ORPHAN MEDICAL INC
SC 13G/A, 1998-02-06
PHARMACEUTICAL PREPARATIONS
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<PAGE>

                               UNITED STATES
                     SECURITIES AND EXCHANGE COMMISSION
                          WASHINGTON, D.C. 20549

                                SCHEDULE 13G

                 UNDER THE SECURITIES EXCHANGE ACT OF 1934

                             (AMENDMENT NO. 1)*


                            Orphan Medical, Inc.
                     ----------------------------------
                              (Name of Issuer)

                                Common Stock
                     ----------------------------------
                       (Title of Class of Securities)

                                  687303107
                     ----------------------------------
                              (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 1;  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 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 1 of 5

<PAGE>

CUSIP No. 687303107                  13G                  Page  2  of  5  Pages
          ---------                                            ---    --- 

- -------------------------------------------------------------------------------
 (1) Names of Reporting Person  
     S.S. or I.R.S. Identification No. of Above Person

     Woodland Partners LLC
     41-1832463
- -------------------------------------------------------------------------------
 (2) Check the Appropriate Box if a Member     (a)  / /
     of a Group*                               (b)  / /
- -------------------------------------------------------------------------------
 (3) SEC Use Only

- -------------------------------------------------------------------------------
 (4) Citizenship or Place of Organization

     Minnesota
- -------------------------------------------------------------------------------
Number of Shares              (5) Sole Voting
 Beneficially                       Power             304,700
 Owned by                    --------------------------------------------------
 Each Reporting               (6) Shared Voting
 Person With                        Power             55,700
                             --------------------------------------------------
                              (7) Sole Dispositive
                                    Power             360,400
                             --------------------------------------------------
                              (8) Shared Dispositive
                                    Power             0
- -------------------------------------------------------------------------------
 (9) Aggregate Amount Beneficially Owned by Each Reporting Person

     360,400 SHARES
- -------------------------------------------------------------------------------
(10) Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares*

- -------------------------------------------------------------------------------
(11) Percent of Class Represented by Amount in Row 9

     5.9%
- -------------------------------------------------------------------------------
(12) Type of Reporting Person*

     IA
- -------------------------------------------------------------------------------

                    *SEE INSTRUCTION BEFORE FILLING OUT!


                                 Page 2 of 5

<PAGE>

ITEM 1.

         (a)    Name of Issuer

                Orphan Medical, Inc.

         (b)    Address of Issuer's Principal Executive Offices

                13911 Ridgedale Drive
                Suite 475
                Minnetonka, MN 55305

ITEM 2.

         (a)    Name of Person Filing

                Woodland Partners LLC (the "Company")

         (b)    Address of Principal Business Office or, if None, Residence

                60 South Sixth Street
                Suite 3750
                Minneapolis, Minnesota  55402

         (c)    Citizenship

                The Company is organized in Minnesota

         (d)    Title of Class of Securities

                Common Stock

         (e)    CUSIP Number

                687303107

ITEM 3.  IF THIS STATEMENT IS FILED PURSUANT TO RULE 13d-1(b), OR 13d-2(b),
         CHECK WHETHER THE PERSON FILING IS A:

         (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 Section 240.13d-1(b)(1)(ii)(F)

         (g)    / / Parent Holding Company, in accordance with Section
                240.13d-1(b)(ii)(G) (Note:  See Item 7)

         (h)    / / Group, in accordance with Section 240.13d-1(b)(1)(ii)(H)


                                   Page 3 of 5

<PAGE>

ITEM 4.  OWNERSHIP

         (a)    Amount Beneficially Owned

                360,400 shares

         (b)    Percent of Class

                5.9%

         (c)    Number of shares as to which such person has:

                     (i) sole power to vote or to direct the vote

                         304,700

                    (ii) shared power to vote or to direct the vote

                         55,700

                   (iii) sole power to dispose or to direct the disposition of

                         360,400

                    (iv) shared power to dispose or to direct the disposition of

                         0

ITEM 5.  OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS

         If this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of more than
five percent of the class of securities, check the following / /.

         Not Applicable

ITEM 6.  OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON

         The Company manages accounts for the benefit of its clients.  Dividends
on, and the proceeds from the sale of, securities are credited to the account
which holds or held such securities.  No single account managed by the Company
holds more than five percent of the class of securities referred to above.

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

         Not Applicable


                                   Page 4 of 5

<PAGE>

ITEM 10.  CERTIFICATION

          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.


                                    SIGNATURE

     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 4, 1998
                                   ---------------------------------------
                                                     Date

                                           /S/ RICHARD J. RINKOFF
                                   ---------------------------------------
                                                    Signature

                                     Richard J. Rinkoff, Managing Partner
                                   ---------------------------------------
                                                    Name/Title




                                   Page 5 of 5




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