SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. ...)*
TRANSPORATIONS COMPONENTS, INC.
-----------------------------
(Name of Issuer)
Common Stock $.01 Par Value Per Share
-------------------------------------
(Title of Class of Securities)
893878 10 8
-------------------
(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. 893878 10 8 13G Page 2 of 7 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
JOHN R. OREN
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(A)[ ]
None
(B)[ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF 5 SOLE VOTING POWER
10,000
SHARES
6 SHARED VOTING POWER
BENEFICIALLY 2,162,388
OWNED BY 7 SOLE DISPOSITIVE POWER
10,000
EACH
REPORTING 8 SHARED DISPOSITIVE POWER
2,162,388
PERSON
WITH
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,172,388
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
12.3%
12 TYPE OF REPORTING PERSON*
IN
Page 2 of 7
<PAGE>
CUSIP NO. 893878 10 8 13G Page 3 of 7 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Notre Capital Ventures II, L.L.C.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(A)[ ]
None
(B)[ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Texas
NUMBER OF 5 SOLE VOTING POWER
0
SHARES
6 SHARED VOTING POWER
BENEFICIALLY 2,162,388
OWNED BY 7 SOLE DISPOSITIVE POWER
0
EACH
REPORTING 8 SHARED DISPOSITIVE POWER
2,162,388
PERSON
WITH
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,162,388
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
12.2%
12 TYPE OF REPORTING PERSON*
OO (limited liability company)
Page 3 of 7
<PAGE>
ITEM 1(A)
Name of issuer: The name of the issuer is Transportation Components, Inc. dba
TransCom USA ("TransCom USA").
ITEM 1(B)
Address of issuer's principal executive offices: The principal executive
office of TransCom USA is Three Riverway, Suite 200, Houston, Texas 77056.
ITEM 2(A)
Name of person filing: The reporting persons are John R. Oren and Notre
Capital Ventures II, L.L.C. John R. Oren is a Managing Director of Notre
Capital Ventures II, L.L.C. ("Notre").
ITEM 2(B)
Address or principal business office or, if none, residence: The address of
John R. Oren and Notre is Three Riverway, Suite 630, Houston, Texas 77056.
Item 2(c)
Citizenship: John R. Oren is a citizen of the United States of America. Notre
is organized in the State of Texas.
Item 2(d)
Title of class of securities: The class of securities of TransCom USA owned
beneficially by John R. Oren and Notre is common stock, $.01 par value (the
"Common Stock").
Item 2(e)
CUSIP Number: 893878 10 8
Item 3
Not applicable
Item 4
Ownership:
(a) The amount of securities beneficially owned by each of John R. Oren and
Notre is 2,172,388 and 2,162,388 shares of Common Stock, respectively.
Page 4 of 7
<PAGE>
(b) The percent of the class of Common Stock beneficially owned by each of John
R. Oren and Notre is 12.3% and 12.2%, respectively.
(c) John R. Oren has the sole power to vote or to direct the vote of 10,000
shares of the Common Stock and the sole power to dispose or to direct the
disposition of 10,000 shares of the Common Stock. John R. Oren and Notre
each has the shared power to vote or to direct the vote of 2,162,388 shares
of the Common Stock and the shared power to dispose or to direct the
disposition of 2,162,388 shares of the Common Stock.
ITEM 5
Ownership of 5 Percent or Less of a Class: Not applicable
ITEM 6
Ownership of More than 5 Percent on Behalf of Another Person: Not applicable
ITEM 7
Identification and Classification of the Subsidiary Which Acquired the Security
Being Reported on By the Parent Holding Company: Not applicable
ITEM 8
Identification and Classification of Members of the Group: Not applicable
ITEM 9
Notice of Dissolution of Group: Not applicable
Item 10
Certification: Not applicable
Page 5 of 7
<PAGE>
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.
_____________________________
(Date)
_____________________________
(Signature)
John R. Oren
(Name/Title)
NOTRE CAPITAL VENTURES II, L.L.C.
By: __________________________
Its: _________________________
Page 6 of 7
<PAGE>
Exhibit 1
AGREEMENT
The undersigned reporting persons hereby agree that the statements filed
pursuant to this Schedule 13G dated February ____, 1999, to which this
Agreement is filed as an exhibit, is filed on behalf of them.
(Signature)
John R. Oren
(Name/Title)
NOTRE CAPITAL VENTURES II, L.L.C.
By: ______________________________
Its: _____________________________
Page 7 of 7
