SEC 1745
(02-02)


Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

 

 

UNITED STATES

OMB APPROVAL

 

SECURITIES AND EXCHANGE COMMISSION

OMB Number:
3235-0145

 

Washington, D.C. 20549

Expires:
December 31, 2005

 

SCHEDULE 13G

Estimated average burden hours per response. . 11

 

Under the Securities Exchange Act of 1934
(Amendment No.    )*

 

Superconductor Technologies Inc.

(Name of Issuer)

 

Common Stock  ($0.001 par value)

(Title of Class of Securities)

 

867931107

(CUSIP Number)

 

May 23, 2003

(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

[     ]

Rule 13d-1(b)

[ X ]

Rule 13d-1(c)

[     ]

Rule 13d-1(d)

 

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

 

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

CUSIP No. 867931107

 

 

1.

Names of Reporting Persons.
Alloy Ventures 2002, LLC (“Alloy 2002”)
I.R.S. Identification Nos. of above persons (entities only)

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

[     ]

 

 

(b)

[ X ]

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
California

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
5,734,842 shares, of which 1,748,684 shares are issuable pursuant to warrants that are exercisable within 60 days, 5,584,073 shares are directly owned by Alloy Ventures 2002, L.P. ("Alloy Ventures") and 150,769 shares are directly owned by Alloy Partners 2002, L.P. ("Alloy Partners"). Alloy 2002, the general partner of Alloy Ventures and Alloy Partners, may be deemed to have sole power to vote these shares and Craig Taylor, Douglas E. Kelly, John F. Shoch, Tony Di Bona and J. Leighton Read, the managing members of Alloy 2002, may be deemed to have shared power to vote these shares.

 

6.

Shared Voting Power
0

 

7.

Sole Dispositive Power
5,734,842 shares, of which 1,748,684 shares are issuable pursuant to warrants that are exercisable within 60 days, 5,584,073 shares are directly owned by Alloy Ventures and 150,769 shares are directly owned by Alloy Partners. Alloy 2002, the general partner of Alloy Ventures and Alloy Partners, may be deemed to have sole power to dispose of these shares and Craig Taylor, Douglas E. Kelly, John F. Shoch, Tony Di Bona and J. Leighton Read, the managing members of Alloy 2002, may be deemed to have shared power to dispose of these shares.

 

8.

Shared Dispositive Power
0

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
5,734,842 shares

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

 

 

11.

Percent of Class Represented by Amount in Row (9)
9.3%

 

 

12.

Type of Reporting Person (See Instructions)
OO

 

2

 

CUSIP No. 867931107

 

 

1.

Names of Reporting Persons.
Alloy Ventures 2002, L.P. (“Alloy Ventures”)
I.R.S. Identification Nos. of above persons (entities only)

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

[     ]

 

 

(b)

[ X ]

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
California

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
5,584,073 shares, of which 1,702,711 shares are issuable pursuant to warrants which are exercisable within 60 days. Alloy Ventures 2002, LLC (“Alloy 2002”), the general partner of Alloy Ventures, may be deemed to have sole power to vote these shares and Craig Taylor, Douglas E. Kelly, John F. Shoch, Tony Di Bona and J. Leighton Read, the managing members of Alloy 2002, may be deemed to have shared power to vote these shares.

 

6.

Shared Voting Power
0

 

7.

Sole Dispositive Power
5,584,073 shares, of which 1,702,711 shares are issuable pursuant to warrants which are exercisable within 60 days.  Alloy 2002, the general partner of Alloy Ventures, may be deemed to have sole power to dispose of these shares and Craig Taylor, Douglas E. Kelly, John F. Shoch, Tony Di Bona and J. Leighton Read, the managing members of Alloy 2002, may be deemed to have shared power to dispose of these shares.

 

8.

Shared Dispositive Power
0

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
5,584,073 shares

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

 

 

11.

Percent of Class Represented by Amount in Row (9)
9.1%

 

 

12.

