  We generalize the dimensionally reduced Yang-Mills matrix model by adding d=1
Chern-Simons term and terms for a bosonic vector. The coefficient, \kappa of
the Chern-Simons term must be integer, and hence the level structure. We show
at the bottom of the Yang-Mills potential, the low energy limit, only the
linear motion is allowed for D0 particles. Namely all the particles align
themselves on a single straight line subject to \kappa^2/r^2 repulsive
potential from each other. We argue the relevant brane configuration to be
D0-branes in a D4 after \kappa of D8's pass the system.
