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Fibr Holdings LLC · SC 13D/A · Sorrento Networks Corp · On 4/21/00

Filed On 4/21/00 11:21am ET · SEC File 5-47159 · Accession Number 950136-0-568

  As Of               Filer                 Filing     As/For/On Docs:Pgs              Issuer               Agent

 4/21/00  Fibr Holdings LLC                 SC 13D/A               3:17   Sorrento Networks Corp            Capital Printing...01/FA

Amendment to General Statement of Beneficial Ownership · Schedule 13D
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13D/A    Amendment to Schedule 13d/A                           13     43K 
 2: EX-2        First Amendment to Limited Liability                   2      7K 
 3: EX-3        Joint Filing Agreement                                 2      5K

SC 13D/A · Amendment to Schedule 13d/A
Document Table of Contents

Page	(sequential)	\|	(alphabetic)	Top
			Alternative Formats (RTF, XML, et al.) Common Stock Contracts, Arrangements, Understandings or Relations With Respect to Securities of the Issuer IDENTITY AND BACKGROUND Item 2 is hereby supplemented as follows: INTEREST IN SECURITIES OF THE ISSUER. Item 5 is hereby amended and supplemented as follows: Material to Be Filed As Exhibits PURPOSE OF THE TRANSACTION Item 4 is hereby supplemented as follows: SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION Item 3 is hereby supplemented as follows:
1	1st Page
"	Common Stock
6	Item 2. IDENTITY AND BACKGROUND Item 2 is hereby supplemented as follows:
7	Item 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION Item 3 is hereby supplemented as follows:
"	Item 4. PURPOSE OF THE TRANSACTION Item 4 is hereby supplemented as follows:
"	Item 5. INTEREST IN SECURITIES OF THE ISSUER. Item 5 is hereby amended and supplemented as follows:
10	Item 6. Contracts, Arrangements, Understandings or Relations With Respect to Securities of the Issuer
11	Item 7. Material to Be Filed As Exhibits

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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. 1)*

 Osicom Technologies, Inc.
--------------------------
(Name of Issuer)

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

 688271501
 ---------
(CUSIP Number)

Mr. Rohit Phansalkar                       With a copy to:                      
FIBR Holdings, LLC                         David S. Rosenthal, Esq.             
1330 Avenue of the Americas, 36th Floor    Swidler Berlin Shereff Friedman, LLP 
New York, New York  10022                  405 Lexington Avenue                 
(212) 842-1600                             New York, New York 10174             
                    (212) 973-0111
--------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)

 February 18, 2000
------------------
 (Date of Event which Requires Filing of
 this Statement)

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   
statement because of Rule 13d-1(e), (f) or (g), check the following: [ ].       

Note: An EDGAR version of this statement, including all exhibits, should be     
filed with the Commission.  See Rule 13d-7 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           
disclosures provided in a prior cover page.                                     

The information required on 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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                                                         SCHEDULE 13D                                              
-------------------------------------------------------------------------------------------------------------------
CUSIP No.   688271501                                                             Page   2    of         Pages     
                                                                                       ------      ------          
-------------------------------------------------------------------------------------------------------------------
                                                                                                                   
1         NAME OF REPORTING PERSON                                                                                 
          S.S. OR I.R.S. IDENTIFICATION NO.  OF ABOVE PERSON                                                       
                   FIBR Holdings, LLC                                                                              
-------------------------------------------------------------------------------------------------------------------
2         CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*                                             (a) [ ]    
                                                                                                        (b) [ ]    
-------------------------------------------------------------------------------------------------------------------
3         SEC USE ONLY                                                                                             

-------------------------------------------------------------------------------------------------------------------
4         SOURCE OF FUNDS*                                                                                         
          WC                                                                                                       
-------------------------------------------------------------------------------------------------------------------
5         CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED                                                 
          PURSUANT TO ITEMS 2(d) or 2(e)                                                                    [ ]    

