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, 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.
-------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


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

17 Academy Street, 5th Floor
Newark, New Jersey                                                07102-2905
-------------------------------------------------------------------------------
(Address of principal executive offices)                            (Zip Code)

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

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>


                       WESTFORD TECHNOLOGY VENTURES, L.P.

                                      INDEX



PART I.       FINANCIAL INFORMATION

Item 1.       Financial Statements.

Balance Sheets as of March 31, 1999 (Unaudited) and December 31, 1998

Schedule of Portfolio Investments as of March 31, 1999 (Unaudited)

Statements of Operations for the Three Months Ended March 31, 1999 and 1998 
(Unaudited)

Statements of Cash Flows for the Three Months Ended March 31, 1999 and 1998 
(Unaudited)

Statement of Changes in Partners' Capital for the Three Months Ended March 31, 
1999 (Unaudited)

Notes to Financial Statements (Unaudited)

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

Item 3.       Quantitative and Qualitative Disclosure about Market Risk


PART II.      OTHER INFORMATION

Item 1.       Legal Proceedings.

Item 2.       Changes in Securities.

Item 3.       Defaults upon Senior Securities.

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

Item 5.       Other Information.

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



<PAGE>


                         PART I - FINANCIAL INFORMATION

Item 1.       Financial Statements.

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


                                                                                       March 31, 1999          December 31,
                                                                                          (Unaudited)                1998      
ASSETS

<S>                                        <C>              
Portfolio investments, at fair value (cost $10,759,780 as of
   March 31, 1999 and $10,460,214 as of Decemeber 31, 1998 )                            $     4,789,870           $    5,039,575
Cash and cash equivalents                                                                        10,701                    7,998
Receivable from securities sold (net of unamortized
   discount of $30,493 as of December 31, 1998)                                                       -                   70,275
Accrued interest receivable                                                                      32,962                  279,498
                                                                                        ---------------           --------------

TOTAL ASSETS                                                                            $     4,833,533           $    5,397,346
                                                                                        ===============           ==============

LIABILITIES AND PARTNERS' CAPITAL

Liabilities:
Accounts payable and accrued expenses                                                   $        29,907           $       39,501
Due to Management Company                                                                       351,304                  251,304
Due to Independent General Partners                                                              59,250                   52,500
                                                                                        ---------------           --------------
   Total liabilities                                                                            440,461                  343,305
                                                                                        ---------------           --------------

Partners' Capital:
Managing General Partner                                                                        584,154                  593,816
Individual General Partners                                                                       3,441                    3,477
Limited Partners (11,217 Units)                                                               9,775,387                9,877,387
Unallocated net unrealized depreciation of investments                                       (5,969,910)              (5,420,639)
                                                                                        ---------------           --------------
   Total partners' capital                                                                    4,393,072                5,054,041
                                                                                        ---------------           --------------

TOTAL LIABILITIES AND PARTNERS' CAPITAL                                                 $     4,833,533           $    5,397,346

                                                                                       ===============           ==============
</TABLE>


See notes to financial statements.


<PAGE>


WESTFORD TECHNOLOGY VENTURES, L.P.
SCHEDULE OF PORTFOLIO INVESTMENTS (Unaudited)
March 31, 1999


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

                                                                     Initial Investment
Company  /Position                                                          Date                  Cost               Fair Value
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     $       571,705
--------------------------------------------------------------------------------------------------------------------------------
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*(B)
Infrared data transfer technology for networks
2,277,173 shares of Preferred Stock                                      June 1989                 5,046,220           2,277,173
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 Preferred Stock                                        Oct. 1992                   788,796             788,796
Demand Promissory Note at prime                                                                       50,000              50,000
                                                                                            ----------------     ---------------
                                                                                                     838,796             838,796
--------------------------------------------------------------------------------------------------------------------------------

TOTAL PORTFOLIO INVESTMENTS                                                                 $     10,759,780     $     4,789,870

                                                                                            ================     ===============
</TABLE>



(A) Public company

(B) 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 preferred stock.


