI  completed  its
acquisition of Enerpro International.  In connection therewith,  the Partnership
received  24,500  shares of EVI  common  stock  for its  Enerpro  holdings.  The
Partnership  sold such shares in the public market during May 1996 for $737,900,
of which $72,200 was placed in escrow and subsequently released in June 1997, as
discussed  above.  The Partnership had recorded a reserve of $21,700 against the
escrow  holdings,  which was  recognized as a realized gain upon receipt in June
1997.  The  Partnership  recorded  a  $366,200  realized  gain  in May  1996  in
connection with this transaction.

Investment  Income and  Expenses - For the three  months ended June 30, 1997 and
1996,  the  Partnership  had a net  investment  loss  of  $60,900  and  $90,600,
respectively.  The decrease in net investment  loss for the 1997 period compared
to the 1996 period  primarily  resulted from a $12,400 increase in interest from
short-term  investments  and a  $17,900  decrease  in  operating  expenses.  The
increase in interest  from  short-term  investments  primarily  resulted from an
increase in funds available for investments in short-term  securities during the
1997  period  compared  to the same  period  in  1996.  Proceeds  received  from
portfolio  sales during the 1997 period were invested in short-term  securities.
Generally,  proceeds  from the sale of  portfolio  investments  are  invested in
short-term  securities  until such funds are distributed to Partners or used for
follow-on investments or operating expenses.  The decrease in operating expenses
for the 1997 period compared to the 1996 period primarily  resulted from reduced
professional fees recorded during the 1997 period.  The larger  professional fee
expense in 1996 includes certain adjustments for audit and tax accruals relating
to outside accounting fees.

For the six  months  ended June 30,  1997 and 1996,  the  Partnership  had a net
investment  loss of $126,300  and  $168,700,  respectively.  The decrease in net
investment loss for the six months ended June 30, 1997 primarily resulted from a
$10,900  increase  in  investment  income  and a $31,500  decline  in  operating
expenses.  The  increase in  investment  income  included a $20,000  increase in
interest earned from short-term  investments resulting from an increase in funds
available for investment in such  securities  during the 1997 period.  Partially
offsetting  this  increase  was a decrease  in  interest  and other  income from
portfolio  investments  primarily  resulting  from a reduced  amount of interest
income  accrued on demand notes due from Americo  Publishing,  Inc.,  which were
fully reserved for in September  1996.  The reduction in operating  expenses was
primarily  due to a  decrease  in  professional  fees  for the 1997  period,  as
described above.

The  Management  Company is responsible  for the  management and  administrative
services  necessary  for  the  operation  of the  Partnership.  Pursuant  to the
Management  Agreement,  the  Management  Company  receives a  management  fee of
$200,000 annually. Therefore, the management fee for the three months ended June
30, 1997 and 1996 was $50,000 for each period and the management fee for the six
months ended June 30, 1997 and 1996 was $100,000 for each period.  To the extent
possible  the  management  fee  and  other  expenses  incurred  directly  by the
Partnership  are paid with funds provided from  operations,  which are primarily
derived from interest  earned from  short-term  investments,  interest and other
income  from  portfolio  investments  and  proceeds  received  from  the sale of
portfolio investments.

Unrealized   Gains  and  Losses  and  Changes  in  Unrealized   Appreciation  of
Investments - For the six months ended June 30, 1997, the Partnership had a $1.0
million net  unrealized  loss,  resulting  from the net downward  revaluation of
certain  portfolio  investments.  Additionally,  $275,800 was  transferred  from
unrealized  gain to  realized  gain  relating  to the sale of C.R.  Anthony  and
Diagnetics,  as discussed  above.  As a result,  net unrealized  appreciation of
investments decreased $1.3 million for the six month period.

For the six months ended June 30, 1996, the  Partnership  had a $2.5 million net
unrealized  gain from its portfolio  investments,  primarily  resulting  from an
upward revaluation of the Partnership's  investment in UroCor,  Inc.,  resulting
from UroCor's  initial  public  offering  completed in May 1996.  Offsetting the
unrealized gain for the period was the transfer of $200,000 from unrealized gain
to realized gain resulting from the sale of Enerpro,  as discussed  above.  As a
result, net unrealized appreciation of investments increased by $2.3 million for
the six month period.