Type of Reporting Person (See Instructions)
PN

 

3

 

CUSIP No. 867931107

 

 

1.

Names of Reporting Persons.
Craig Taylor (“Taylor”)
I.R.S. Identification Nos. of above persons (entities only)

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

[     ]

 

 

(b)

[ X ]

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
102,218

 

6.

Shared Voting Power
5,790,707 shares, of which 1,796,684 shares are issuable pursuant to warrants that are exercisable within 60 days, 6,785 shares are directly owned by Asset Management Associates 1984 (“AMA ‘84”), 36,072 shares are directly owned by AMA98 Ventures, L.P., 4,328 shares are directly owned by AMA98 Corporate, L.P., 5,417 shares are directly owned by AMA98 Investors, L.P., 2,183 shares are directly owned by AMA98 Partners, L.P., 5,584,073 shares are directly owned by Alloy Ventures 2002, L.P. ("Alloy Ventures"), 150,769 shares are directly owned by Alloy Partners 2002, L.P. ("Alloy Partners"), and 1,080 shares are directly owned by the Taylor Family Partnership. AMC Partners 84, a California Limited Partnership and the general partner of AMA ‘84, may be deemed to have sole power to vote 6,785 of these shares.  Alloy Ventures 1998, LLC, the general partner of AMA98 Ventures, L.P., AMA98 Corporate, L.P., AMA98 Investors, L.P. and AMA98 Partners, L.P., may be deemed to have sole power to vote 48,000 of these shares.  Alloy Ventures 2002, LLC (“Alloy 2002”), the general partner of Alloy Ventures and Alloy Partners, may be deemed to have sole power to vote 5,734,842 of these shares.  The Taylor Family Partnership may be deemed to have sole power to vote 1,080 of these shares.  Taylor, a general partner of AMC Partners 84, a managing member of Alloy Ventures 1998, LLC, a managing member of Alloy 2002 and the general partner of the Taylor Family Partnership, may be deemed to have shared power to vote all of these shares.

 

7.

Sole Dispositive Power
102,218

 

8.

Shared Dispositive Power
5,790,707 shares, of which 1,796,684 shares are issuable pursuant to warrants that are exercisable within 60 days, 6,785 shares are directly owned by AMA ‘84, 36,072 shares are directly owned by AMA98 Ventures, L.P., 4,328 shares are directly owned by AMA98 Corporate, L.P., 5,417 shares are directly owned by AMA98 Investors, L.P., 2,183 shares are directly owned by AMA98 Partners, L.P., 5,584,073 shares are directly owned by Alloy Ventures, 150,769 shares are directly owned by Alloy Partners, and 1,080 shares are directly owned by the Taylor Family Partnership. AMC Partners 84, a California Limited Partnership and the general partner of AMA ‘84, may be deemed to have sole power to dispose of 6,785 of these shares.  Alloy Ventures 1998, LLC, the general partner of AMA98 Ventures, L.P., AMA98 Corporate, L.P., AMA98 Investors, L.P. and AMA98 Partners, L.P., may be deemed to have sole power to dispose of 48,000 of these shares.  Alloy 2002, the general partner of Alloy Ventures and Alloy Partners, may be deemed to have sole power to dispose of 5,734,842 of these shares. The Taylor Family Partnership may be deemed to have sole power to dispose of 1,080 of these shares. Taylor, a general partner of AMC Partners 84, a managing member of Alloy Ventures 1998, LLC, a managing member of Alloy 2002 and the general partner of the Taylor Family Partnership, may be deemed to have shared power to dispose of all of these shares.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
5,892,925 shares

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

 

 

11.

Percent of Class Represented by Amount in Row (9)
9.6%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

4

 

CUSIP No. 867931107

 

 

1.

Names of Reporting Persons.
Douglas E. Kelly (“Kelly”)
I.R.S. Identification Nos. of above persons (entities only)

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

[     ]

 

 

(b)

[ X ]

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
24,667

 

6.

