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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: Onsale, Inc.
Title of Class of Securities: Common Stock
CUSIP Number: 682 838 107
(Name, Address and Telephone Number of Person
Authorized To Receive Notices and Communications)
Barry R. Feirstein
Feirstein Capital Management Corporation
767 Third Avenue, 28th Floor
New York, New York
(Date of Event which Requires Filing of this Statement)
12/2/97
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. 682 838 107
1. Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Barry R. Feirstein
2. Check the appropriate box if a member of a group
a.
b.
3. SEC Use Only
4. SOURCE OF FUNDS
WC
5. Check if Disclosure of Legal Proceedings is Required Pursuant
to Items 2(d) of 2(e)
6. Citizenship or Place of Organization
U.S.
7. Sole Voting Power
1,000,000
8. Shared Voting Power
9. Sole Dispositive Power
1,000,000
10. Shared Dispositive Power
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11. Aggregate Amount Beneficially Owned by Each Reporting Person
1,000,000
12. Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares*
13. Percent of Class Represented by Amount in Row (11)
5.37%
14. Type of Reporting Person*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES
TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE,
AND THE SIGNATURE ATTESTATION.
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Item 1. Security and Issuer
This statement relates to the shares of common stock
("Shares") of Onsale, Inc. (the "Company"), a Delaware
corporation. The principal executive office of the Company is
located at 1861 Landings Drive, Mountain View, California 94043.
Item 2. Identity and Background
This statement is being filed on behalf of the Reporting
Person. The Reporting Person is the managing member of the
general partner of an investment partnership and the Chairman and
President of Feirstein Capital Management Corporation ("Feirstein
Capital"), an investment management firm that is wholly-owned by
the Reporting Person. The Reporting Person's principal office is
located at 767 Third Avenue, 28th Floor, New York, New York
10017.
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.
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Item 3. Source and Amount of Funds or Other Consideration
As of the date hereof, the Reporting Person is deemed to
be the beneficial owner of 1,000,000 Shares. The Shares are held
by Feirstein Partners, L.P. (the "Partnership"), an investment
limited partnership formed under the laws of Delaware, of which
the Reporting Person is the managing member of the general
partner, and by Feirstein Offshore Fund, Inc. (the
"Corporation"), a British Virgin Islands corporation to which
Feirstein Capital acts as the investment manager. All of the
Shares were purchased in open market transactions at an aggregate
cost of $13,174,359.96. The funds for the purchase of the Shares
held in the Partnership came from capital contributions to the
Partnership by its general and limited partners. The funds for
the purchase of the Shares held by the Corporation came from the
capital contributions of its shareholders. The working capital
of the Partnership and the Corporation includes the proceeds of
margin loans entered into in the ordinary course of their
respective businesses with Goldman, Sachs & Co.
Item 4. Purpose of Transaction
The Shares of which the Reporting Person is deemed to be
the beneficial owner were acquired for, and are being held for,
investment purposes. The Reporting Person may acquire additional
Shares, dispose of all or some of those Shares from time to time,
in each case in open market transactions, block sales or
purchases or otherwise, or may continue to hold those Shares.
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The Reporting Person does not have any plan or proposal
which relates to, or would result in, any of the actions
enumerated in Item 4 of Schedule 13D.
Item 5. Interest in Securities of the Issuer
As of the date hereof, the Reporting Person is deemed to
be the beneficial owner of 1,000,000 Shares. Based on the
Company's Form 10-Q filed on November 14, 1997, as of October 31,
1997 there were 18,604,791 Shares outstanding. Therefore, the
Reporting Person is deemed to be the beneficial owner of 5.37% of
the outstanding Shares. The Reporting Person has the power to
vote and direct the vote and to dispose of or direct the
disposition of all of the Shares of which he is currently deemed
to be the beneficial owner.
All transactions in the Shares effected by the Reporting
Person in the 60 days prior to December 2, 1997 through the date
of this filing are set forth in a table on Exhibit A hereto.
Item 6. Contracts, Arrangements, Understandings or
Relationships With Respect to Securities of
the Issuer
The Reporting Person does not have any contract,
arrangement, understanding or relationship with any person with
respect to the Shares.
Item 7. Material to be Filed as Exhibits
A description of the transactions in the Shares that
were effected by the reporting persons during the 60 days prior
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to December 2, 1997 through the date of this filing is filed
herewith as Exhibit A.
Signature
The undersigned, after reasonable inquiry and to the
best of his knowledge and belief, certifies that the information
set forth in this statement is true, complete and correct.
December 4, 1997
/s/ Barry R. Feirstein
__________________________
Barry R. Feirstein
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Exhibit A
Schedule of Transactions
Number of Shares
Trade Date Purchased or (Sold) Price Per Share
__________ ___________________ _______________
10/8/97 (7,400) $30.1890
10/23/97 100,000 28.25
10/28/97 1,000 17.375
11/3/97 10,000 25
11/3/97 55,000 25.44
11/4/97 10,000 26.4688
11/7/97 (68,600) 25.2833
11/10/97 20,000 22.75
11/13/97 25,000 19
11/13/97 30,000 21.5
11/14/97 (25,000) 19.999
11/24/97 (600) 17.3327
11/24/97 10,000 16.625
11/24/97 46,000 16.675
12/2/97 70,000 16.875
12/3/97 10,000 17
12/3/97 21,500 17.5
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00618001.BR5
