SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 14)*
ORTEC INTERNATIONAL, INC.
_________________________
(Name of Issuer)
Common Stock, $0.001 Par Value
______________________________
(Title of Class of Securities)
68749B108
______________
(CUSIP Number)
Stephen M. Vine, Esq.
Akin, Gump, Strauss, Hauer & Feld, L.L.P.
590 Madison Avenue
New York, New York 10022
(212) 872-1000
__________________________________________________
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
July 1, 2000
_____________________________________
(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 that 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
|_|.
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Rule 13d-7(b) for other
parties to whom copies are to be sent.
*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 disclosure
provided in a prior cover page.
The information required on 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).
Continued on following page(s)
Page 1 of 11 Pages
Exhibit Index: Page 9
<PAGE>
Page 2 of 11 Pages
SCHEDULE 13D
CUSIP No. 68749B108
1 Name of Reporting Person
I.R.S. Identification Nos. of Above Persons (Entities Only)
SOROS FUND MANAGEMENT LLC
2 Check the Appropriate Box If a Member of a Group*
a. [ ]
b. [x]
3 SEC Use Only
4 Source of Funds*
Not applicable
5 Check Box If Disclosure of Legal Proceedings Is Required Pursuant to
Items 2(d) or 2(e) [ ]
6 Citizenship or Place of Organization
Delaware
7 Sole Voting Power
Number of 782,500
Shares
Beneficially 8 Shared Voting Power
Owned By 0
Each
Reporting 9 Sole Dispositive Power
Person 782,500
With
10 Shared Dispositive Power
0
11 Aggregate Amount Beneficially Owned by Each Reporting Person
782,500
12 Check Box If the Aggregate Amount in Row (11) Excludes Certain Shares*
[x]
13 Percent of Class Represented By Amount in Row (11)
9.26%
14 Type of Reporting Person*
OO; IA
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Page 3 of 11 Pages
SCHEDULE 13D
CUSIP No. 68749B108
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
LUPA FAMILY PARTNERS
2 Check the Appropriate Box If a Member of a Group*
a. [ ]
b. [x]
3 SEC Use Only
4 Source of Funds*
Not Applicable
5 Check Box If Disclosure of Legal Proceedings Is Required Pursuant to
Items 2(d) or 2(e) [ ]
6 Citizenship or Place of Organization
New York
7 Sole Voting Power
Number of 467,400
Shares
Beneficially 8 Shared Voting Power
Owned By 0
Each
Reporting 9 Sole Dispositive Power
Person 467,400
With
10 Shared Dispositive Power
0
11 Aggregate Amount Beneficially Owned by Each Reporting Person
467,400
12 Check Box If the Aggregate Amount in Row (11) Excludes Certain Shares*
[x]
13 Percent of Class Represented By Amount in Row (11)
5.53%
14 Type of Reporting Person*
PN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Page 4 of 11 Pages
SCHEDULE 13D
CUSIP No. 68749B108
1 Name of Reporting Person
I.R.S. Identification Nos. of Above Persons (Entities Only)
GEORGE SOROS (in the capacity described herein)
2 Check the Appropriate Box If a Member of a Group*
a. [ ]
b. [x]
3 SEC Use Only
4 Source of Funds*
Not Applicable
5 Check Box If Disclosure of Legal Proceedings Is Required Pursuant to
Items 2(d) or 2(e) [ ]
6 Citizenship or Place of Organization
United States
7 Sole Voting Power
Number of 1,249,900
Shares
Beneficially 8 Shared Voting Power
Owned By 0
Each
Reporting 9 Sole Dispositive Power
Person 1,249,900
With
10 Shared Dispositive Power
0
11 Aggregate Amount Beneficially Owned by Each Reporting Person
1,249,900
12 Check Box If the Aggregate Amount in Row (11) Excludes Certain Shares*
[ ]
13 Percent of Class Represented By Amount in Row (11)
14.79%
14 Type of Reporting Person*
IA
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Page 5 of 11 Pages
SCHEDULE 13D
CUSIP No. 68749B108
1 Name of Reporting Person
I.R.S. Identification Nos. of Above Persons (Entities Only)
STANLEY F. DRUCKENMILLER
2 Check the Appropriate Box If a Member of a Group*
a. [ ]
b. [x]
3 SEC Use Only
4 Source of Funds*
Not applicable
5 Check Box If Disclosure of Legal Proceedings Is Required Pursuant to
Items 2(d) or 2(e) [ ]
6 Citizenship or Place of Organization
United States
7 Sole Voting Power
Number of 0
Shares
Beneficially 8 Shared Voting Power
Owned By 0
Each
Reporting 9 Sole Dispositive Power
Person 0
With
10 Shared Dispositive Power
0
11 Aggregate Amount Beneficially Owned by Each Reporting Person
0
12 Check Box If the Aggregate Amount in Row (11) Excludes Certain Shares*
[x]
13 Percent of Class Represented By Amount in Row (11)
0%
14 Type of Reporting Person*
IA
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Page 6 of 11 Pages
This Amendment No. 14 to Schedule 13D relates to shares of common
stock, $0.001 par value per share (the "Shares"), of Ortec International, Inc.
