<PAGE>
SCHEDULE 13G
CUSIP No. 68628K104 Page 1 of 17
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2 )
ORION NETWORK SYSTEMS, INC.
---------------------------
(Name of Issuer)
COMMON STOCK
---------------------------
(Title of Class of Securities)
68628K104
---------
(CUSIP Number)
* The remainder of this cover page shall be filled out for a reporting person's
initial filing in 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>
SCHEDULE 13G
CUSIP No. 68628K104 Page 2 of 17
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Fleet Venture Resources, Inc.
TIN#: 05-0315508
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ X ]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Rhode Island
5. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE
VOTING POWER
None.
6. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED
VOTING POWER.
None.
7. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE
DISPOSITIVE POWER.
None.
8. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED
DISPOSITIVE POWER.
None.
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON.
None.
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0%
12. TYPE OF REPORTING PERSON*
CO
* SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13G
CUSIP No. 68628K104 Page 3 of 17
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Fleet Equity Partners VI, L.P.
TIN#: 05-0481063
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
5. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE
VOTING POWER
None.
6. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED
VOTING POWER.
None.
7. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE
DISPOSITIVE POWER.
None.
8. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED
DISPOSITIVE POWER.
None.
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON.
None.
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0%
12. TYPE OF REPORTING PERSON*
PN
* SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13G
CUSIP No. 68628K104 Page 4 of 17
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Fleet Growth Resources II, Inc.
TIN#: 05-0481064
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
5. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE
VOTING POWER
None.
6. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED
VOTING POWER.
None.
7. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE
DISPOSITIVE POWER.
None.
8. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED
DISPOSITIVE POWER.
None.
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON.
None.
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0%
12. TYPE OF REPORTING PERSON*
CO
* SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13G
CUSIP No. 68628K104 Page 5 of 17
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Fleet Growth Resources, Inc.
TIN#: 05-0401134
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ X ]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Rhode Island
5. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE
VOTING POWER
None.
6. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED
VOTING POWER.
None.
7. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE
DISPOSITIVE POWER.
None.
8. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED
DISPOSITIVE POWER.
None.
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON.
None.
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0%
12. TYPE OF REPORTING PERSON*
CO
* SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13G
CUSIP No. 68628K104 Page 6 of 17
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Silverado IV Corp.
TIN#: 05-0481110
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
5. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE
VOTING POWER
None.
6. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED
VOTING POWER.
None.
7. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE
DISPOSITIVE POWER.
None.
8. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED
DISPOSITIVE POWER.
None.
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON.
None.
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0%
12. TYPE OF REPORTING PERSON*
CO
* SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13G
CUSIP No. 68628K104 Page 7 of 17
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Fleet Private Equity Co., Inc.
TIN#: 05-0471718
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ X ]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Rhode Island
5. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE
VOTING POWER
None.
6. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED
VOTING POWER.
None.
7. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE
DISPOSITIVE POWER.
None.
8. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED
DISPOSITIVE POWER.
None.
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON.
None.
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0%
12. TYPE OF REPORTING PERSON*
CO
* SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13G
CUSIP No. 68628K104 Page 8 of 17
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Chisholm Partners II, L.P.
TIN#: 05-0474058
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
5. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE
VOTING POWER
None.
6. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED
VOTING POWER.
None.
7. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE
DISPOSITIVE POWER.
None.
8. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED
DISPOSITIVE POWER.
None.
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON.
None.
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0%
12. TYPE OF REPORTING PERSON*
PN
* SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13G
CUSIP No. 68628K104 Page 9 of 17
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Silverado II Corp.
TIN#: 05-0474043
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
5. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE
VOTING POWER
None.
6. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED
VOTING POWER.
None.
7. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE
DISPOSITIVE POWER.
None.
8. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED
DISPOSITIVE POWER.
None.
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON.
None.
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0%
12. TYPE OF REPORTING PERSON*
CO
* SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13G
CUSIP No. 68628K104 Page 10 of 17
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Silverado II L.P.
TIN#: 05-0474036
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
5. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE
VOTING POWER
None.
6. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED
VOTING POWER.
