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 March 31, 2000

Or

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

For the transition period from                   to
                             Commission file number 0-17198


                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)

10830 E 45th Street
Suite 307

Tulsa, Oklahoma                                                            74146
--------------------------------------------------------------------------------
(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 March 31, 2000 (Unaudited) and December 31, 1999

Schedule of Portfolio Investments as of March 31, 2000 (Unaudited)

Statements of Operations for the Three Months Ended March 31, 2000 and 1999
(Unaudited)

Statements of Cash Flows for the Three Months Ended March 31, 2000 and 1999
Unaudited)

Statement of Changes in Partners' Capital for the Three Months Ended March 31,
2000 (Unaudited)

Notes to Financial Statements (Unaudited)

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

Item 3.       Quantitative and Qualitative Disclosures about Market Risk.

PART II.      OTHER INFORMATION

Item 1.       Legal Proceedings.

Item 2.       Changes in Securities.

Item 3.       Defaults upon Senior Securities.

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

Item 5.       Other Information.

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



<PAGE>


                         PART I - FINANCIAL INFORMATION

Item 1.       Financial Statements.

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

                                                                                     March 31, 2000              December 31,
                                                                                           (Unaudited)               1999

ASSETS

Portfolio investments, at fair value (cost of $1,644,986 as of
   March 31, 2000 and $1,935,622 as of December 31, 1999)                                $      6,240,824      $      7,528,215
Short-term investments at amortized cost                                                        1,645,084               747,585
Cash and cash equivalents                                                                         846,944               202,075
                                                                                         ----------------      ----------------

TOTAL ASSETS                                                                             $      8,732,852      $      8,477,875
                                                                                         ================      ================


LIABILITIES AND PARTNERS' CAPITAL

Liabilities:
Cash distribution payable                                                                $      2,071,111      $              -
Accounts payable and accrued expenses                                                              67,066                60,421
Due to Management Company                                                                          40,000               139,300
Due to Independent General Partners                                                                10,500                10,500
                                                                                         ----------------      ----------------
   Total liabilities                                                                            2,188,677               210,221
                                                                                         ----------------      ----------------

Partners' Capital:
Managing General Partner                                                                           19,484                26,751
Individual General Partners                                                                           758                 1,038
Limited Partners (10,248 Units)                                                                 1,928,095             2,647,272
Unallocated net unrealized appreciation of investments                                          4,595,838             5,592,593
                                                                                         ----------------      ----------------
   Total partners' capital                                                                      6,544,175             8,267,654
                                                                                         ----------------      ----------------

TOTAL LIABILITIES AND PARTNERS' CAPITAL                                                  $      8,732,852      $      8,477,875
                                                                                         ================      ================
</TABLE>


See notes to financial statements.


<PAGE>


ML OKLAHOMA VENTURE PARTNERS, LIMITED PARTNERSHIP
SCHEDULE OF PORTFOLIO INVESTMENTS (Unaudited)
As of March 31, 2000
<TABLE>

<S>     <C>    <C>    <C>    <C>    <C>    <C>
                                                                           Initial
                                                                          Investment
Investment                                                                  Date                  Cost               Fair Value

Data Critical Corp.*(A)(B)

Wireless data transmission

553,125 shares of Common Stock                                         April 1993           $    1,010,000       $    5,989,307
-------------------------------------------------------------------------------------------------------------------------------
Silverado Foods, Inc.(A)(B)

Gourmet snacks and food products

705,681 shares of Common Stock                                         June 1992                   529,900                    0
Warrant to purchase 35,000 shares of Common Stock
   at $.625 per share, expiring 12/19/02                                                                 0                    0
------------------------------------------------------------------------------------------------------------------------------------
UroCor, Inc. (A)(B)(D)

Urological disease management

53,474 shares of Common Stock                                          May 1991                    105,086              251,517
-------------------------------------------------------------------------------------------------------------------------------
Total Portfolio Investments                                                                 $    1,644,986       $    6,240,824
                                                                                            ==============       ==============

Supplemental Information - Liquidated Portfolio Investments: (C)

                                                                                                  Realized

                                                                                Cost            Gain (Loss)      Return

Totals from Liquidated Portfolio Investments (D)                          $    8,328,068        $  2,827,692     $   11,155,760
                                                                          ==============        ============     ==============

                                                                                                Combined            Combined
                                                                                            Unrealized and       Fair Value
                                                                               Cost           Realized Gain        and Return

Totals from Active & Liquidated Portfolio Investments                   $     9,973,054    $    7,423,530        $    17,396,584
                                                                        ================   ==============        ===============
</TABLE>

(A)  Public company

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

(C)  Amounts  provided  for  "Supplemental  Information:   Liquidated  Portfolio
     Investments" are cumulative from inception through March 31, 2000.

