ORTHALLIANCE INC
SC 13G/A, 2000-06-20
MANAGEMENT SERVICES
Previous: SANTA FE INTERNATIONAL CORP/, F-3/A, EX-1.1, 2000-06-20
Next: ORTHALLIANCE INC, SC 13G/A, 2000-06-20





                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                  SCHEDULE 13G

                   Under the Securities Exchange Act of 1934

                                (Amendment No.1)


                               OrthAlliance, Inc.
--------------------------------------------------------------------------------
                                (Name of Issuer)


                              Class B Common Stock
--------------------------------------------------------------------------------
                         (Title of Class of Securities)



--------------------------------------------------------------------------------
                                 (CUSIP Number)

     *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).



<PAGE>


CUSIP No.


________________________________________________________________________________
1.   NAME OF REPORTING PERSONS S.S or I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS


     Robert N. Pickron ###-##-####
________________________________________________________________________________
2.   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

     Not Applicable                                              (a)  [_]
                                                                 (b)  [_]
________________________________________________________________________________
3.   SEC USE ONLY



________________________________________________________________________________
4.   CITIZENSHIP OR PLACE OF ORGANIZATION


    United States
________________________________________________________________________________
  NUMBER OF    5.   SOLE VOTING POWER

   SHARES           73,644
               _________________________________________________________________
BENEFICIALLY   6.   SHARED VOTING POWER

  OWNED BY          0
               _________________________________________________________________
    EACH       7.   SOLE DISPOSITIVE POWER

  REPORTING         73,644
               _________________________________________________________________
   PERSON      8.   SHARED DISPOSITIVE POWER

    WITH            0
________________________________________________________________________________
9.   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON


     73,644
________________________________________________________________________________
10.  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

     Not Applicable                                                    [_]

________________________________________________________________________________
11.  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)


     29.57%
________________________________________________________________________________
12.  TYPE OF REPORTING PERSON*


     IN
________________________________________________________________________________
                     *SEE INSTRUCTIONS BEFORE FILLING OUT!


                                       2
<PAGE>

                           Instructions for Cover Page

     (1) Names and Social Security Numbers of Reporting Persons---Furnish the
full legal name of each person for whom the report is filed---i.e., each person
required to sign the schedule itself---including each member of a group. Do not
include the name of a person required to be identified in the report but who is
not a reporting person. Reporting persons are also requested to furnish their
Social Security or I.R.S. identification numbers, although disclosure of such
numbers is voluntary, not mandatory (see "SPECIAL INSTRUCTIONS FOR COMPLYING
WITH SCHEDULE 13G", below).

     (2) If any of the shares beneficially owned by a reporting person are held
as a member of a group and such membership is expressly affirmed, please check
row 2(a). If the membership in a group is disclaimed or the reporting person
describes a relationship with other persons but does not affirm the existence of
a group, please check row 2(b) [unless a joint filing pursuant to Rule
13d-l(e)(1) in which case it may not be necessary to check row 2(b)].

     (3) The third row is for SEC internal use; please leave blank.

     (4) Citizenship or Place of Organization---Furnish citizenship if the named
reporting person is a natural person. Otherwise, furnish place of organization.

     (5)-(9), (11 )Aggregated amount Beneficially Owned By Each Reporting
Person, etc. ---Rows (5) through (9) inclusive, and (11) are to be completed in
accordance with the provisions of Item 4 of Schedule 13G. All percentages are to
be rounded off to the nearest tenth (one place after decimal point).

     (10) Check if the aggregate amount reported as beneficially owned in row 9
does not include shares as to which beneficial ownership is disclaimed pursuant
to Rule 13d-4 under the Securities Exchange Act of 1934.