None.
7. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE
DISPOSITIVE POWER.
None.
8. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED
DISPOSITIVE POWER.
None.
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON.
None.
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0%
12. TYPE OF REPORTING PERSON*
PN
* SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13G
CUSIP No. 68628K104 Page 11 of 17
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Fleet Financial Group, Inc.
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ X ]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Rhode Island
5. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE
VOTING POWER
None.
6. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED
VOTING POWER.
None.
7. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE
DISPOSITIVE POWER.
None.
8. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED
DISPOSITIVE POWER.
None.
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON.
None.
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0%
12. TYPE OF REPORTING PERSON*
CO
* SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13G
CUSIP No. 68628K104 Page 12 of 17
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Robert M. Van Degna
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ X ]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Rhode Island
5. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE
VOTING POWER
None.
6. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED
VOTING POWER.
None.
7. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE
DISPOSITIVE POWER.
None.
8. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED
DISPOSITIVE POWER.
None.
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON.
None.
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[ X ]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0%
12. TYPE OF REPORTING PERSON*
IN
* SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13G
CUSIP No. 68628K104 Page 13 of 17
This Amendment No. 2 to the Statement on Schedule 13G originally filed on
February 14, 1996 and as amended by Amendment No. 1 to Schedule 13G filed on
February 14, 1997 (the "Statement") is being filed with the Securities and
Exchange Commission (the "Commission") by the reporting persons identified in
Item 2a) below (collectively, the "Reporting Persons") pursuant to Rule 13d-2
promulgated under the Securities Exchange Act of 1934, as amended. The primary
purpose of this Amendment No. 2 to Schedule 13G is to reflect the exchange by
the Reporting Persons of an aggregate of 5,000 Series A Preferred Stock and
1,333.333 Series B Preferred Stock for an aggregate of 514,433 shares of the
Common Stock of Loral Space & Communications Ltd. ("Loral"), pursuant to the
merger of Orion Network Systems, Inc. ("Orion") into Loral (the "Merger").
Item 1) Name of Issuer: Orion Network Systems, Inc.
Item 1b) Address of Issuer's Principal Executive Offices:
2440 Research Blvd., Suite 400
Rockville, MD 20850
Item 2a) Name of Person Filing: 1) Fleet Venture Resources, Inc. ("FVR")
2) Fleet Equity Partners VI, L.P. ("FEP6")
3) Fleet Growth Resources II, Inc. ("FGR2")
4) Fleet Growth Resources, Inc. ("FGR")
5) Silverado IV Corp. ("S4C")
6) Fleet Private Equity Co., Inc. ("FPEC")
7) Chisholm Partners II, L.P. ("CP2")
8) Silverado II Corp. ("S2C")
9) Silverado II, L.P. ("S2LP")
10) Fleet Financial Group, Inc. ("FFG")
11) Robert M. Van Degna
Item 2b) Principal Business Offices: For all entities cited in Item 2a)
except as noted:
50 Kennedy Plaza
Providence, RI 02903
10) One Federal Street
Boston, MA 02110
11) Principal Residence of
Robert M. Van Degna
355 Kent Drive
East Greenwich, RI 02818
<PAGE>
SCHEDULE 13G
CUSIP No. 68628K104 Page 14 of 17
Item 2c) Citizenship: as cited in Item 2a): 1) RI Corporation
2) DE Partnership
3) DE Corporation
4) RI Corporation
5) DE Corporation
6) RI Corporation
7) DE Partnership
8) DE Corporation
9) DE Partnership
10) RI Corporation
11) United States citizen
Item 2d) Class of Securities: Common Stock
Item 2e) CUSIP Number: 68628K104
Item 3) Not Applicable
Item 4) Ownership
On March 20, 1998 FVR, FEP6, and CP2 exchanged an aggregate of 5,000
Series A Preferred Stock and 1,333.333 Series B Preferred Stock for an aggregate
of 514,433 shares of the Common Stock of Loral, pursuant to the Merger.
FVR exchanged 2,800 shares of Series A Preferred Stock and 933.333 shares
of Series B Preferred Stock, for an aggregate of 301,177 shares of the Common
Stock of Loral. FVR's 420,914 Contingent Common Stock Warrants were canceled
subsequent to the Merger.