* 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 (Unaudited)
For the Three Months Ended March 31,
<TABLE>



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

INVESTMENT INCOME AND EXPENSES

   Income:
<S>                                                                                            <C>                 <C>         
   Interest from short-term investments                                                        $         109       $        165
   Interest and other income from portfolio investments                                                3,016             41,052
                                                                                               -------------       ------------
   Total investment income                                                                             3,125             41,217
                                                                                               -------------       ------------

   Expenses:
   Management fee                                                                                     50,000             55,896
   Professional fees                                                                                   6,775              7,683
   Mailing and printing                                                                                3,500              3,490
   Independent General Partners' fees                                                                  6,750             10,500
   Other expenses                                                                                      1,575             10,240
                                                                                               -------------       ------------
   Total expenses                                                                                     68,600             87,809
                                                                                               -------------       ------------

NET INVESTMENT LOSS                                                                                  (65,475)           (46,592)

Net realized loss from portfolio investments                                                         (46,223)                 -
                                                                                               -------------       ------------

NET REALIZED LOSS FROM OPERATIONS                                                                   (111,698)           (46,592)

Change in net unrealized depreciation of investments                                                (549,271)           676,435
                                                                                               -------------       ------------

NET (DECREASE) INCREASE IN NET ASSETS RESULTING
   FROM OPERATIONS                                                                             $    (660,969)      $    629,843
                                                                                               =============       ============
</TABLE>


See notes to financial statements.



<PAGE>


WESTFORD TECHNOLOGY VENTURES, L.P.
STATEMENTS OF CASH FLOWS (Unaudited)
For the Three Months Ended March 31,
<TABLE>



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

CASH FLOWS PROVIDED FROM (USED FOR)
OPERATING ACTIVITIES

<S>                                                                                           <C>                  <C>          
Net investment loss                                                                           $     (65,475)       $    (46,592)

Adjustments to reconcile  net  investment  loss to cash provided from (used for)
   operating activities:

Decrease (increase) in accrued interest and other receivables                                         6,657             (35,389)
Increase in payables                                                                                 97,156              78,530
                                                                                              -------------        ------------
Cash provided from (used for) operating activities                                                   38,338              (3,451)
                                                                                              -------------        ------------

CASH FLOWS (USED FOR) PROVIDED FROM
INVESTING ACTIVITIES

Cost of portfolio investments purchased                                                             (50,000)                  -
Proceeds from the sale of portfolio investments                                                      14,365              11,300
                                                                                              -------------        ------------
Cash (used for) provided from investing activities                                                  (35,635)             11,300
                                                                                              -------------        ------------

Increase in cash and cash equivalents                                                                 2,703               7,849
Cash and cash equivalents at beginning of period                                                      7,998              16,061
                                                                                              -------------        ------------

CASH AND CASH EQUIVALENTS AT END OF PERIOD                                                    $     10,701         $     23,910
                                                                                              ============         ============


Supplemental disclosure of non-cash investing activities:
   Conversion of accrued interest into cost of portfolio investment                           $    (249,566)       $          -

                                                                                              =============        ============
</TABLE>


See notes to financial statements.



<PAGE>


WESTFORD TECHNOLOGY VENTURES, L.P.
STATEMENT OF CHANGES IN PARTNERS' CAPITAL (Unaudited)
For the Three Months Ended March 31, 1999

<TABLE>


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

<S>                                     <C>               <C>            <C>                <C>                <C>            
Balance at beginning of period          $    593,816      $   3,477      $     9,877,387    $    (5,420,639)   $     5,054,041

Net investment loss                              (51)           (23)             (65,401)                 -            (65,475)

Net realized loss from portfolio
   investments                                (9,611)           (13)             (36,599)                 -            (46,223)

Change in net unrealized
   depreciation of investments                     -              -                    -           (549,271)          (549,271)
                                        ------------      ---------      ---------------    ---------------    ---------------

Balance at end of period                $    584,154      $   3,441      $     9,775,387(A) $    (5,969,910)   $     4,393,072
                                        ============      =========      ===============    ===============    ===============
</TABLE>


(A)  The net asset  value  per  $1,000  unit of  limited  partnership  interest,
     including  an  assumed   allocation  of  net  unrealized   depreciation  of
     investments, is $388.


See notes to financial statements.


<PAGE>


WESTFORD TECHNOLOGY VENTURES, L.P.
NOTES TO FINANCIAL STATEMENTS (Unaudited)

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.  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.  The fair value of  publicly-held  portfolio
securities  is adjusted to the closing  public market price for the last trading
day of each quarter 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 carried at cost
until significant  developments  affecting the portfolio company 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.


<PAGE>


WESTFORD TECHNOLOGY VENTURES, L.P.
NOTES TO FINANCIAL STATEMENTS (Unaudited)

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.

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 $6.0
million at March 31, 1999, which was recorded for financial  statement purposes,
has not been recognized for tax purposes.  Additionally, from inception to March
31, 1999, other timing differences  relating to net realized gains totaling $1.0
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.

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. Effective January 1, 1999, the management
fee payable by the Partnership was reduced to the minimum annual fee of $200,000
as per agreement with the Management Company.

