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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
Amendment No.: *
Name of Issuer: Objectshare, Inc.
Title of Class of Securities: Common Stock
CUSIP Number: 674426101
(Name, Address and Telephone Number of Person
Authorized To Receive Notices and Communications)
Scott M. Smith, Camelot Management Corp., 10 Glenville Street,
Greenwich, CT 06831-3638; (203) 531-8792
(Date of Event which Requires Filing of this Statement)
November 26, 1997
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(b)(3) or (4), check the following box [ ].
Note: Six copies of this statement, including all exhibits,
should be filed with the Commission. See Rule 13d-1(a) 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 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 No. 674426101
1. Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Scott M. Smith
2. Check the Appropriate Box if a Member of a Group
a.
b. x
3. SEC Use Only
4. Source of Funds
WC
5. Check if Disclosure of Legal Proceedings is Required Pursuant
to Items 2(d) or 2(e)
6. Citizenship or Place of Organization
U.S.
Number of Shares Beneficially Owned by Each Reporting Person
With:
7. Sole Voting Power:
8. Shared Voting Power:
775,000
9. Sole Dispositive Power:
10. Shared Dispositive Power:
775,000
11. Aggregate Amount Beneficially Owned by Each Reporting Person
775,000
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)
6.4%
14. Type of Reporting Person
IN
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The purpose of this Schedule 13D is to report the ownership of
Scott M. Smith (the "Reporting Person") in the shares of Common
Stock (the "Common Stock") of Objectshare, Inc. (the "Company")
of 6.4% of the Common Stock outstanding.
Item 1. Security and Issuer
This statement relates to shares of Common Stock of the
Company. The Company's principal executive office is
located at 999 E. Arques Ave., Sunnyvale, California
94086.
Item 2. Identity and Background
This statement is being filed on behalf of the Reporting
Person. The principal business of the Reporting Person
is to act as an investment adviser. The principal
office of the Reporting Person is at 10 Glenville
Street, Greenwich, Connecticut 06831-3638. The
Reporting Person is the general partner of Camelot
Capital, L.P., a Delaware limited partnership, and is
the president and sole shareholder of Camelot Management
Corp., a Delaware corporation. Camelot Management Corp.
is the investment manager to Camelot Offshore Fund
Limited, a Bahamian corporation (together with Camelot
Capital, L.P., referred to as the "Funds").
The Reporting Person has not, during the last five
years, been convicted in a criminal proceeding
(excluding traffic violations or similar misdemeanors).
The Reporting Person has not, during the last five
years, been a party to a civil proceeding of a judicial
or administrative body of competent jurisdiction which
resulted in a judgment, decree or final order enjoining
future violations of, or prohibiting or mandating
activities subject to, federal or state securities laws
or finding any violations with respect to such laws.
The Reporting Person is a citizen of the United States
of America.
Item 3. Source and Amount of Funds or Other Consideration
As of the date hereof, the Reporting Person is deemed to
beneficially own 775,000 shares of the Company's Common
Stock. All 775,000 shares of Common Stock are held by
the Funds. The shares of Common Stock were purchased in
open market transactions at an aggregate cost of
$998,195. The funds for the purchase of the Common
Stock held in the Funds have come from each Fund's own
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funds or from margin loans entered into in the ordinary
course of business.
Item 4. Purpose of Transactions
The shares of Common Stock beneficially owned by the
Reporting Person were acquired for, and are being held
for, investment purposes.
The Reporting Person has no plan or proposal which
relates to, or would result in, any of the actions
enumerated in Item 4 of the instructions to Schedule
13D.
Item 5. Interest in Securities of Issuer
As of the date hereof, the Reporting Person is deemed to
be the beneficial owner of 775,000 shares of the
Company's Common Stock. Based on information received
from the Company we believe there to be 12,102,946
shares of the Company's Common Stock outstanding.
Therefore, the Reporting Person is deemed to
beneficially own 6.4% of the Company's outstanding
shares of Common Stock. The Reporting Person has the
power to vote, direct the vote, dispose of or direct the
disposition of all the shares of the Company's Common
Stock that he currently is deemed to beneficially own.
Item 6. Contracts, Arrangements, Understandings or Relationships
with Respect to Securities of the Issuer
The Reporting Person has no contract, arrangement,
understanding or relationship with any person with
respect to the Common Stock of the Company.
Item 7. Material to be Filed as Exhibits
Attached hereto as Exhibit A is a description of the
transactions in the Common Stock of the Company that
were effected by the Reporting Person during the 60 days
prior to November 26, 1997 through the date of this
filing.
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Signature
The undersigned, after reasonable inquiry and to
the best of their knowledge and belief, certify that the
information set forth in this statement is true, complete
and correct.
/s/ Scott M. Smith
_________________________________
Scott M. Smith
February 2, 1998
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Exhibit A
Daily Transactions
Common Stock
Purchase Number Price
Date of Shares per Share
10/8/97 30,000 $1.125
11/24/97 6,000 0.6875
11/25/97 7,500 0.7188
11/26/97 10,000 0.7031
11/26/97 2,500 0.6563
11/28/97 17,500 0.7188
12/10/97 10,000 0.5625
12/12/97 15,000 0.75
12/16/97 10,000 0.75
12/17/97 7,500 0.6875
12/18/97 7,500 0.6875
12/22/97 7,500 0.6875
12/29/97 18,500 0.6563
12/29/97 12,500 0.6875
12/30/97 7,500 0.625
12/31/97 5,000 0.6563
1/14/98 20,000 0.84375
1/23/98 1,000 0.7656
1/26/98 9,000 0.8125
1/27/98 3,600 0.8125
1/30/98 8,900 1.0
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00934001.AD7
