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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Oakwood Homes Corporation
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
674098108
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(CUSIP Number)
July 31, 1998
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this schedule
is filed:
[X] Rule 13d-1(b)
[ ] 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).
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SCHEDULE 13G
CUSIP No. 674098108
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Oak Value Capital Management, Inc.
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
North Carolina, USA
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5 SOLE VOTING POWER
NUMBER OF
SHARES 4,985,238
BENEFICIALLY --------------------------------------------------
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING -0-
PERSON --------------------------------------------------
WITH 7 SOLE DISPOSITIVE POWER
5,371,038
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8 SHARED DISPOSITIVE POWER
-0-
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,371,038
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES [ ]
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.51%
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12 TYPE OF REPORTING PERSON
IA, CO
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Item 1.
(a) Name of Issuer: Oakwood Homes
(b) Address of Issuer's Principal Executive Offices:
7800 McCloud Road
Greensboro, NC 27409-9634
Item 2.
(a) Name of Person Filing: Oak Value Capital Management, Inc.
(b) Address of Principal Business Office or, if none, Residence:
University Tower
3100 Tower Blvd., Suite 800
Durham, NC 27707
(c) Citizenship: North Carolina
(d) Title of Class of Securities: Common Stock
(e) CUSIP Number: 674098108
Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b), check
whether the person filing is a:
(a) [ ] Broker or dealer registered under Section 15 of the Act.
(b) [ ] Bank as defined in section 3(a)(6) of the Act.
(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 of 1940.
(e) [x] An investment adviser in accordance with Section
240.13d-1(b)(ii)(E);
(f) [ ] An employee benefit plan or endowment fund in
accordance with Section 240.13d-1(b)(1)(ii)(F);
(g) [ ] A parent holding company or control person in
accordance with Section 240.13d-1(b)(ii)(G);
(h) [ ] A savings association as defined in Section 3(b) of the
Federal Deposit Insurance Act;
(i) [ ] A church plan that is excluded from the definition of
an investment company under section 3(c)(14) of the
Investment Company Act of 1940;
(j) [ ] Group, in accordance with Section 240.13d-1(b)(1)(ii)(J).
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If this statement is filed pursuant to Section 240.13d-1(c), check
this box [ ].
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Item 4. Ownership
Provide the following regarding the aggregate number and percentage of
the class of securities of the issuer identified in Item I.
(a) Amount beneficially owned: 5,371,038.
(b) Percent of class: 11.51%.
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote 4,985,238.
(ii) Shared power to vote or to direct the vote -0-.
(iii)Sole power to dispose or to direct the disposition of
5,371,038.
(iv) Shared power to dispose or to direct the disposition of
-0-.
Item 5. Ownership of Five 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 five percent of the class of securities, check the following
[ ].
N/A
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Clients of the person filing, Oak Value Capital Management, Inc., have
the right to receive dividends from, and proceeds from the sale of, the
securities reported herein.
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on By the Parent Holding Company
N/A
Item 8. Identification and Classification of Members of the Group
N/A
Item 9. Notice of Dissolution of Group
N/A
Item 10. Certification
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(a) 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
such securities and were not acquired and are not
held in connection with or as a participant in any
transaction having that purposes or effect.
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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: August 11, 1998
By: /s/Margaret C. Landis
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Name: Margaret C. Landis
Title: Vice President and
Director of Investment
Operations
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