Form D

Notice of Exempt Offering of Securities

Item 1. Issuer's Identity

Name of Issuer:
VALUE HOLDINGS LP
Jurisdiction of Incorporation/Organization
NEW YORK
Year of Incorporation/Organization
Over Five Years Ago

Previous Name(s)

Entity Type
LIMITED PARTNERSHIP

Item 2 Issuer Principal Place of Business and Contact Information

116 NEWTOWN ROAD
HAMPTON BAYS, NY 11946
Phone Number: subscription required

Item 3. Related Persons

Name
TIMOTHY JOSEPH CURRO
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
  • PROMOTER
Clarification of Response
MR. CURRO IS THE MANAGING MEMBER OF THE GENERAL PARTNER OF VALUE HOLDINGS, L.P.: VH, LLC. VH, LLC IS A SOLE-MEMBER LLC OF WHICH MR. CURRO IS THE OWNER.

Item 3. Related Persons

Name
VH, LLC N/A
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
  • PROMOTER
Clarification of Response
VH, LLC IS A SOLE-MEMBER LLC OF WHICH TIMOTHY J. CURRO IS THE OWNER.

Item 4. Industry Group

POOLED INVESTMENT FUND - HEDGE FUND

Item 5. Issuer Size

Aggregate Net Asset Value Range (for issuer specifying "hedge" or "other investment" fund in item 4 above)
OVER $100,000,000

Item 6. Federal Exemptions and Exclusions Claimed

Item 7. Type of Filing

New Notice
Date of First Sale in this Offering:
07/01/1995

Item 8. Duration of Offering

Does the issuer intend this offering to last more than one year?
Yes

Item 9. Type(s) of Securities Offered

  • Pooled Investment Fund Interests

Item 10. Business Combination Transaction

Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer?
No
Clarification of Response

Item 11. Minimum Investment

Minimum Investment accepted from any outside investor
1000000

Item 12. Sales Compensation

Recipient
FRANK EDWARDS
Recipient CRD Number
NONE
(Associated) Broker or Dealer)
AQUEDUCT CAPITAL GROUP, LLC
(Associated) Broker or Dealer CRD Number
131452
Address
2820 SELWYN AVENUE, SUITE 550
CHARLOTTE, NC 28209
States of Solicitation
  • NY
  • NC
  • OK
  • TX

Item 13. Offering and Sales Amounts

Total Offering Amount
300000000
Total Amount Sold
37208493
Total Remaining to be Sold
262791507
Clarification of Response
TOTAL AMOUNT SOLD IS THE SUM OF INITIAL INVESTMENTS BY THE INVESTORS.

Item 14. Investors

Securities in the offering have been or may be sold to persons who do not qualify as accredited investors,
Number of non-accredited investors who already have invested in the offering:
Total number of investors who already have invested in the offering:
71

Item 15. Sales Commissions and Finders' Fees Expenses

Sales Commissions:
6150.0
Finders' Fees
0.0
Clarification of Response
SALES COMMISSIONS WERE PAID BY ISSUER'S MANAGEMENT COMPANY, VALUE HOLDINGS MANAGEMENT COMPANY, LLC.

Item 16. Use of Proceeds

Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers,directors or promoters in response to Item 3 above.
0.0
Clarification of Response
VALUE HOLDINGS MANAGEMENT CO LLC RECEIVES CUSTOMARY MANAGEMENT FEES AS DESCRIBED IN THE ISSUER'S CONFIDENTIAL PRIVATE PLACEMENT MEMORANDUM.

Signature and Submission

Issuer Name
VALUE HOLDINGS LP
Issuer Signature
TIMOTHY J. CURRO
Signer Name
TIMOTHY J. CURRO
Signer Title
MANAGING MEMBER OF VH, LLC
Signature Date
01/26/2018

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