Shared Voting Power
5,782,842 shares, of which 1,796,684 shares are issuable pursuant to warrants that are exercisable within 60 days, 36,072 shares are directly owned by AMA98 Ventures, L.P., 4,328 shares are directly owned by AMA98 Corporate, L.P., 5,417 shares are directly owned by AMA98 Investors, L.P., 2,183 shares are directly owned by AMA98 Partners, L.P., 5,584,073 shares are directly owned by Alloy Ventures 2002, L.P. ("Alloy Ventures"), and 150,769 shares are directly owned by Alloy Partners 2002, L.P. ("Alloy Partners"). Alloy Ventures 1998, LLC, the general partner of AMA98 Ventures, L.P., AMA98 Corporate, L.P., AMA98 Investors, L.P. and AMA98 Partners, L.P., may be deemed to have sole power to vote 48,000 of these shares.  Alloy Ventures 2002, LLC (“Alloy 2002”), the general partner of Alloy Ventures and Alloy Partners, may be deemed to have sole power to vote 5,734,842 of these shares. Kelly, a managing member of Alloy Ventures 1998, LLC and a managing member of Alloy 2002, may be deemed to have shared power to vote all of these shares.

 

7.

Sole Dispositive Power
24,667

 

8.

Shared Dispositive Power
5,782,842 shares, of which 1,796,684 shares are issuable pursuant to warrants that are exercisable within 60 days, 36,072 shares are directly owned by AMA98 Ventures, L.P., 4,328 shares are directly owned by AMA98 Corporate, L.P., 5,417 shares are directly owned by AMA98 Investors, L.P., 2,183 shares are directly owned by AMA98 Partners, L.P., 5,584,073 shares are directly owned by Alloy Ventures, and 150,769 shares are directly owned by Alloy Partners. Alloy Ventures 1998, LLC, the general partner of AMA98 Ventures, L.P., AMA98 Corporate, L.P., AMA98 Investors, L.P. and AMA98 Partners, L.P., may be deemed to have sole power to dispose of 48,000 of these shares.  Alloy 2002, the general partner of Alloy Ventures and Alloy Partners, may be deemed to have sole power to dispose of 5,734,842 of these shares. Kelly, a managing member of Alloy Ventures 1998, LLC and a managing member of Alloy 2002, may be deemed to have shared power to dispose of all of these shares.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
5,807,509 shares

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

 

 

11.

Percent of Class Represented by Amount in Row (9)
9.4%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

5

 

CUSIP No. 867931107

 

 

1.

Names of Reporting Persons.
John F. Shoch (“Shoch”)
I.R.S. Identification Nos. of above persons (entities only)

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

[     ]

 

 

(b)

[ X ]

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
137,513

 

6.

Shared Voting Power
5,790,707 shares, of which 1,846,784 shares are issuable pursuant to warrants that are exercisable within 60 days, 6,785 shares are directly owned by Asset Management Associates 1984 (“AMA ‘84”), 36,072 shares are directly owned by AMA98 Ventures, L.P., 4,328 shares are directly owned by AMA98 Corporate, L.P., 5,417 shares are directly owned by AMA98 Investors, L.P., 2,183 shares are directly owned by AMA98 Partners, L.P., 5,584,073 shares are directly owned by Alloy Ventures 2002, L.P. ("Alloy Ventures"), 150,769 shares are directly owned by Alloy Partners 2002, L.P. ("Alloy Partners"), and 1,808 shares are directly owned by the Shoch Family, L.P.  AMC Partners 84, a California Limited Partnership and the general partner of AMA ‘84, may be deemed to have sole power to vote 6,785 of these shares.  Alloy Ventures 1998, LLC, the general partner of AMA98 Ventures, L.P., AMA98 Corporate, L.P., AMA98 Investors, L.P. and AMA98 Partners, L.P., may be deemed to have sole power to vote 48,000 of these shares.  Alloy Ventures 2002, LLC (“Alloy 2002”), the general partner of Alloy Ventures and Alloy Partners, may be deemed to have sole power to vote 5,734,842 of these shares.  The Shoch Family, L.P. may be deemed to have sole power to vote 1,080 of these shares.  Shoch, a general partner of AMC Partners 84, a managing member of Alloy Ventures 1998, LLC, a managing member of Alloy 2002 and the general partner of the Shoch Family, L.P., may be deemed to have shared power to vote all of these shares.

