SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 13D
Under the Securities Exchange Act of 1934 *
Oglebay Norton Company
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(Name of Issuer)
Common Stock $1.00 par value per share
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(Title of Class of Securities)
677007106
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(CUSIP Number)
A. Alex Porter and Paul Orlin
Porter, Felleman Inc.
100 Park Avenue, Suite 2120
New York, NY 10017
212/689-1203
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
February 19, 1999
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(Date of Event which Requires
Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G
to report the acquisition which is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box / /.
(Continued on the following pages)
(Page 1 of 7 Pages)
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CUSIP No. 677007106 13D Page 2 of 7 Pages
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
A. ALEX PORTER
PAUL ORLIN
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [X]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
WC
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) OR 2(e) [ ]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
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7 SOLE VOTING POWER
NUMBER OF 254,800
SHARES --------------------------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY -0-
EACH --------------------------------------------------------------
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON 254,800
WITH --------------------------------------------------------------
10 SHARED DISPOSITIVE POWER
-0-
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
254,800
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[ ]
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.36 %
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14 TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
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Item 1. Security and Issuer.
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The class of equity security to which this statement relates is the
common stock, $1.00 par value, of Oglebay Norton Company ("Common Stock").
Oglebay Norton Company has its principal executive offices at 1100 Superior
Avenue, Cleveland, Ohio 44114-2598.
Item 2. Identity and Background.
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The persons filing this Schedule (collectively, the "Reporting
Persons") are A. Alex Porter and Paul Orlin, with respect to certain
transactions for Amici Associates, The Collectors' Fund, and Porter, Felleman
Inc. ("PFI"). Amici Associates and The Collectors' Fund (collectively, the
"Partnerships") are New York limited partnerships whose principal business is
investing, reinvesting and trading in securities and rights and options relating
thereto. The principal business and office address of each of the Partnerships
is 100 Park Avenue, New York, New York 10017. PFI is a corporation whose
principal business is acting as an investment advisor. The principal business
and office address of PFI is 100 Park Avenue, New York, New York 10017.
None of the Reporting Persons, during the last five years, has been
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors), nor have they been, during the last five years, a party to a
civil proceeding described in Item 2(e) of Schedule 13D.
The general partners of Amici Associates and The Collectors' Fund and
the stockholders of PFI are A. Alex Porter and Paul Orlin. The principal
occupation of Messrs. Porter and Orlin is acting as general partners of Amici
Associates and The Collectors' Fund and as the principals of PFI. Messrs. Porter
and Orlin are citizens of the Untied States and their principal business address
is 100 Park Avenue, New York, New York 10017.
Item 3. Source and Amount of Funds or Other Consideration.
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The amounts of funds used by the Partnerships to acquire the shares of
Common Stock described in Item 5(a) were approximately $4,538,188 and $1,247,367
respectively. The funds for the acquisition of shares on behalf of each of the
partnerships were obtained from the working capital of each of the Partnerships.
The amount of funds used by PFI to acquire the shares of Common Stock
described in Item 5(a) was approximately $566,160. These funds for the
acquisition of shares acquired on behalf of PFI were obtained from the equity
capital of PFI.
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Item 4. Purpose of Transactions.
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The acquisitions of Shares of Common Stock described herein were made
in the ordinary course of each of the Reporting Persons' business. Messrs.
Porter and Orlin, as General Partners of Amici Associates and The Collectors'
Fund and principals of PFI, reserve the right to purchase additional shares of
Common Stock or to dispose of shares of Common Stock in the open market or in
privately negotiated transactions or in any other lawful manner in the future on
behalf of any of the Reporting Persons. Messrs. Porter and Orlin reserve the
right to take whatever action with respect to each of the Reporting Persons'
holdings of Common Stock they deem to be in the best interest of such Reporting
Persons. The acquisitions described herein were not made for the purpose of
acquiring control of the Issuer, and the Reporting Persons currently have no
such purpose.
Item 5. Interest in Securities of the Issuer
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(a) The aggregate number and percentage of shares outstanding of Common
Stock beneficially owned by each of the Reporting Persons are set forth below.
These percentages are computed based on the Issuer's shares of Common Stock
outstanding (4,756,676) as of the close of business on October 31, 1998 as set
forth in the Issuer's Form 10-Q filed for the period ending September 30, 1998.
Reporting Persons Beneficially Owned Outstanding Shares
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Amici Associates 182,200 3.83%
The Collectors' Fund 50,000 1.05
Porter, Felleman Inc. 22,600 0.48
A. Alex Porter 254,800 5.36
Paul Orlin 254,800 5.36
(b) Messrs. Porter and Felleman, as General Partners of Amici
Associates and Principals of PFI, have sole power to vote, direct the vote,
dispose and direct the disposition of such shares. Each of the Partnerships and
PFI has sole power to vote, direct the vote, dispose and direct the disposition
of the shares listed as beneficially owned by it in Item 5(a).
(c) The trade dates, number of shares and price per share of
transactions made on the part of the Reporting Persons in shares of Common Stock
with the last sixty days are set forth below. The following purchase were
effected by the Reporting Persons on the NASDAQ market.
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Reporting Person Trade Date No. of Shares Purchased Price/Share
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Amici Associates 08/05/98 2,000 32.000
Amici Associates 08/07/98 5,000 29.500
Amici Associates 08/12/98 4,000 30.375
Amici Associates 09/18/98 1,000 28.560
Amici Associates 11/13/98 13,100 27.135
Amici Associates 01/19/99 50,000 26.385
Amici Associates 01/20/99 40,000 26.500
Amici Associates 01/21/99 5,000 27.185
Amici Associates 02/05/99 5,000 22.875
Amici Associates 02/05/99 6,000 22.935
Amici Associates 02/11/99 10,000 23.060
Amici Associates 02/12/99 3,600 23.150
Amici Associates 02/18/99 15,500 20.308
Amici Associates 02/19/99 11,000 20.102
Amici Associates 02/23/99 11,000 18.560
Collectors' Fund 08/12/98 1,000 30.375
Collectors' Fund 09/17/98 500 28.685
Collectors' Fund 12/16/98 10,000 25.510
Collectors' Fund 01/06/98 15,000 25.250
Collectors' Fund 01/08/99 17,500 25.875
Collectors' Fund 02/19/99 3,000 20.102
Collectors' Fund 02/23/99 3,000 18.560
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Porter, Felleman 12/16/98 5,000 25.510
Porter, Felleman 01/06/99 5,000 25.250
Porter, Felleman 01/08/99 10,500 25.875
Porter, Felleman 02/19/99 1,100 20.102
Porter, Felleman 02/23/99 1,000 18.560
(d) Not applicable.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings ore Relationships with Respect
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to Securities of the Issuer.
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None.
Item 7. Material to be Filed as Exhibits.
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None.
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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.
A. Alex Porter
Dated: March 2, 1999
/s/ A. Alex Porter
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Paul Orlin
/s/ Paul Orlin
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