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.


<PAGE>


WESTFORD TECHNOLOGY VENTURES, L.P.
NOTES TO FINANCIAL STATEMENTS (Unaudited)

5.     Independent General Partners' Fees

As  compensation  for services  rendered to the  Partnership,  each of the three
Independent General Partners receives $5,000 annually in quarterly  installments
and $1,000 for each meeting of the Independent  General Partners attended,  plus
out-of-pocket expenses.

6.     Classification of Portfolio Investments

As of March 31, 1999, the Partnership's investments were categorized as follows:
<TABLE>

                                                                                                          Percentage of
Type of Investments                                        Cost                   Fair Value                  Net Assets*
-------------------                                   ---------------           ---------------               -----------
<S>                                                  <C>                         <C>                          <C>   
Preferred Stock                                      $      5,835,016            $    3,065,969               69.79%
Common Stock                                                4,771,824                 1,570,961               35.76%
Debt Securities                                               152,940                   152,940                 3.48%
                                                     ----------------            --------------             ---------
Total                                                $     10,759,780            $    4,789,870             109.03%
                                                     ================            ==============             =======

Country/Geographic Region
Midwestern U.S.                                      $      6,824,387            $    3,379,369               76.92%
Eastern U.S.                                                3,935,393                 1,410,501               32.11%
                                                     ----------------            --------------             --------
Total                                                $     10,759,780            $    4,789,870              109.03%
                                                     ================            ==============             ========

Industry
Wireless Communications                              $      5,401,098            $    2,976,429               67.76%
Computer Software                                           3,096,597                   571,705               13.01%
Vending Equipment                                           1,423,289                   402,940                9.17%
Semiconductors                                                838,796                   838,796               19.09%
                                                     ----------------            --------------             --------
Total                                                $     10,759,780            $    4,789,870              109.03%
                                                     ================            ==============             ========
</TABLE>

*  Fair value as a percentage of net assets.


<PAGE>


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

Liquidity and Capital Resources

As of March 31, 1999, the Partnership held $10,701 in an  interest-bearing  cash
account.  The Partnership earned $109 of interest from such cash account for the
three months ended March 31, 1999.  Interest earned from the Partnership's  cash
balances and short-term 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  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 the three months ended March 31, 1999,
the  Partnership  completed a  follow-on  investment  of $50,000 in  Thunderbird
Technologies, Inc.

As of March 31, 1999, the Partnership's  current  liabilities  exceeded its cash
balance by  approximately  $430,000.  Current  liabilities  as of March 31, 1999
include  $351,304  due  to  the  Management  Company  and  $59,250  due  to  the
Independent  General Partners.  Funds needed to cover such 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
Management  Company and the Independent  General  Partners have been temporarily
suspended.

Results of Operations

For the three months ended March 31, 1999 and 1998,  the  Partnership  had a net
realized  loss from  operations  of  $111,698  and  $46,592,  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 three  months
ended March 31, 1999, the  Partnership  had a $46,223 net realized loss from its
portfolio  investments  due to the write off of the net  receivable  balance due
from  the  1994  sale  of  Eidetics   Incorporated.   In  April  1994,  Eidetics
Incorporated was sold in a management  buyout for a $4,190 cash down payment and
potential  future  payments to be  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 three months ended March 31, 1998, the Partnership had no realized gains
or losses from its portfolio investments.

Investment Income and Expenses - Net investment loss for the t hree months ended
March 31, 1999 and 1998 was $65,475 and $46,592,  respectively.  The increase in
net investment  loss for the 1999 period as compared to the same period in 1998,
is comprised of a $38,092  decrease in investment  income  partially offset by a
$19,209  decrease in  operating  expenses.  The  decrease in  investment  income
primarily  resulted from the decrease in interest  income relating to promissory
notes due from Spectrix  Corporation  which were exchanged for additional equity
holdings of the  company in March  1999.  The  decrease  in  operating  expenses
primarily  resulted  from a  decline  in the  management  fee and  the  database
management fee, as discussed below. Additionally,  Independent General Partners'
fees declined  $3,750,  reflecting the reduction of the annual fees paid to each
Independent  General  Partner from $10,000 to $5,000  effective as of January 1,
1999.

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 the  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.  Effective  January 1, 1999, the
Management   Company  agreed  to  reduce  the  management  fee  payable  by  the
Partnership  to the minimum  annual fee of $200,000.  The management fee for the
three   months   ended  March  31,  1999  and  1998  was  $50,000  and  $55,896,
respectively.

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 provided
such services for no additional fee.