 

7.

Sole Dispositive Power
137,513

 

8.

Shared Dispositive Power
5,790,707 shares, of which 1,846,784 shares are issuable pursuant to warrants that are exercisable within 60 days, 6,785 shares are directly owned by AMA ‘84, 36,072 shares are directly owned by AMA98 Ventures, L.P., 4,328 shares are directly owned by AMA98 Corporate, L.P., 5,417 shares are directly owned by AMA98 Investors, L.P., 2,183 shares are directly owned by AMA98 Partners, L.P., 5,584,073 shares are directly owned by Alloy Ventures, 150,769 shares are directly owned by Alloy Partners, and 1,808 shares are directly owned by the Shoch Family, L.P.  AMC Partners 84, a California Limited Partnership and the general partner of AMA ‘84, may be deemed to have sole power to dispose of 6,785 of these shares.  Alloy Ventures 1998, LLC, the general partner of AMA98 Ventures, L.P., AMA98 Corporate, L.P., AMA98 Investors, L.P. and AMA98 Partners, L.P., may be deemed to have sole power to dispose of 48,000 of these shares.  Alloy 2002, the general partner of Alloy Ventures and Alloy Partners, may be deemed to have sole power to dispose of 5,734,842 of these shares.  The Shoch Family, L.P. may be deemed to have sole power to dispose of 1,080 of these shares.  Shoch, a general partner of AMC Partners 84, a managing member of Alloy Ventures 1998, LLC, a managing member of Alloy 2002 and the general partner of the Shoch Family, L.P., may be deemed to have shared power to dispose of all of these shares.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
5,928,220 shares

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

 

 

11.

Percent of Class Represented by Amount in Row (9)
9.6%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

6

 

CUSIP No. 867931107

 

 

1.

Names of Reporting Persons.
Tony Di Bona (“Di Bona”)
I.R.S. Identification Nos. of above persons (entities only)

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

[     ]

 

 

(b)

[ X ]

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Australia

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
14,536

 

6.

Shared Voting Power
5,782,842 shares, of which 1,796,684 shares are issuable pursuant to warrants that are exercisable within 60 days, 36,072 shares are directly owned by AMA98 Ventures, L.P., 4,328 shares are directly owned by AMA98 Corporate, L.P., 5,417 shares are directly owned by AMA98 Investors, L.P., 2,183 shares are directly owned by AMA98 Partners, L.P., 5,584,073 shares are directly owned by Alloy Ventures 2002, L.P. ("Alloy Ventures"), and 150,769 shares are directly owned by Alloy Partners 2002, L.P. ("Alloy Partners"). Alloy Ventures 1998, LLC, the general partner of AMA98 Ventures, L.P., AMA98 Corporate, L.P., AMA98 Investors, L.P. and AMA98 Partners, L.P., may be deemed to have sole power to vote 48,000 of these shares.  Alloy Ventures 2002, LLC (“Alloy 2002”), the general partner of Alloy Ventures and Alloy Partners, may be deemed to have sole power to vote 5,734,842 of these shares. Di Bona, a managing member of Alloy Ventures 1998, LLC and a managing member of Alloy 2002, may be deemed to have shared power to vote all of these shares.

 

7.

Sole Dispositive Power
14,536

 

8.