     (12) Type of Reporting Person---Please classify each "reporting person"
according to the following breakdown (see Item 3 of Schedule 13G) and place the
appropriate symbol on the form:

   Category                                                              Symbol
Broker Dealer                                                              BD
Bank                                                                       BK
Insurance Company                                                          IC
Investment Company                                                         IV
Investment Adviser                                                         IA
Employee Benefit Plan, Pension Fund, or Endowment Fund                     EP
Parent Holding Company                                                     HC
Corporation                                                                CO
Partnership                                                                PN
Individual                                                                 IN
Other                                                                      00

     Notes:

     Attach as many copies of the second part of the cover page as are needed,
one reporting person per page.

     Filing persons may, in order to avoid unnecessary duplication, answer items
on the schedules (Schedule 13D, 13G, or 14D-1) by appropriate cross references
to an item or items on the cover page(s). This approach may only be used where
the cover page item or items provide all the disclosure required by


                                       3
<PAGE>


the schedule item. Moreover, such a use of a cover page item will result in the
item becoming a part of the schedule and accordingly being considered as "filed"
for purposes of Section 18 of the Securities Exchange Act or otherwise subject
to the liabilities of that section of the Act.

     Reporting persons may comply with their cover page filing requirements by
filing either completed copies of the blank forms available from the Commission,
printed or typed facsimiles, or computer printed facsimiles, provided the
documents filed have identical formats to the forms prescribed in the
Commission's regulations and meet existing Securities Exchange Act rules as to
such matters as clarity and size (Securities Exchange Act Rule 12b-12).

              SPECIAL INSTRUCTIONS FOR COMPLYING WITH SCHEDULE 13G

     Under Sections 13(d), 13(g), and 23 of the Securities Exchange Act of 1934
and the rules and regulations thereunder, the Commission is authorized to
solicit the information required to be supplied by this schedule by certain
security holders of certain issuers.

     Disclosure of the information specified in this schedule is mandatory,
except for Social Security or I.R.S. identification numbers disclosure of which
is voluntary. The information will be used for the primary purpose of
determining and disclosing the holdings of certain beneficial owners of certain
equity securities. This statement will be made a matter of public record.
Therefore, any information given will be available for inspection by any member
of the public.

     Because of the public nature of the information, the Commission can utilize
it for a variety of purposes, including referral to other governmental
authorities or securities self-regulatory organizations for investigatory
purposes or in connection with litigation involving the Federal securities laws
or other civil, criminal or regulatory statutes or provisions. Social Security
or I.R.S. identification numbers, if furnished, will assist the commission in
identifying security holders and, therefore, in promptly processing statements
of beneficial ownership of securities.

     Failure to disclose the information requested by this schedule, except for
Social Security or I.R.S. identification numbers, may result in civil or
criminal action against the persons involved for violation of the Federal
securities laws and rules promulgated thereunder.

General Instructions

     (1) Statements containing the information required by this schedule shall
be filed not later than February 14 following the calendar year covered by the
statement or within the time specified in Rule 13d-l(b)(2), if applicable.

     (2) Information contained in a form which is required to be filed by rules
under Section 13(f) for the same calendar year as that covered by a statement on
this schedule may be incorporated by


                                       4
<PAGE>


reference in response to any of the items of this schedule. If such information
is incorporated by reference in this schedule, copies of the relevant pages of
such form shall be filed as an exhibit to this schedule.

     (3) The item numbers and captions of the items shall be included but the
text of the items is to be omitted. The answers to the items shall be so
prepared as to indicate clearly the coverage of the items without referring to
the text of the items. Answer every item. If an item is inapplicable or the
answer is in the negative, so state.

Item 1

     Item 1(a) Name of Issuer:

     OrthAlliance, Inc

     Item 1(b) Address of Issuer's Principal Executive Offices:

     23848 Hawthorne Boulevard, Suite 200, Torrance, CA  90505

Item 2

     2(a) Name of Person Filing:

     Robert N. Pickron

     2(b) Address or Principal Business Office or, if none, Residence:

     3294 Medlock Bridge Road, Norcross, GA 30092

     2(c) Citizenship:

     United States

     2(d) Title of Class of Securities:

     Class B Common Stock

     2(e) CUSIP No.:


Item 3.