Net Assets - Changes to net assets  resulting  from  operations are comprised of
(1) net realized gains and losses and (2) changes to net unrealized appreciation
or depreciation of portfolio investments.

For the six months ended June 30, 1997, the Partnership had a $560,500  decrease
in net assets resulting from operations, comprised of the $758,400 realized gain
from operations  offset by the $1.3 million decrease in unrealized  appreciation
for the six month period.  At June 30, 1997, the  Partnership's  net assets were
$9.6  million,  reflecting  a decrease  of $1.1  million  from $10.7  million at
December 31, 1996. The $1.1 million decrease  reflects the $560,500 net decrease
in net  assets  from  operations  and the  $518,000  cash  distribution  paid to
Partners on July 1, 1997.

At June 30, 1996, the Partnership's net assets were $11.7 million, reflecting an
increase of $2.5  million  from $9.2  million at  December  31,  1995.  The $2.5
million increase represents the increase in net assets resulting from operations
for the six month period and is comprised of the $197,600 net realized gain from
operations  and  the  $2.3  million  increase  in  unrealized   appreciation  of
investments for the six month period.

Gains or 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,  net unrealized  appreciation or
depreciation  of  investments  has been included as if the net  appreciation  or
depreciation  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 at June 30, 1997 and  December 31, 1996 was $941 and
$1,035, respectively.



<PAGE>


                           PART II - OTHER INFORMATION


Item 1.       Legal Proceedings.

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

Item 2.       Changes in Securities.

Not applicable.

Item 3.       Defaults Upon Senior Securities.

Not applicable.

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

No matter was submitted to a vote of security  holders during the period covered
by this report.

Item 5.       Other Information.

None.



<PAGE>


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

              (a)              Exhibits

                  (3)    (a)   Amended and Restated  Certificate of Limited  
                         Partnership of the Partnership  dated as of November
                               29, 1988.*

                         (b)   Amended and Restated  Agreement of Limited  
                         Partnership  of the  Partnership  dated as of November
                               29, 1988.*

                         (c)   Amended and Restated  Agreement of Limited  
                         Partnership of the Partnership  dated as of August 14,
                               1989.**

                  (10)         Management  Agreement  dated as of November 29, 
                              1988 between the Partnership  and the  Management
                               Company.*

                  (27)         Financial Data Schedule.

                  (28)         (a) Prospectus of the Partnership  dated December
                               1, 1988 filed with the  Securities  and  Exchange
                               Commission  pursuant  to Rule 497 (b)  under  the
                               Securities  Act of  1933,  as  supplemented  by a
                               supplement dated April 25, 1989 filed pursuant to
                               Rule 497 (d) under the Securities Act of 1933.***

              (b)              No reports on Form 8-K have been filed during the
                               quarter for which this report is filed.
------------------------------

*        Incorporated  by reference to the  Partnership's  Annual Report on Form
         10-K for the  fiscal  year  ended  December  31,  1988  filed  with the
         Securities and Exchange Commission on April 3, 1989.

**       Incorporated by reference to the Partnership's Quarterly Report on Form
         10-Q for the quarter ended September 30, 1989 filed with the Securities
         and Exchange Commission on November 14, 1989.

***      Incorporated by reference to the Partnership's Quarterly Report on Form
         10-Q for the quarter ended June 30, 1989 filed with the  Securities and
         Exchange Commission on May 15, 1989.



<PAGE>


                                   SIGNATURES



Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.



              ML OKLAHOMA VENTURE PARTNERS, LIMITED PARTNERSHIP


By:           MLOK Co., Limited Partnership
              its Managing General Partner


By:           Merrill Lynch Venture Capital Inc.
              its General Partner


By:           /s/     Kevin K. Albert
              Kevin K. Albert
              President
              (Principal Executive Officer)


By:           /s/     Diane T. Herte
              Diane T. Herte
              Vice President and Treasurer
              (Principal Financial and Accounting Officer)



Date:         August 14, 1997