(D)  In January 2000, the  Partnership  liquidated its remaining  130,000 common
     shares of ZymeTx,  Inc.  for  $325,004,  resulting  in a  realized  gain of
     $324,484. During the quarter, the Partnership sold 225,700 common shares of
     UroCor,  Inc. for  $1,343,840,  resulting in a realized gain of $1,053,724.
     Additionally, in March 2000, the Partnership received $18,019, representing
     the  final  escrow  release  in  connection  with  the  1995  sale  of Base
     Manufacturing Inc. The payment was comprised of a $16,164 realized gain and
     $1,855 of interest.

* 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)
For the Three Months Ended March 31,
<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                                                                                 2000                1999
                                                                                             --------------    ---------------

INVESTMENT INCOME AND EXPENSES

   Income:
   Interest from short-term investments                                                      $       22,761    $          9,530
   Interest and other income from portfolio investments                                                   -             (28,778)
   Other income                                                                                       1,200                   -
                                                                                             --------------    ----------------
   Total investment income                                                                           23,961             (19,248)
                                                                                             --------------    ----------------

   Expenses:
   Management fee                                                                                    40,000              40,000
   Professional fees                                                                                 18,137              22,626
   Independent General Partners' fees                                                                10,500              11,500
   Mailing and printing                                                                               4,909               4,646
   Custodial fees                                                                                       400                 507
   Miscellaneous                                                                                          -                 969
                                                                                             --------------    ----------------
   Total investment expenses                                                                         73,946              80,248
                                                                                             --------------    ----------------

NET INVESTMENT LOSS                                                                                 (49,985)            (99,496)

Net realized gain (loss) from portfolio investments                                               1,394,372            (224,842)
                                                                                             --------------    ----------------

NET REALIZED GAIN (LOSS) FROM OPERATIONS                                                          1,344,387            (324,338)

Change in net unrealized appreciation of portfolio investments                                     (996,755)         (1,101,975)
                                                                                             --------------    ----------------

NET INCREASE (DECREASE) IN NET ASSETS RESULTING

   FROM OPERATIONS                                                                           $      347,632    $     (1,426,313)
                                                                                             ==============    ================
</TABLE>


See notes to financial statements.


<PAGE>


ML OKLAHOMA VENTURE PARTNERS, LIMITED PARTNERSHIP
STATEMENTS OF CASH FLOWS (Unaudited)
For the Three Months Ended March 31,
<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                                                                                   2000               1999
                                                                                               -------------      ------------

CASH FLOWS USED FOR OPERATING ACTIVITIES

Net investment loss                                                                            $     (49,985)     $    (99,496)
Adjustments to reconcile net investment loss to cash
   used for operating activities:

Decrease in payables                                                                                 (92,655)          (84,798)
Increase in accrued interest on short-term investments                                                (3,709)           (1,913)
Decrease in accrued interest receivable                                                                    -            28,778
                                                                                               -------------      ------------
Cash used for operating activities                                                                  (146,349)         (157,429)
                                                                                               -------------      ------------

CASH FLOWS PROVIDED FROM (USED FOR)
   INVESTING ACTIVITIES

Net purchase of short-term investments                                                              (893,790)         (495,832)
Proceeds from the sale of portfolio investments                                                    1,685,008             3,898
                                                                                               -------------      ------------
Cash provided from (used for) investing activities                                                   791,218          (491,934)
                                                                                               -------------      ------------

Increase (decrease) in cash and cash equivalents                                                     644,869          (649,363)
Cash and cash equivalents at beginning of period                                                     202,075           731,956
                                                                                               -------------      ------------

CASH AND CASH EQUIVALENTS AT END OF PERIOD                                                     $     846,944      $     82,593
                                                                                               =============      ============
</TABLE>


See notes to financial statements.


