OSHAP TECHNOLOGIES LTD
SC 13G/A, 1998-12-09
COMPUTER INTEGRATED SYSTEMS DESIGN
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549

SCHEDULE 13G
Under the Securities Exchange Act of 1934

Amendment No.:  1

Name of Issuer:   Oshap Technologies Ltd.

Title of Class of Securities:  Common Stock 

CUSIP Number: 671039105


  (Date of Event Which Requires Filing of this Statement)

                     November 30, 1998

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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CUSIP Number: 671039105

1.  Name of Reporting Person
    I.R.S. Identification No. of Above Person

         Schaenen Fox Capital Management, LLC
         

2.  Check the Appropriate Box if a Member of a Group

         a.   
         b.   X

3.  SEC Use Only


4.  Citizenship or Place of Organization

         Delaware

Number of Shares Beneficially Owned by Each Reporting Person
With:

5.  Sole Voting Power:

         1,449,635

6.  Shared Voting Power:

         

7.  Sole Dispositive Power:

         1,449,635
 
8.  Shared Dispositive Power:

         

9.  Aggregate Amount Beneficially Owned by Each Reporting
Person

         1,449,635

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)

          11.5%

12. Type of Reporting Person

          IA












































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Item 1(a) Name of Issuer:  Oshap Technologies Ltd. (the
          "Issuer")

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

          16 Hagalim Blvd.
          Herzliya 46733 Israel

Item 2(a) - (c).  Name, Principal Business Address, and
Citizenship of Persons Filing:

          Schaenen Fox Capital Management, LLC ("Schaenen
           Fox")
          200 Park Avenue
          Suite 3900
          New York, New York 10166

          Delaware limited liability company

    (d)   Title of Class of Securities:  Common Stock 

    (e)   CUSIP Number:  671039105

Item 3.  If this statement is filed pursuant to Rule
13d-1(b)(1) or 13d-2(b) or (c) check whether the person
filing is:

    (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,

    (e)  /X/ 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,

    (g)  / / Parent Holding Company, in accordance with Rule
             13d-1(b)(ii)(G),



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    (h)  / / Savings association as defined in Section 3(b)
             of the Federal Deposit Insurance Act,

    (i)  / / Church plan excluded from the definition of an
             investment company under Section 3(c)(14) of
             the Investment Company Act,

    (j)  / / Group, in accordance with Rule 13d-
             1(b)(1)(ii)(H).

If this statement is filed pursuant to Rule 13d-1(c), check
this box. / /

 Item 4. Ownership.
         (a) Amount Beneficially Owned:  1,449,635

         (b) Percent of Class:  11.5%

         (c) 0 shares with shared power to vote or to direct
         the vote; 1,449,635 shares with sole power to vote
         or to direct the vote; 0 shares with shared power
         to dispose or to direct the disposition of;
         1,449,635 shares with the sole power to dispose or
         to direct the disposition of

         Of the 1,449,635 shares reported in this item,
         Emanon Partners, L.P. ("Emanon"), a partnership
         whose investments are managed by Schaenen Fox,
         holds 1,235,685 of such shares, representing
         approximately 9.8% of the Issuer's outstanding
         shares of Common Stock.  Emanon has no authority to
         vote or dispose of the shares of Common Stock.  The
         remainder of the shares reported in this item are
         held by several managed accounts to which Schaenen
         Fox serves as investment adviser.  None of such
         accounts has authority to vote or dispose of the
         shares of Common Stock.

Item 5.  Ownership of Five Percent or Less of a Class.

         N/A

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

         See Item 4.




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Item 7.  Identification and Classification of the Subsidiary
         Which Acquired the Security Being Reported 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 the Group.
    
         N/A

Item 10.

    Certification for 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 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 the
securities and were not acquired and are not held in
connection with or as a participant in any transaction
having that purpose or effect.

         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.

    SCHAENEN FOX CAPITAL MANAGEMENT, LLC

By: /s/ MICHAEL SCHAENEN                    December 9, 1998
    _________________________               ___________________
   Name:  Michael Schaenen                  Date
   Title: President
    












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