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Schulhof Robert J – ‘SC 13G’ on 2/24/99 re: Omega Orthodontics Inc

As of:  Wednesday, 2/24/99   ·   Accession #:  1042645-99-31   ·   File #:  5-52389

Previous ‘SC 13G’:  ‘SC 13G’ on 2/18/98   ·   Latest ‘SC 13G’:  This Filing

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  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 2/24/99  Schulhof Robert J                 SC 13G                 1:8K   Omega Orthodontics Inc            Robinson & Cole LLP/FA

Statement of Beneficial Ownership   —   Schedule 13G
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13G      Statement of Beneficial Ownership                      9     23K 


Document Table of Contents

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11st Page   -   Filing Submission
"Common Stock
4Item 1(b)*. Address of Issuer's Principal Executive Office
"Item 2(a)*. Names of Persons Filing
"Item 2(b)*. Address of Principal Business Office Or, If None, Residence
"Item 2(c). CITIZENSHIP OMEGA, LLC is a California limited liability company
"Item 2(d)*. Title of Class of Securities
"Item 2(e). Cusip Number
5Item 3*. If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b), check whether the person filing is a:
"Item 4. OWNERSHIP (OMEGA, LLC) (a) Amount of Beneficially Owned:
"Item 4. OWNERSHIP (Mr. Schulhof) (a) Amount Beneficially Owned:
6Item 5*. Ownership of Five Percent or Less of A Class
"Item 6*. Ownership of More Than Five Percent on Behalf of Another Person
"Item 7*. Identification and Classification of the Subsidiary Which Acquired the SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY
"Item 8*. Identification and Classification of Members of the Group
"Item 9*. Notice of Dissolution of Group
"Item 10*. Certification
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SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 --------------- SCHEDULE 13G (RULE 13D-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13D-1(B) AND (C) AND AMENDMENTS THERETO FILED PURSUANT TO 13D-2(B) (AMENDMENT NO. ____________)1 OMEGA ORTHODONTICS, INC. (NAME OF ISSUER) COMMON STOCK (TITLE OF CLASS OF SECURITIES) 681973-10-3 (CUSIP NUMBER) --------------- ---------------- 1 The remainder of this cover page shall be filled out for a reporting person's initial filing of 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 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. 681793-10-3 13G PAGE 2 OF 9 PAGES 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) The Orthodontic Management Effectiveness Group of America, LLC 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) Not applicable 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION California NUMBER OF 5. SOLE VOTING POWER SHARES 1,050,000 BENEFICIALLY 6. SHARED VOTING POWER OWNED BY -0- EACH 7. SOLE DISPOSITIVE POWER REPORTING 1,050,000 PERSON 8. SHARED DISPOSITIVE POWER WITH -0- 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,050,000 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* Not applicable 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 20.78% 12. TYPE OF REPORTING PERSON* CO *SEE INSTRUCTIONS BEFORE FILLING OUT!
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CUSIP NO. 681793-10-3 13G PAGE 3 OF 9 PAGES 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) Robert J. Schulhof 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) Not applicable 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION United States NUMBER OF 5. SOLE VOTING POWER SHARES 1,050,000 BENEFICIALLY 6. SHARED VOTING POWER OWNED BY -0- EACH 7. SOLE DISPOSITIVE POWER REPORTING 1,050,000 PERSON 8. SHARED DISPOSITIVE POWER WITH -0- 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,050,000 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* Not applicable 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 20.78% 12. TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT!
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PAGE 4 OF 9 PAGES Item 1(a)*. NAME OF ISSUER. Omega Orthodontics, Inc. ("Omega") Item 1(b)* ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICE 3621 Silver Spur Lane Acton, CA 93510 Item 2(a)* NAMES OF PERSONS FILING The Orthodontic Management Effectiveness Group of America, LLC ("OMEGA, LLC") Robert J. Schulhof ("Mr. Schulhof") Item 2(b)* ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE 3621 Silver Spur Lane Acton, CA 93510 Item 2(c) CITIZENSHIP OMEGA, LLC is a California limited liability company. Mr. Schulhof is a citizen of the United States. Item 2(d)* TITLE OF CLASS OF SECURITIES Common Stock, par value $.01 per share (the "Common Stock") Item 2(e) CUSIP NUMBER 681793-10-3 --------------------- * Unless otherwise indicated, information contained in this item pertains to each person making this joint filing.
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PAGE 5 OF 9 PAGES Item 3* If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b), check whether the person filing is a: Not applicable Item 4 OWNERSHIP (OMEGA, LLC) (a) Amount of Beneficially Owned: OMEGA, LLC is the record and beneficial owner of 1,050,000 shares of Common Stock which it acquired from Omega on August 31, 1996 in exchange for OMEGA, LLC's orthodontic practice management business and certain related assets and agreements. Mr. Schulhof is the sole manager of OMEGA, LLC with authority to vote and dispose of shares of Common Stock held by OMEGA, LLC. (b) Percent of Class:20.78% (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote 1,050,000 (ii) shared power to vote or to direct the vote -0- (iii) sole power to dispose or to direct the disposition of 1,050,000 (iv) shared power to dispose or to direct the disposition of -0- Item 4 OWNERSHIP (Mr. Schulhof) (a) Amount Beneficially Owned: Mr. Schulhof is deemed to be the beneficial owner of 1,050,000 shares of Common stock. He holds 330 membership points in OMEGA, LLC, or 27.7% of the voting power of OMEGA, LLC, and is the sole manager of OMEGA, LLC with authority to vote and dispose of the 1,050,000 shares of Common Stock held by OMEGA, LLC. (b) Percent of Class:20.78%
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PAGE 6 OF 9 PAGES (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote 1,050,000 (ii) shared power to vote or to direct the vote -0- (iii) sole power to dispose or to direct the disposition of 1,050,000 (iv) shared power to dispose or to direct the disposition of -0- 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 Not applicable 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 Item 10* CERTIFICATION Not applicable
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PAGE 7 OF 9 PAGES SIGNATURES 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. Dated: February 24, 1999 THE ORTHODONTIC MANAGEMENT EFFECTIVENESS GROUP OF AMERICA, LLC By: /s/Robert J. Schulholf /s/ Robert J. Schulhof Robert J. Schulhof, Manager Robert J. Schulhof
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PAGE 8 OF 9 PAGES INDEX OF EXHIBITS A. Agreement in Accordance with Rule 13d-1(f)(l)
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PAGE 9 OF 9 PAGES EXHIBIT A In accordance with Rule 13d-1(f)(l), each of the undersigned hereby agrees that this Statement on Schedule 13G, of which this document is Exhibit A, is filed as a joint filing on behalf of all of the undersigned. THE ORTHODONTIC MANAGEMENT EFFECTIVENESS GROUP OF AMERICA, LLC By: /s/Robert J. Schulhof Robert J. Schulhof Robert J. Schulhof, Manager Robert J. Schulhof

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Filed on:2/24/997SC 13G
8/31/965
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