<PAGE>


ML OKLAHOMA VENTURE PARTNERS, LIMITED PARTNERSHIP
STATEMENT OF CHANGES IN PARTNERS' CAPITAL (Unaudited)
For the Three Months Ended March 31, 2000
<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                                                                             Unallocated

                                         Managing        Individual                        Net Unrealized
                                          General          General         Limited          Appreciation

                                          Partner         Partners        Partners         of Investments           Total

Balance as of beginning of period      $    26,751      $    1,038     $    2,647,272     $     5,592,593      $     8,267,654

Cash distribution - accrued                (20,711)           (800)        (2,049,600)                  -           (2,071,111)

Net investment loss                           (500)            (19)           (49,466)                  -              (49,985)

Net realized gain from
   investments                              13,944             539          1,379,889                   -            1,394,372

Change in unrealized

   appreciation of investments                   -               -                  -            (996,755)            (996,755)
                                       -----------      ----------     --------------     ---------------      ---------------

Balance as of end of period            $    19,484      $      758     $    1,928,095(A)  $     4,595,838      $     6,544,175
                                       ===========      ==========     ==============     ===============      ===============
</TABLE>

(A)  The net asset  value per unit of  limited  partnership  interest  ("Unit"),
     including  an  assumed   allocation  of  net  unrealized   appreciation  of
     investments,  was $632.  Cumulative cash  distributions  paid or accrued to
     limited partners totaled $840 per Unit as of March 31, 2000.

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 is scheduled
to terminate no later than December 31, 2000.  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. However, the Managing General Partner is working toward liquidating
the  Partnership's  remaining  assets and terminating the Partnership as soon as
practical with the goal of maximizing returns to Partners.

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 the  Partnership's  portfolio  investments by applying  consistent
guidelines.  Publicly-held portfolio securities are valued at the closing public
market  price on the  valuation  date,  less an  appropriate  discount for sales
restrictions,  the size of the  Partnership's  holdings  and the  public  market
trading  volume.  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 as of 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.


<PAGE>


ML OKLAHOMA VENTURE PARTNERS, LIMITED PARTNERSHIP

NOTES TO FINANCIAL STATEMENTS (Unaudited), continued

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
thereof.  Realized  gains  and  losses on  investments  sold are  computed  on a
specific identification basis.

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  $4.6  million as of March 31, 2000,  was  recorded for  financial
statement  purposes but has not been recognized for tax purposes.  Additionally,
from  inception  to March 31,  2000,  other  timing  differences  totaling  $1.4
million,  including  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.  From inception of the
Partnership  through  December 31, 1998, the  Management  Company had received 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,  capital  distributed and realized losses,  with a minimum annual
fee of $200,000.  Effective  January 1, 1999, the  Management  Company agreed to
reduce the minimum management fee from $200,000 to $160,000 per annum.

As  compensation  for services  rendered to the  Partnership,  each of the three
Independent   General  Partners  had  received  $16,000  annually  in  quarterly
installments   through  December  31,  1998.  Effective  January  1,  1999,  the
Individual  General  Partners  agreed  to  reduce  the  annual  fee paid to each
Independent General Partner from $16,000 to $12,000. In addition, the Individual
General Partners receive $1,000 for each meeting of the


<PAGE>


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

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.

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 not to exceed $203,720.

6.       Classification of Portfolio Investments

The Partnership's  portfolio investments,  all of which are located in the state
of  Oklahoma,  except  Data  Critical  Corp.,  which is  located in the state of
Washington, were categorized as follows as of March 31, 2000.
<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

Type of Investments                                      Cost          Fair Value       Net Assets*
-------------------                                -------------       ------------     -----------
Common Stock                                       $   1,644,986       $  6,240,824        95.36%
                                                   =============       ============     =========

Industry

Healthcare/Biotechnology                           $     105,086       $    251,517         3.84%
Data Communications                                    1,010,000          5,989,307        91.52%
Food Manufacturing and Distribution                      529,900                  0         0.00%
                                                   -------------       ------------     ---------
                                                   $   1,644,986       $  6,240,824        95.36%
                                                   =============       ============     =========
</TABLE>

*Represents fair value as a percentage of net assets.