FEP6 exchanged 1,200 shares of Series A Preferred Stock and 400 shares of
Series B Preferred Stock, for an aggregate of 129,076 shares of the Common Stock
of Loral. FEP6's 180,390 Contingent Common Stock Warrants were canceled
subsequent to the Merger.
FGR2 is a General Partner of Fleet Equity Partners VI, L.P., and as such
may be deemed to possess indirect beneficial ownership of the shares of Common
Stock deemed beneficially held by Fleet Equity Partners VI, L.P.
FGR owns all of the outstanding Common Stock of Fleet Growth Resources II,
Inc., and as such may be deemed to possess indirect beneficial ownership of the
shares of Common Stock deemed beneficially held by Fleet Equity Partners VI,
L.P.
S4C is a General Partner of Fleet Equity Partners VI, L.P., and as such
may be deemed to possess indirect beneficial ownership of the shares of Common
Stock deemed beneficially held by Fleet Equity Partners VI, L.P.
FLEET PRIVATE EQUITY CO., INC. owns all of the outstanding Common Stock of
Fleet Venture Resources, Inc. and Fleet Growth Resources, Inc., and as such may
be deemed to possess indirect beneficial ownership of the shares of Common Stock
deemed beneficially held by Fleet Venture Resources, Inc. and Fleet Equity
Partners VI, L.P.
CP2 exchanged 1,000 shares of Series A Preferred Stock for an aggregate of
84,180 shares of the Common Stock of Loral. CP2's 117,647 Contingent Common
Stock Warrants were canceled subsequent to the Merger.
<PAGE>
SCHEDULE 13G
CUSIP No. 68628K104 Page 15 of 17
S2C is the General Partner of Silverado II, L.P. which is the General
Partner of Chisholm Partners II, L.P., and as such may be deemed to possess
indirect beneficial ownership of the shares of Common Stock deemed beneficially
held by Chisholm Partners II, L.P.
S2LP is the General Partner of Chisholm Partners II, L.P., and as such may
be deemed to possess indirect beneficial ownership of the shares of Common Stock
deemed beneficially held by Chisholm Partners II, L.P.
FFG owns all of the outstanding Common Stock of Fleet Private Equity Co.,
Inc., which owns all of the outstanding stock of Fleet Venture Resources, Inc.
and Fleet Growth Resources, Inc., and by virtue of the relationships previously
described, may thus be deemed to possess indirect beneficial ownership of the
shares of Common Stock deemed beneficially held by Fleet Venture Resources, Inc.
and Fleet Growth Resources, Inc.
ROBERT M. VAN DEGNA exchanged an aggregate of 30,000 Non-Employee Director
Stock Options into 21,465 Options to purchase shares of Common Stock of Loral
pursuant to the Merger.
Item 5) Ownership of Five Percent or Less of a Class. [ X ]
Item 6) Not Applicable
Item 7) Not Applicable
Item 8) Identification and Classification of Members of the Group.
See Exhibit A
Item 9) Not Applicable
Item 10) Not Applicable
<PAGE>
SCHEDULE 13G
CUSIP No. 68628K104 Page 16 of 17
EXHIBIT A
Identification and Classification of Members of the Group:
Fleet Venture Resources, Inc. CO
Fleet Equity Partners VI, L.P. PN
Fleet Growth Resources II, Inc. CO
Fleet Growth Resources, Inc. CO
Silverado IV Corp. CO
Fleet Private Equity Co., Inc. CO
Chisholm Partners II, L.P. PN
Silverado II Corp. CO
Silverado II, L.P. PN
Fleet Financial Group, Inc. CO
Robert M. Van Degna IN
<PAGE>
SCHEDULE 13G
CUSIP No. 68628K104 Page 17 of 17
SIGNATURES
After reasonable inquiry and to the best of our knowledge and belief, the
undersigned certify that the information set forth in this statement is true,
complete and correct.
April 9, 1998 FLEET VENTURE RESOURCES, INC.
/s/ Robert M. Van Degna
-------------------------------
By Robert M. Van Degna
Its Chairman & CEO