To the extent possible,  the management fee and other expenses incurred directly
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 of Portfolio
Investments - For the three months ended March 31, 1999, the  Partnership  had a
$549,271  unfavorable  change in net  unrealized  depreciation  of  investments,
resulting  from  the  net  downward   revaluation  of  its  investments  in  EIS
International, Inc. and Spectrix Corporation.

For the three  months  ended  March 31,  1998,  the  Partnership  had a $676,435
favorable change in net unrealized  depreciation of investments,  resulting from
the  net  upward  revaluation  of its  investment  in EIS  International,  Inc.,
resulting  from the increase in the public market price of the company's  common
stock at the end of the quarter.

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 investments.

As of March 31, 1999, the Partnership's net assets were $4,393,072, reflecting a
decrease of $660,969 from net assets of $5,054,041 as of December 31, 1998. This
change  represents the decrease in net assets  resulting from operations for the
three  month  period,  comprised  of  the  $549,271  unfavorable  change  in net
unrealized  depreciation  of investments and the $111,698 net realized loss from
operations.

As of March 31, 1998, the Partnership's  net assets were $7,207,959,  reflecting
an increase of $629,843  from net assets of  $6,578,116 as of December 31, 1997.
This change  represents the increase in net assets resulting from operations for
the  three  month  period,  comprised  of  the  $676,435  favorable  change  net
unrealized  depreciation  of  investments  partially  offset by the  $46,592 net
realized loss from operations.

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 March  31,  1999 and  December  31,  1998 was $388 and  $446,
respectively.

Year 2000 Issue - The Year 2000 ("Y2K")  concern  arose  because  many  existing
computer  programs  use only the last two digits to refer to a year.  Therefore,
these computer  programs do not properly  recognize a year that begins with "20"
instead of "19".  If not  corrected,  many computer  applications  could fail or
create  erroneous  results.  The impact of the Y2K concern on the  Partnership's
operations is currently being assessed.

The Management Company is responsible to provide or arrange for the provision of
administrative services necessary to support the Partnership's  operations.  The
Management  Company has  arranged  for Palmeri Fund  Administrators,  Inc.  (the
"Administrator")  to provide the administrative and accounting  services for the
Partnership,  including maintenance of the books and records of the Partnership,
maintenance of the Limited Partner  database,  issuance of financial reports and
tax  information  to Limited  Partners and processing  distribution  payments to
Limited  Partners.  Fees charged by the  Administrator  are paid directly by the
Management Company.

The  Administrator  has  assessed its  computer  hardware and software  systems,
specifically  as they relate to the  operations of the  Partnership.  As part of
this investigation of potential Y2K concerns, the Administrator  contracted with
an outside  computer  service  provider  to examine  all of the  Administrator's
computer hardware and software applications. This review and evaluation has been
completed.  The  Administrator  is in the process of purchasing,  installing and
testing the necessary  software patches and new computer hardware to ensure that
all of its computer systems are Y2K compliant. This correction phase is expected
to be completed by September 1999.

Additionally, the Administrator has contacted the outside service providers used
to assist the Administrator or the Management Company with the administration of
the Partnership's  operations to ascertain whether these entities are addressing
the Y2K issue within  their own  operation.  There can be no guarantee  that the
Administrator's systems or that systems of other companies providing services to
the Partnership will be corrected in a timely manner. The estimated costs to the
Partnership,  relating  to the  investigation  or  correction  of  Y2K  problems
affecting the Partnership's operations, are expected to be nominal.

Finally,  the Y2K  issue  is a  global  concern  that may  affect  all  business
entities,  including the Partnership's portfolio companies. The Managing General
Partner is  continuing  to assess the impact of Y2K  concerns  on its  portfolio
companies.  However, the extent to which any potential Y2K concerns could affect
the  valuations  of these  companies is unknown.  At the time that  specific Y2K
concerns are  identified,  if any, the Managing  General  Partner will take such
issues  into  consideration  in  adjusting  the fair value of the  Partnership's
portfolio investments.





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
$4,789,870  as of March 31,  1999.  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 $478,987.

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

The 1999 Annual Meeting of Limited  Partners is scheduled to be held on June 28,
1999.

Item 5.       Other Information.

Not applicable.

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

              (a)   Exhibits

                    (27) Financial Data Schedule  (filed with SEC, EDGAR version
                    only)

              (b) No  reports on Form 8-K have been  filed  during  the  quarter
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, and on the date indicated.



              WESTFORD TECHNOLOGY VENTURES, L.P.


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


By:  Hamilton Capital Management Inc.
     its general partner


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.



Date:         May 14, 1999