7.       Interim Financial Statements

In  the  opinion  of the  Managing  General  Partner,  the  unaudited  financial
statements  as of March 31,  2000,  and for the three  month  period then ended,
reflect all  adjustments  necessary for the fair  presentation of the results of
the interim period.

8.       Subsequent Event - Cash distribution

On April 25, 2000, the Partnership made a cash distribution to partners totaling
$2,071,111. Limited partners of record on March 31, 2000 received $2,049,600, or
$200 per Unit, the Individual  General  Partners  received $800 and the Managing
General Partner received $20,711.


<PAGE>



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

Liquidity and Capital Resources

As of March 31, 2000, the  Partnership had a cash balance  totaling  $2,492,028,
including $1,645,084 in short-term  investments with maturities of less than one
year and $846,944 in an interest-bearing cash account. Interest earned from such
investments  totaled $22,761 for the three months ended March 31, 2000. Interest
earned from such  investments  in future periods is subject to  fluctuations  in
short-term  interest  rates and changes in amounts  available for  investment in
such securities.

The  Partnership  is scheduled to terminate no later than December 31, 2000. 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.  However,  the Managing General Partner is
working toward  liquidating the  Partnership's  remaining assets and terminating
the  Partnership as soon as practicable  with the goal of maximizing  returns to
partners.

The Partnership  will not make  investments in new portfolio  companies and does
not expect to make  additional  follow-on  investments  in any of the  remaining
portfolio companies.  Generally, the Partnership will distribute to partners all
proceeds received from the sale of its portfolio investments,  after an adequate
reserve for future operating  expenses,  as soon as practicable after receipt of
such proceeds. Funds needed to cover the future operating expenses and follow-on
investments,  if any, will be obtained from existing cash reserves, interest and
other  investment  income and proceeds from the sale of the remaining  portfolio
investments.

On April 25, 2000, the Partnership made a cash distribution to partners totaling
$2,071,111. Limited partners of record on March 31, 2000 received $2,049,600, or
$200 per Unit, the Individual  General  Partners  received $800 and the Managing
General Partner received $20,711.

Results of Operations

For the three months ended March 31, 2000 and 1999,  the  Partnership  had a net
realized  gain  from  operations  of  $1,344,387  and a net  realized  loss from
operations of $324,338,  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  other  investment  income  less
operating expenses).

Realized  Gains and Losses from  Portfolio  Investments  - For the three  months
ended March 31, 2000,  the  Partnership  had a net realized gain from  portfolio
investments  of $1,394,372.  During the quarter,  the  Partnership  sold 225,700
common shares of UroCor,  Inc. for  $1,343,840,  resulting in a realized gain of
$1,053,724.  The  Partnership  also sold its remaining  130,000 common shares of
ZymeTx,   Inc.  for  $325,004,   resulting  in  a  realized  gain  of  $324,484.
Additionally,  in March 2000, the Partnership received $18,019, representing the
final escrow release in connection with the 1995 sale of Base Manufacturing Inc.
The payment was comprised of a $16,164 realized gain and $1,855 of interest.

For the three months ended March 31, 1999,  the  Partnership  had a net realized
loss from portfolio  investments of $224,842,  consisting of a $228,740 realized
loss  from  the  write-off  of the  remaining  cost of a  bridge  loan  due from
Silverado Foods, Inc., partially offset by a $3,898 realized gain resulting from
an  escrow  release  payment  received  in  March  1999 in  connection  with the
Partnership's investment in Bace Manufacturing.

Investment  Income and  Expenses - For the three months ended March 31, 2000 and
1999,  the  Partnership  had a net  investment  loss  of  $49,985  and  $99,496,
respectively.  The favorable  change in net investment  loss for the 2000 period
compared to the 1999  period,  resulted  from a $43,209  increase in  investment
income and a $6,302 decrease in operating  expenses.  The increase in investment
income  primarily  resulted  from a $28,778  write-off  during  1999 of  accrued
interest on a bridge loan due from Silverado Foods,  Inc., which was written-off
in  March  1999 as  discussed  above.  Additionally,  interest  from  short-term
investments  increased  $13,231  for the 2000 period due to an increase in funds
available  for  investment  in  short-term  securities  during  the 2000  period
compared to the same period in 1999.  Funds  invested in  short-term  securities
were  relatively  higher  during  the 2000  period as a result of cash  proceeds
received from security sales completed during the fourth quarter of 1999 and for
the first quarter of 2000. Such proceeds were invested in short-term  securities
pending distribution to partners.