Shared Dispositive Power
5,782,842 shares, of which 1,796,684 shares are issuable pursuant to warrants that are exercisable within 60 days, 36,072 shares are directly owned by AMA98 Ventures, L.P., 4,328 shares are directly owned by AMA98 Corporate, L.P., 5,417 shares are directly owned by AMA98 Investors, L.P., 2,183 shares are directly owned by AMA98 Partners, L.P., 5,584,073 shares are directly owned by Alloy Ventures, and 150,769 shares are directly owned by Alloy Partners. Alloy Ventures 1998, LLC, the general partner of AMA98 Ventures, L.P., AMA98 Corporate, L.P., AMA98 Investors, L.P. and AMA98 Partners, L.P., may be deemed to have sole power to dispose of 48,000 of these shares.  Alloy 2002, the general partner of Alloy Ventures and Alloy Partners, may be deemed to have sole power to dispose of 5,734,842 of these shares. Di Bona, a managing member of Alloy Ventures 1998, LLC and a managing member of Alloy 2002, may be deemed to have shared power to dispose of all of these shares.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
5,797,378 shares

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

 

 

11.

Percent of Class Represented by Amount in Row (9)
9.4%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

7

 

CUSIP No. 867931107

 

 

1.

Names of Reporting Persons.
J. Leighton Read (“Read”)
I.R.S. Identification Nos. of above persons (entities only)

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

[     ]

 

 

(b)

[ X ]

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
7,465

 

6.

Shared Voting Power
5,734,842 shares, of which 1,748,684 shares are issuable pursuant to warrants which are exercisable within 60 days, 5,584,073 shares are directly owned by Alloy Ventures 2002, L.P. ("Alloy Ventures"), 150,769 shares are directly owned by Alloy Partners 2002, L.P. ("Alloy Partners").  Alloy Ventures 2002, LLC (“Alloy 2002”), the general partner of Alloy Ventures and Alloy Partners, may be deemed to have sole power to vote 5,734,842 of these shares. Read, a managing member of Alloy 2002, may be deemed to have shared power to vote all of these shares.

 

7.

Sole Dispositive Power
7,465

 

8.

Shared Dispositive Power
5,734,842 shares, of which 1,748,684 shares are issuable pursuant to warrants which are exercisable within 60 days, 5,584,073 shares are directly owned by Alloy Ventures, 150,769 shares are directly owned by Alloy Partners.  Alloy 2002, the general partner of Alloy Ventures and Alloy Partners, may be deemed to have sole power to dispose of 5,734,842 of these shares. Read, a managing member of Alloy 2002, may be deemed to have shared power to dispose of all of these shares.

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
5,742,307 shares

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  [     ]

 

 

11.

Percent of Class Represented by Amount in Row (9)
9.3%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

8

 

Item 1.

 

(a)

Name of Issuer
Superconductor Technologies Inc.

 

(b)

Address of Issuer's Principal Executive Offices
460 Ward Drive, Santa Barbara, California 93111

 

Item 2.

 

(a)

Name of Person Filing
This Statement is filed by Alloy Ventures 2002, LLC (“Alloy 2002”), Alloy Ventures 2002, L.P. (“Alloy Ventures”), Craig Taylor, Douglas E. Kelly, John F. Shoch, Tony Di Bona and J. Leighton Read.  The foregoing entities and individuals are collectively referred to as the "Reporting Persons."

 

(b)

Address of Principal Business Office or, if none, Residence
The principal business address for the Reporting Persons is c/o Alloy Ventures, Inc., 480 Cowper Street, Second Floor, Palo Alto, California 94301.

 

(c)

Citizenship
Craig Taylor, Douglas E. Kelly, John F. Shoch and J. Leighton Read are citizens of the United States.  Tony Di Bona is a citizen of Australia. Alloy 2002 is a California limited liability company.  Alloy Ventures is a California limited partnership.

 

(d)

Title of Class of Securities
Common stock, $0.001 par value (“Common Stock”)

 

(e)

CUSIP Number
867931107

 

Item 3.

If this Statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
Not applicable

 

Item 4.

