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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. 3 )*
---
Osborn Communication Corp.
_________________________________________________________________
(Name of Issuer)
Common Stock
_________________________________________________________________
(Title of Class of Securities)
687787101
__________________________________
(CUSIP Number)
Check the following box if a fee is being paid with this statement /__/.
(A fee is not required only if the filing person: (1) has a previous
statement on file reporting beneficial ownership of more than five percent
of the class of securities described in Item l; and (2) has filed no
amendment subsequent thereto reporting beneficial ownership of five
percent or less of such class.) (See Rule 13d-7).
*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).
SEC 1745 (10/88) Page 1 of 6 pages
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CUSIP No. 687787101 13G Page 2 of 5 Pages
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1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Spears, Benzak, Salomon & Farrell, Inc.
IRS ID No.: 13-2700161
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) /__/
(b) /X_/
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
New York corporation
5 SOLE VOTING POWER
NUMBER OF
-0-
SHARES
6 SHARED VOTING POWER
BENEFICIALLY
1,638,905 shares
OWNED BY
7 SOLE DISPOSITIVE POWER
EACH
-0-
REPORTING
PERSON 8 SHARED DISPOSITIVE POWER
WITH 1,638,905 shares
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,638,905 shares
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
N/A
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
30.4%
12 TYPE OF REPORTING PERSON*
IA
*SEE INSTRUCTION BEFORE FILLING OUT!
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Item 1. (a) Name of Issuer
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Osborn Communication Corp.
(b) Address of Issuer's Principal Executive Offices
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130 Mason Street
Greenwich, CT 06830
Item 2. (a) Name of Person Filing
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Spears, Benzak, Salomon & Farrell, Inc.
(b) Address of Principal Business Office or, if none,
Residence
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45 Rockefeller Plaza
New York, NY 10111
(c) Citizenship
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New York Corporation
(d) Title of Class of Securities
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common stock
(e) CUSIP Number
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687787101
Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b),
check whether the person filing is a:
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(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; see 240.13d-l(b)(l)(ii)(F)
Page 3 of 5 pages
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(g) /__/ Parent Holding Company, in accordance with
240.13d-l(b)(ii)(G) (Note: See Item 7)
(h) /__/ Group, in accordance with 240.13d-l(b)(l)(ii)(H)
Item 4. Ownership
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If the percent of the class owned, as of December 31 of the year
covered by the statement, or as of the last day of any month described in
Rule 13d-l(b)(2), if applicable, exceeds five percent, provide the
following information as of that date and identify those shares which
there is a right to acquire.
(a) Amount Beneficially Owned
1,638,905 shares were beneficially owned as of
December 31, 1995.
(b) Percent of Class
Such shares represent 30.4% of the issued and
outstanding shares of common stock as of
December 31, 1995.
(c) Number of shares as to which such person has the filing
person shares the power to vote and dispose or direct the
disposition of such shares with various customers for
whom the shares were purchased, but in each case the
customer has the ultimate power to vote and dispose of
the shares and may at any time revoke such filing
person's authority to vote and dispose of the shares.
Item 5. Ownership of Five Percent or Less of a Class
--------------------------------------------
Not applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
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A variety of individuals, groups and corporations
for whom Spears, Benzak, Salomon & Farrell, Inc.
serves as investment adviser have rights to
dividends and proceeds of the securities to which
this filing relates.
Page 4 of 5 pages
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Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent Holding
Company
-------------------------------------------------------------
Not applicable.
Item 8. Identification and Classification of Members of the Group
---------------------------------------------------------
Not applicable.
Item 9. Notice of Dissolution of Group
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Not applicable.
Item 10.Certification
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By signing below I certify that, to the best of
my knowledge and belief, the securities referred
to above were acquired in the ordinary course of
business and were not acquired for the purpose of
and do not have the effect of changing or
influencing the control of the issuer of such
securities and were not acquired in connection
with or as a participant in any transaction
having such purposes 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.
February 5, 1996
Spears, Benzak, Salomon & Farrell, Inc.
By /s/ Michael R. Parker
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Michael R. Parker
Page 5 of 5 pages
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