-------------------------------------------------------------------------------------------------------------------
6         CITIZENSHIP OR PLACE OF ORGANIZATION                                                                     
          New York                                                                                                 
-------------------------------------------------------------------------------------------------------------------
      NUMBER OF          7        SOLE VOTING POWER                                                                
        SHARES                    0                                                                                
     BENEFICIALLY      --------------------------------------------------------------------------------------------
       OWNED BY          8        SHARED VOTING POWER                                                              
         EACH                     142,692 **                                                                       
      REPORTING        --------------------------------------------------------------------------------------------
        PERSON           9        SOLE DISPOSITIVE POWER                                                           
         WITH                     0                                                                                
                       --------------------------------------------------------------------------------------------
                         10       SHARED DISPOSITIVE POWER                                                         
                                  142,692 **                                                                       
-------------------------------------------------------------------------------------------------------------------
11        AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING                                                    
          PERSON                                                                                                   
          142,692 **                                                                                               
-------------------------------------------------------------------------------------------------------------------
12        CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN                                           
          SHARES*                                                                                           [ ]    

-------------------------------------------------------------------------------------------------------------------
13        PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)                                                       
          1.3%                                                                                                     
-------------------------------------------------------------------------------------------------------------------
14        TYPE OF REPORTING PERSON*                                                                                
          OO                                                                                                       
-------------------------------------------------------------------------------------------------------------------

* SEE INSTRUCTIONS                                                              
** SEE ITEMS 5 AND 6                                                            

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                                                         SCHEDULE 13D                                              
-------------------------------------------------------------------------------------------------------------------
CUSIP No.   688271501                                                             Page   3    of         Pages     
                                                                                       ------      ------          
-------------------------------------------------------------------------------------------------------------------
                                                                                                                   
1         NAME OF REPORTING PERSON                                                                                 
          S.S. OR I.R.S. IDENTIFICATION NO.  OF ABOVE PERSON                                                       
                   Libra Fund L.P.                                                                                 
-------------------------------------------------------------------------------------------------------------------
2         CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*                                            (a)  [ ]    
                                                                                                       (b)  [ ]    
-------------------------------------------------------------------------------------------------------------------
3         SEC USE ONLY                                                                                             

-------------------------------------------------------------------------------------------------------------------
4         SOURCE OF FUNDS*                                                                                         
          WC                                                                                                       
-------------------------------------------------------------------------------------------------------------------
5         CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED                                                 
          PURSUANT TO ITEMS 2(d) or 2(e)                                                                    [ ]    

-------------------------------------------------------------------------------------------------------------------
6         CITIZENSHIP OR PLACE OF ORGANIZATION                                                                     
          Delaware                                                                                                 
-------------------------------------------------------------------------------------------------------------------
      NUMBER OF          7        SOLE VOTING POWER                                                                
        SHARES                    0                                                                                
     BENEFICIALLY      --------------------------------------------------------------------------------------------
       OWNED BY          8        SHARED VOTING POWER                                                              
         EACH                     107,358 **                                                                       
      REPORTING        --------------------------------------------------------------------------------------------
        PERSON           9        SOLE DISPOSITIVE POWER                                                           
         WITH                     0                                                                                
                       --------------------------------------------------------------------------------------------
                         10       SHARED DISPOSITIVE POWER                                                         
                                  107,358 **                                                                       
-------------------------------------------------------------------------------------------------------------------
11        AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING                                                    
          PERSON                                                                                                   
          107,358 **                                                                                               
-------------------------------------------------------------------------------------------------------------------
12        CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN                                           
          SHARES*                                                                                           [ ]    

-------------------------------------------------------------------------------------------------------------------
13        PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)                                                       
          1.0%                                                                                                     
-------------------------------------------------------------------------------------------------------------------
14        TYPE OF REPORTING PERSON*                                                                                
          PN                                                                                                       
-------------------------------------------------------------------------------------------------------------------