     If this statement is filed pursuant to Rules 13d-l(b), or 13d-2(b), check
whether the person filing is a:

     Not Applicable

     a.   [ ] Broker or Dealer registered under Section 15 of the Act

     b.   [ ] Bank as defined in Section 3(a)(6) of the Act


                                       5
<PAGE>


     c.   [ ] Insurance Company as defined in Section 3(a)(19) of the Act

     d.   [ ] Investment company registered under Section 8 of the Investment
              Company Act

     e.   [ ] Investment Adviser registered under Section 203 of the Investment
              Advisers Act of 1940

     f.   [ ] Employee Benefit Plan, Pension Fund which is subject to the
              provisions of the Employee Retirement Income Security Act of 1974
              or Endowment Fund; see Rule 13d-l(b)-(l)(ii)(F)

     g.   [ ] Parent holding company, in accordance with Rule 13d-1(b)(ii)(G)

          Note:    See item 7

     h.   [ ] Group, in accordance with Rule 13d-l(b)(1)(ii)(H)

Item 4. Ownership

     If the percent of the class owned, as of December 31 of the year covered by
the statement, or as of the last day of any month described in Rule 13d-l(b)(2),
if applicable, exceeds 5 percent, provide the following information as of that
date and identify those shares which there is a right to acquire.

a.   Amount Beneficially Owned:

     73,644

b.   Percent of class

     29.57%

c.   Number of shares as to which such person has:

     i.   sole power to vote or to direct the vote 73,644

     ii.  shared power to vote or to direct the vote 0

     iii. sole power to dispose or to direct the disposition of 73,644

     iv.  shared power to dispose or to direct the disposition of 0

     Instruction.-For computations regarding securities which represent a right
to acquire an underlying security see Rule 13d-3(d).

Item 5.

     Ownership of 5 Percent or Less of a Class. If this statement is being filed
to report the fact that as of the date hereof the reporting person has ceased to
be the beneficial owner of more than 5 percent of the class of securities, check
the following [ ].


                                       6
<PAGE>


Instruction. Dissolution of a group requires a response to this item.

Item 6. Ownership of More than 5 Percent on Behalf of Another Person

     If any other person is known to have the right to receive or the power to
direct the receipt of dividends from, or the proceeds from the sale of, such
securities, a statement to that effect should be included in response to this
item and, if such interest relates to more than 5 percent of the class, such
person should be identified. A listing of the shareholders of an investment
company registered under the Investment Company Act of 1940 or the beneficiaries
of employee benefit plan, pension fund or endowment fund is not required.

Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on By the Parent Holding Company.

     If a parent holding company has filed this schedule, pursuant to Rule
13d-l(b)(ii)(g), so indicate under Item 3(g) and attach an exhibit stating the
identity and the Item 3 classification of the relevant subsidiary. If a parent
holding company has filed this schedule pursuant to Rule 13d-1(c), attach an
exhibit stating the identification of the relevant subsidiary.

Item 8. Identification and Classification of Members of the Group

     If a group has filed this schedule pursuant to Rule 13d-l(b)(ii)(H), so
indicate under Item 3(h) and attach an exhibit stating the identity and Item 3
classification of each member of the group. If a group has filed this schedule
pursuant to Rule 13d-1(c), attach an exhibit stating the identity of each member
of the group.

Item 9. Notice of Dissolution of Group

     Notice of dissolution of a group may be furnished as an exhibit stating the
date of the dissolution and that all further filings with respect to
transactions in the security reported on will be filed, if required, by members
of the group, in their individual capacity. See Item 5.

Item 10. Certification

     The following certification shall be included if the statement is filed
pursuant to Rule 13d-1(b):

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


Signature.


                                       7
<PAGE>


     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.


As of December 31, 1999
---------------------------------------
Dated


Signature


Robert N. Pickron
---------------------------------------
Name/Title


     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 Six copies of this statement, including all exhibits, should be filed with
the Commission.

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


                                       8


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission