<PAGE> OMB Number 3235-0104
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U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 3
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934,
Section 17(a) of the Public Utility Holding Company Act of 1935
or Section 30(f) of the Investment Company Act of 1940
(Print or Type Responses)
1. Name and Address of Reporting Person
<<Wagner, Geoffrey P., 6600 S.W. 92nd Avenue, Suite 370, Portland,
OR 97223>>
(Last), (First) (Middle), (Street), (City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year) <<3/31/99>>
3. IRS or Social Security Number of Reporting Person (Voluntary) ________
4. Issuer Name and Ticker or Trading Symbol <<Omnis Technology
Corporation (OMNS)>>
5. Relationship of reporting person to issuer
(Check all applicable)
<<X>> Director <<X>> 10% Owner
<<X>> Officer (give ____ Other (specify
title below) below)
<<Secretary>>
6. If Amendment, Date of Original (Month/Day/Year)
______________________
7. Individual or Joint/Group Filing (Check Applicable line)
_____ Form filed by one Reporting Person
<<X>> Form filed by More than One Reporting Person
Page 1 of 5 Pages
<PAGE>
FORM 3 (continued) Page 2 of 5 Pages
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security <<Common Stock>>
2. Amount of Securities Beneficially Owned (Instr. 4) <<1,420,000(1)>>
3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) <<D(1)>>
4. Nature of Indirect Beneficial Ownership (Instr. 5)
____________________
___________________________________________________________________________
1. Title of Security <<Common Stock>>
2. Amount of Securities Beneficially Owned (Instr. 4) <<850,000(2)>>
3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) <<D(2)>>
4. Nature of Indirect Beneficial Ownership (Instr. 5)
____________________
Reminder: Report on a separate line for each class of
securities beneficially owned directly or indirectly. (Over)
* If the form is filed by more than one reporting person,
see Instruction 5(b)(v). SEC 1473 (7-96)
<PAGE>
FORM 3 (continued) Page 3 of 5 Pages
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
___________________________________________
2. Date Exercisable and Expiration Date (Month/Day/Year)
Date Exercisable Expiration Date
____________________ ________________________
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
Title ________________________ Amount or Number of Shares __________
4. Conversion or Exercise Price of Derivative Security _______________
5. Ownership Form of Derivative Security:
Direct (D) or Indirect (I) (Instr. 5) ____________________
6. Nature of Indirect Beneficial Ownership (Instr. 5)
______________________________________________________________________
___________________________________________________________________________
Explanation of Responses:
(1) Owned by Rockport Group, L.P. ("Rockport"). Also owned indirectly by
Geoffrey P. Wagner ("Wagner"), as the general partner of Rockport. Wagner
disclaims beneficial ownership of the securities reported except to the
extent of Wagner's pecuniary interest in those securities. Wagner is also
the Secretary and a director of the Issuer.
(2) Owned by RCJ Capital Partners, L.P. Also owned indirectly by
Rockport, as the general partner of RCJ, and by Wagner, as the general
partner of Rockport. Rockport and Wagner disclaim beneficial ownership of
the securities reported except to the extent of their respective pecuniary
interests in those securities. Wagner is also the Secretary and a director
of the Issuer.
/s/ Geoffrey P. Wagner 4/9/99
Geoffrey P. Wagner Date
** Intentional misstatements or omissions of facts constitute
Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed.
If space provided is insufficient, See Instruction 6 for procedure.
Potential persons who are to respond to the collection
of information contained in this form are not required
to respond unless the form displays a currently valid OMB Number.
<PAGE>
FORM 3 (continued) Page 4 of 5 Pages
CONFIRMING STATEMENT
This Statement confirms that the undersigned has authorized and designated
Geoffrey P. Wagner ("Wagner") to execute and file on the undersigned's
behalf all Forms 3, 4 and 5 (including any amendments thereto) that the
undersigned may be required to file with the U.S. Securities and Exchange
Commission as a result of the undersigned's ownership of or transactions in
securities of Omnis Technology Corporation ("Omnis"). The authority of
Wagner under this Statement shall continue until the undersigned is no
longer required to file Forms 3, 4 and 5 with regard to the undersigned's
ownership of or transactions in securities of Omnis, unless earlier revoked
in writing. The undersigned acknowledges that Wagner is not assuming any
of the undersigned's responsibilities to comply with Section 16 of the
Securities Exchange Act of 1934.
Date: April 9, 1999
RCJ CAPITAL PARTNERS, L.P.
By: Rockport Group, L.P.
General Partner
By: /s/ Geoffrey P. Wagner
Geoffrey P. Wagner
General Partner
ROCKPORT GROUP, L.P.
By: /s/ Geoffrey P. Wagner
Geoffrey P. Wagner
General Partner
<PAGE>
FORM 3 (continued) Page 5 of 5 Pages
JOINT FILER INFORMATION
Name: Rockport Group, L.P.
6600 S.W. 92nd Avenue
Suite 370
Portland, OR 97223
Designated Filer: Geoffrey P. Wagner
Issuer & Ticker Symbol: Omnis Technology Corporation (OMNS)
Date of Event Requiring Statement: 3/31/99
Signature: ROCKPORT GROUP, L.P.
By: /s/ Geoffrey P. Wagner
Geoffrey P. Wagner
General Partner
Name: RCJ Capital Partners, L.P.
6600 S.W. 92nd Avenue
Suite 370
Portland, OR 97223
Designated Filer: Geoffrey P. Wagner
Issuer & Ticker Symbol: Omnis Technology Corporation (OMNS)
Date of Event Requiring Statement: 3/31/99
Signature: RCJ CAPITAL PARTNERS, L.P.
By: Rockport Group, L.P.
General Partner
By: /s/ Geoffrey P. Wagner
Geoffrey P. Wagner
General Partner
4110/001/1039373