* SEE INSTRUCTIONS                                                              
** SEE ITEMS 5 AND 6                                                            

Page 3

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                                                         SCHEDULE 13D                                              
-------------------------------------------------------------------------------------------------------------------
CUSIP No.   688271501                                                             Page   4    of         Pages     
                                                                                       ------      ------          
-------------------------------------------------------------------------------------------------------------------
                                                                                                                   
1         NAME OF REPORTING PERSON                                                                                 
          S.S. OR I.R.S. IDENTIFICATION NO.  OF ABOVE PERSON                                                       
                   Topaz Fund Holdings, Ltd.                                                                       
-------------------------------------------------------------------------------------------------------------------
2         CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*                                            (a)  [ ]    
                                                                                                       (b)  [ ]    
-------------------------------------------------------------------------------------------------------------------
3         SEC USE ONLY                                                                                             

-------------------------------------------------------------------------------------------------------------------
4         SOURCE OF FUNDS*                                                                                         
          WC                                                                                                       
-------------------------------------------------------------------------------------------------------------------
5         CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED                                                 
          PURSUANT TO ITEMS 2(d) or 2(e)                                                                    [ ]    

-------------------------------------------------------------------------------------------------------------------
6         CITIZENSHIP OR PLACE OF ORGANIZATION                                                                     
          Cayman Islands                                                                                           
-------------------------------------------------------------------------------------------------------------------
      NUMBER OF          7        SOLE VOTING POWER                                                                
        SHARES                    0                                                                                
     BENEFICIALLY      --------------------------------------------------------------------------------------------
       OWNED BY          8        SHARED VOTING POWER                                                              
         EACH                     393,647 **                                                                       
      REPORTING        --------------------------------------------------------------------------------------------
        PERSON           9        SOLE DISPOSITIVE POWER                                                           
         WITH                     0                                                                                
                       --------------------------------------------------------------------------------------------
                         10       SHARED DISPOSITIVE POWER                                                         
                                  393,647 **                                                                       
-------------------------------------------------------------------------------------------------------------------
11        AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING                                                    
          PERSON                                                                                                   
          393,647 **                                                                                               
-------------------------------------------------------------------------------------------------------------------
12        CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN                                           
          SHARES*                                                                                           [ ]    

-------------------------------------------------------------------------------------------------------------------
13        PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)                                                       
          3.5%                                                                                                     
-------------------------------------------------------------------------------------------------------------------
14        TYPE OF REPORTING PERSON*                                                                                
          IV, CO                                                                                                   
-------------------------------------------------------------------------------------------------------------------

* SEE INSTRUCTIONS                                                              
** SEE ITEMS 5 AND 6                                                            

Page 4

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                                                         SCHEDULE 13D                                                            
---------------------------------------------------------------------------------------------------------------------------------
CUSIP No.   688271501                                                             Page   5    of         Pages                   
                                                                                       ------      ------                        
---------------------------------------------------------------------------------------------------------------------------------
                                                                                                                                 
1         NAME OF REPORTING PERSON                                                                                               
          S.S. OR I.R.S. IDENTIFICATION NO.  OF ABOVE PERSON                                                                     
                   Michael B. Targoff                                                                                            
---------------------------------------------------------------------------------------------------------------------------------
2         CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*                                            (a)  [ ]                  
                                                                                                       (b)  [ ]                  
---------------------------------------------------------------------------------------------------------------------------------
3         SEC USE ONLY                                                                                                           

---------------------------------------------------------------------------------------------------------------------------------
4         SOURCE OF FUNDS*                                                                                                       
          PF                                                                                                                     
---------------------------------------------------------------------------------------------------------------------------------
5         CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED                                                               
          PURSUANT TO ITEMS 2(d) or 2(e)                                                                    [ ]                  