Ownership

 

 

(a)

Amount beneficially owned:
Reference is made to row (9) on the cover page for each Reporting Person.

 

(b)

Percent of class:
Reference is made to row (11) on the cover page for each Reporting Person.

 

(c)

Number of shares as to which the person has:

 

 

(i)

Sole power to vote or to direct the vote
Reference is made to row (5) on the cover page for each Reporting Person.

 

 

(ii)

Shared power to vote or to direct the vote
Reference is made to row (6) on the cover page for each Reporting Person.

 

 

(iii)

Sole power to dispose or to direct the disposition of
Reference is made to row (7) on the cover page for each Reporting Person.

 

 

(iv)

Shared power to dispose or to direct the disposition of
Reference is made to row (8) on the cover page for each Reporting Person.

 

9

 

Item 5.

Ownership of Five Percent or Less of a Class

Not applicable

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

Reference is made to rows (5) through (8) on the cover page for each Reporting Person.

Alloy 2002, the general partner of Alloy Ventures and Alloy Partners 2002, L.P. (“Alloy Partners”), may be deemed to have sole power to receive or to direct the receipt of dividends from, or the proceeds from the sale of, all shares of Common Stock that are owned by Alloy Ventures and Alloy Partners.  Craig Taylor, Douglas E. Kelly, John F. Shoch, Tony Di Bona and J. Leighton Read, the managing members of Alloy 2002, may be deemed to have shared power to receive or to direct the receipt of dividends from, or the proceeds from the sale of, all shares of Common Stock that are owned by Alloy 2002, Alloy Ventures and Alloy Partners.

Alloy Ventures 1998, LLC, the general partner of AMA98 Ventures, L.P., AMA98 Corporate, L.P., AMA98 Investors, L.P. and AMA98 Partners, L.P., may be deemed to have sole power to receive or to direct the receipt of dividends from, or the proceeds from the sale of, all shares of Common Stock owned by AMA98 Ventures, L.P., AMA98 Corporate, L.P., AMA98 Investors, L.P. and AMA98 Partners, L.P.  Douglas E. Kelly, John F. Shoch, Craig Taylor and Tony Di Bona, the managing members of Alloy Ventures 1998, LLC, may be deemed to have shared power to receive or to direct the receipt of dividends from, or the proceeds from the sale of, all shares of Common Stock that are owned by Alloy Ventures 1998, LLC, AMA98 Ventures, L.P., AMA98 Corporate, L.P., AMA98 Investors, L.P. and AMA98 Partners, L.P.

AMC Partners 84, a California Limited Partnership (“AMA 84”) and the general partner of Asset Management Associates 1984 (“AMA ‘84”),  may be deemed to have sole power to receive or to direct the receipt of dividends from, or the proceeds from the sale of, all shares of Common Stock owned by AMA ‘84.  Craig Taylor, John F. Shoch and Franklin P. Johnson, Jr., the general partners of AMC Partners 84, may be deemed to have shared power to receive or to direct the receipt of dividends from, or the proceeds from the sale of ,all shares of Common Stock that are owned by AMC Partners 84 and AMA ‘84.

Craig Taylor, the general partner of the Taylor Family Partnership, may be deemed to have shared power to receive or to direct the receipt of dividends from, or the proceeds from the sale of, shares of Common Stock directly owned by the Taylor Family Partnership. John F. Shoch, the general partner of the Shoch Family, L.P., may be deemed to have shared power to receive or to direct the receipt of dividends from, or the proceeds from the sale of, shares of Common Stock directly owned by the Shoch Family, L.P.

Alloy 2002, Craig Taylor, Douglas E. Kelly, John F. Shoch, Tony Di Bona and J. Leighton Read hereby disclaim beneficial ownership of shares of Common Stock directly owned by Alloy Ventures and Alloy Partners, except to the extent of any indirect pecuniary interest therein.