(the "Issuer"). This Amendment No. 14 supplementally amends the initial
statement on Schedule 13D dated September 29, 1997, filed by the Reporting
Persons (as defined herein) and all amendments thereto (collectively, the
"Initial Statement"). This Amendment No. 14 is being filed to report that, as of
July 1, 2000, Mr. Druckenmiller ceased to be the Lead Portfolio Manager of, and
is no longer employed by, SFM LLC. Capitalized terms used but not defined herein
shall have the meanings ascribed to them in the Initial Statement. The Initial
Statement is supplementally amended as follows.
Item 2. Identity and Background.
This Statement is being filed by SFM LLC, Lupa, Mr. Soros and Mr.
Druckenmiller (collectively, the "Reporting Persons"). This statement relates to
Shares held for the accounts of Quasar Partners and Lupa.
On July 1, 2000, Mr. Druckenmiller ceased to be the Lead Portfolio
Manager of, and is no longer employed by, SFM LLC. Mr. Druckenmiller no longer
may be deemed to have investment discretion over the securities held for the
account of Quasar Partners. As a result, Mr. Druckenmiller no longer may be
deemed the beneficial owner of securities held for the account of Quasar
Partners, and, as of July 1, 2000, is no longer a Reporting Person.
Effective as of July 1, 2000, as a result of a reorganization of SFM
LLC, the Management Committee has been eliminated and there are no longer any
Managing Directors. The business of SFM LLC is managed by Mr. Soros, in his
capacity as Chairman and President.
Item 5. Interest in Securities of the Issuer.
(a) (i) SFM LLC may be deemed the beneficial owner of the
782,500 Shares held for the account of Quasar Partners (approximately 9.26% of
the total number of Shares outstanding).
(ii) Mr. Soros may be deemed the beneficial owner of
1,249,900 Shares (approximately 14.79% of the total number of Shares
outstanding). This number consists of (A) 782,500 Shares held for the account of
Quasar Partners and (B) 467,400 Shares held for the account of Lupa.
(iii)Lupa may be deemed the beneficial owner of the 467,400
Shares held for its own account (approximately 5.53% of the total number of
Shares outstanding).
(b) (i) Each of SFM LLC and Mr. Soros may be deemed to have the
sole power to direct the voting and disposition of the 782,500 Shares held for
the account of Quasar Partners.
(ii) Mr. Soros, by virtue of his position as a general
partner of Lupa, may be deemed to have the sole power to direct the voting and
disposition of the 467,400 Shares held for the account of Lupa. Mr. Paul Soros,
the other general partner of Lupa, does not normally exercise voting and
dispositive power over the investments held for the account of Lupa.
<PAGE>
Page 7 of 11 Pages
(iii) Lupa may be deemed to have the sole power to direct
the voting and disposition of the 467,400 Shares held for its own account.
(c) There have been no transactions with respect to the Shares
since May 6, 2000 (60 days prior to the date hereof) by any of the Reporting
Persons or Quasar Partners.
(d) (i) Pursuant to a combination of Quasar Fund with and into
Quantum Industrial Holdings Ltd. ("QIH"), effective February 1, 1999, portfolio
investments previously held indirectly by Quasar Fund (including the Shares held
for the account of Quasar Partners) were transferred to, and are held indirectly
by, QIH. SFM LLC serves as principal investment manager to both Quasar Partners
and QIH, and remains the principal investment manager of such portfolio
investments. The partners of Quasar Partners, including Quantum Industrial
Partners LDC, a Cayman Islands limited duration company, have the right to
participate in the receipt of dividends from, or proceeds from the sale of, the
Shares held for the account of Quasar Partners in accordance with their
partnership interests in Quasar Partners.
(ii) The partners of Lupa have the right to participate in
the receipt of dividends from, or proceeds from the sale of, the Shares held by
Lupa in accordance with their partnership interests in Lupa.
(e) As of July 1, 2000, Mr. Druckenmiller ceased to be the
beneficial owner of more than five percent of the Shares.
SFM LLC expressly disclaims beneficial ownership of any Shares
not held for the accounts of the SFM Clients. Mr. Soros expressly disclaims
beneficial ownership of any Shares not held for the accounts of the SFM Clients
and Lupa. Lupa expressly disclaims ownership of any Shares not held for its
account.
Item 7. Material to be Filed As Exhibits.
The Exhibit Index is incorporated herein by reference.
<PAGE>
Page 8 of 11 Pages
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief,
the undersigned certifies that the information set forth in this Statement is
true, complete and correct.
Date: July 5, 2000 SOROS FUND MANAGEMENT LLC
By: /S/ RICHARD D. HOLAHAN, JR.
--------------------------------------
Richard D. Holahan, Jr.
Assistant General Counsel
GEORGE SOROS
By: /S/ RICHARD D. HOLAHAN, JR.
--------------------------------------
Richard D. Holahan, Jr.
Attorney-in-Fact
STANLEY F. DRUCKENMILLER
By: /S/ RICHARD D. HOLAHAN, JR.
--------------------------------------
Richard D. Holahan, Jr.
Attorney-in-Fact
<PAGE>
Page 9 of 11 Pages
EXHIBIT INDEX
Page No.
--------
E. Power of Attorney, dated as of January 27, 2000, granted by
Mr. George Soros in favor of Mr. Michael C. Neus and Mr.
Richard D. Holahan, Jr...................................... 10
F. Power of Attorney, dated as of January 27, 2000, granted by
Mr. Stanley F. Druckenmiller in favor of Mr. Michael C. Neus
and Mr. Richard D. Holahan, Jr.............................. 11