The $6,302  decrease in operating  expenses for the three months ended March 31,
2000 compared to the same period in 1999 primarily  resulted from a reduction in
professional  fees,  including  legal costs  related to the  liquidation  of the
Partnership's  investment in Americo Publishing,  Inc. and a decrease in general
legal fees.

The  Management  Company is responsible  for the  management and  administrative
services  necessary for the operation of the Partnership.  From inception of the
Partnership  through  December 31, 1998, the  Management  Company had received 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,  capital  distributed and realized losses,  with a minimum annual
fee of $200,000.  Effective  January 1, 1999, the  Management  Company agreed to
reduce the minimum  management  fee from  $200,000 to  $160,000  per annum.  The
management fee was $40,000 for each of the  three-month  periods ended March 31,
2000 and 1999. To the extent  possible the  management  fee and other  operating
expenses  incurred by the  Partnership  are paid with existing cash reserves and
funds  provided  from  operations,  which  includes  proceeds  from  the sale of
portfolio investments.

Unrealized Gains and Losses and Changes in Unrealized  Appreciation of Portfolio
Investments - For the three months ended March 31, 2000, the  Partnership  had a
$140,773  net  decrease  to  unrealized  appreciation,  resulting  from  the net
downward  revaluation  of its remaining  portfolio  investments  as of March 31,
2000. Additionally, $855,982 of unrealized gain was transferred to realized gain
resulting  from the sale of UroCor and ZymeTx  shares  during  the  quarter,  as
discussed  above.  As a  result,  net  unrealized  appreciation  of  investments
decreased by $996,755 for the three months ended March 31, 2000.

For the three months ended March 31, 1999, the  Partnership had a $1,101,975 net
decrease to unrealized  appreciation resulting from the net downward revaluation
of its  investments  in UroCor and ZymeTx,  reflecting the reduced public market
prices of such securities as of March 31, 1999.

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

For the quarter ended March 31, 2000, the Partnership had a $347,632 increase in
net assets resulting from  operations,  comprised of the $1,344,387 net realized
gain  from  operations,  offset  by the  $996,755  decrease  in  net  unrealized
appreciation.   As  of  March  31,  2000,  the  Partnership's  net  assets  were
$6,544,175, reflecting a decrease of $1,723,479 from net assets of $8,267,654 as
of December  31,  1999.  This  decrease  reflects  the  $2,071,111  accrued cash
distribution, paid to partners in April 2000, exceeding the $347,632 increase in
net assets resulting from operations for the quarter ended March 31, 2000.

As of March 31, 1999, the Partnership's net assets were $5,487,075, reflecting a
decrease of $1,426,313 from $6,913,388 as of December 31, 1998. This decrease is
comprised of the  $1,101,975  decrease in net  unrealized  appreciation  and the
$324,338 net realized loss from operations for the quarter ended March 31, 1999.

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 as of March 31, 2000 and  December 31, 1999 was $632
and $798, respectively.  Cumulative cash distributions to limited partners, paid
or accrued, totaled $840 and $640 per Unit as of March 31, 2000 and December 31,
1999, respectively.

Item 3.  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
$6,240,824  as of March 31,  2000.  An assumed 10% decline from this 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 a corresponding unrealized loss of $624,082.

As of March 31, 2000,  the  Partnership  held two  discounted  commercial  paper
instruments  with a  remaining  maturity  of 20 days or less.  These  short-term
investments  were carried at an aggregate  amortized  cost of  $1,645,084  as of
March 31,  2000.  An assumed 10% increase in the market  interest  rates of such
short-term  investments  held by the  Partnership  as of March 31,  2000,  would
result in a reduction to the fair value of such  investments and a corresponding
unrealized loss which is considered to be immaterial.

Market risk relating to the Partnership's interest-bearing cash equivalents held
as of March 31, 2000 is also considered to be immaterial.


<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 quarter 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 March 31, 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/     Michael Giobbe

              Michael Giobbe
              Vice President

By:           /s/     James V. Bruno

              James V. Bruno
              Vice President and Treasurer

              (Principal Financial and Accounting Officer)



Date:         May 15, 2000