Craig Taylor, Douglas E. Kelly, John F. Shoch and Tony Di Bona hereby disclaim beneficial ownership of shares of Common Stock directly owned by AMA98 Ventures, L.P., AMA98 Corporate, L.P., AMA98 Investors, L.P. and AMA98 Partners, L.P., except to the extent of any indirect pecuniary interest therein.

Craig Taylor and John F. Shoch hereby disclaim beneficial ownership of shares of Common Stock directly owned by AMA ’84, except to the extent of any indirect pecuniary interest therein.

Craig Taylor hereby disclaims beneficial ownership of shares of Common Stock directly owned by the Taylor Family Partnership, except to the extent of any indirect pecuniary interest therein.

John Shoch hereby disclaims beneficial ownership of shares of Common Stock directly owned by the Shoch Family, L.P., except to the extent of any indirect pecuniary interest therein.

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person

Not applicable

 

10

 

Item 8.

Identification and Classification of Members of the Group

Not applicable

 

Item 9.

Notice of Dissolution of Group

Not applicable

 

Item 10.

Certification

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

10

 

Signature

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Dated: May 30, 2003.

 

 

ALLOY VENTURES 2002, LLC

 

 

 

By:

/s/ Tony Di Bona

 

 

Tony Di Bona, Managing Member

 

 

 

ALLOY VENTURES 2002, L.P.

 

 

 

By:

/s/ Tony Di Bona

 

 

Tony Di Bona, Managing Member of Alloy Ventures 2002,

LLC, the general partner of Alloy Ventures 2002, L.P.

 

 

 

CRAIG TAYLOR

 

 

 

By:

/s/ Tony Di Bona

 

 

Tony Di Bona, Attorney-In-Fact

 

 

 

DOUGLAS E. KELLY

 

 

 

By:

/s/ Tony Di Bona

 

 

Tony Di Bona, Attorney-In-Fact

 

 

 

JOHN F. SHOCH

 

 

 

By:

/s/ Tony Di Bona

 

 

Tony Di Bona, Attorney-In-Fact

 

 

 

/s/ Tony Di Bona

 

 

TONY DI BONA

 

 

 

J. LEIGHTON READ

 

 

 

By:

/s/ Tony Di Bona

 

 

Tony Di Bona, Attorney-In-Fact

 

The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner of the filing person, evidence of the representative’s authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature.

 

NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties for whom copies are to be sent.

 

Attention:

Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001)

 

11

 

EXHIBIT A

 

AGREEMENT OF JOINT FILING

 

The undersigned hereby agree that a single Schedule 13G (or any amendment thereto) relating to the Common Stock of Superconductor Technologies, Inc. shall be filed on behalf of each of the undersigned and that this Agreement shall be filed as an exhibit to such Schedule 13G.

 

May 30, 2003.

 

 

ALLOY VENTURES 2002, LLC

 

 

 

By:

/s/ Tony Di Bona

 

 

Tony Di Bona, Managing Member

 

 

 

ALLOY VENTURES 2002, L.P.

 

 

 

By:

/s/ Tony Di Bona

 

 

Tony Di Bona, Managing Member of Alloy Ventures 2002,

LLC, the general partner of Alloy Ventures 2002, L.P.

 

 

 

CRAIG TAYLOR

 

 

 

By:

/s/ Tony Di Bona

 

 

Tony Di Bona, Attorney-In-Fact

 

 

 

DOUGLAS E. KELLY

 

 

 

By:

/s/ Tony Di Bona

 

 

Tony Di Bona, Attorney-In-Fact

 

 

 

JOHN F. SHOCH

 

 

 

By:

/s/ Tony Di Bona

 

 

Tony Di Bona, Attorney-In-Fact

 

 

 

/s/ Tony Di Bona

 

 

TONY DI BONA

 

 

 

J. LEIGHTON READ

 

 

 

By:

/s/ Tony Di Bona

 

 

Tony Di Bona, Attorney-In-Fact

 

12