---------------------------------------------------------------------------------------------------------------------------------
6         CITIZENSHIP OR PLACE OF ORGANIZATION                                                                                   
          USA                                                                                                                    
---------------------------------------------------------------------------------------------------------------------------------
      NUMBER OF          7        SOLE VOTING POWER                                                                              
        SHARES                    35,786 **                                                                                      
     BENEFICIALLY      ----------------------------------------------------------------------------------------------------------
       OWNED BY          8        SHARED VOTING POWER                                                                            
         EACH                     0                                                                                              
      REPORTING        ----------------------------------------------------------------------------------------------------------
        PERSON           9        SOLE DISPOSITIVE POWER                                                                         
         WITH                     35,786 **                                                                                      
                       ----------------------------------------------------------------------------------------------------------
                         10       SHARED DISPOSITIVE POWER                                                                       
                                  0                                                                                              
---------------------------------------------------------------------------------------------------------------------------------
11        AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING                                                                  
          PERSON                                                                                                                 
          35,786 **                                                                                                              
---------------------------------------------------------------------------------------------------------------------------------
12        CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN                                                         
          SHARES*                                                                                           [ ]                  

---------------------------------------------------------------------------------------------------------------------------------
13        PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)                                                                     
          0.3%                                                                                                                   
---------------------------------------------------------------------------------------------------------------------------------
14        TYPE OF REPORTING PERSON*                                                                                              
          IN                                                                                                                     
---------------------------------------------------------------------------------------------------------------------------------

* SEE INSTRUCTIONS                                                              
** SEE ITEMS 5 AND 6                                                            

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SCHEDULE 13D

        This Amendment No.1 relates to the Schedule 13D (the "Schedule") filed
by FIBR Holdings, LLC, a New York limited liability company ("FIBR") on December
13, 1999, to report the beneficial ownership of common stock (the "Common       
Stock"), par value $.30 per share, of Osicom Technologies, Inc., a New Jersey   
corporation (the "Company" or the "Issuer"). Unless otherwise specified, all    
capitalized terms herein have the meanings assigned to them in the Schedule.    

ITEM 2. IDENTITY AND BACKGROUND Item 2 is hereby supplemented as follows:       

         (a), (b), (c) and (f) In addition to the Reporting Person identified in
the Schedule, each of the following parties shall constitute a Reporting Person:
Libra Fund L.P., a Delaware limited partnership ("Libra Fund") involved in      
investment activities with a principal address of 277 Park Avenue, 26th Floor,  
New York, New York 10172; Topaz Fund Holdings, Ltd., a Cayman Islands           
corporation ("Topaz Fund") involved in investment activities with a principal   
address of 153 East 53rd Street, 55th Floor, New York, New York 10022; and      
Michael B. Targoff ("Targoff"), sole proprietor of Michael B. Targoff & Co., a  
company involved in investment activities with a principal address of 1330      
Avenue of the Americas, 36th Floor, New York, New York 10019.                   

         In accordance with the requirements of Schedule 13D, responses to Items
2 through 6 of Schedule 13D are also being provided with respect to Libra       
Advisors, LLC ("Libra Advisors"), Ranjan Tandon ("Tandon"), Viraj Parikh        
("Parikh"), Harish Fabiani ("Fabiani"), Americorp Investment Company Ltd.       
("Americorp"), Topaz Capital, LLC ("Topaz Capital") and the directors of Topaz  
Fund, as set forth in Schedule A attached hereto.                               

    Libra Advisors is a New York limited liability company involved in
investment activities with a principal address of 277 Park Avenue, 26th Floor,  
New York, New York 10172. Libra Advisors is a general partner of Libra Fund.    

       Tandon is a United States citizen with a business address of 277 Park
Avenue, 26th Floor, New York, New York 10172. Tandon is a general partner of    
Libra Fund and the sole member of Libra Advisors.                               

     Parikh is a citizen of the United States of America with a business
address of 153 East 53rd Street, 55th Floor, New York, New York 10022. Parikh is
a principal of Topaz Fund.                                                      

        Fabiani is a citizen of Spain with a business address of 153 East 53rd
Street, 55th Floor, New York, New York 10022. Fabiani is a principal of Topaz   
Fund.                                                                           

  Americorp is a Cayman Islands corporation involved in investment
activities with a principal address of Elizabeth Square, P.O. 1984 GT, George   
Town, Grand Cayman, Cayman Islands, B.W.I. Americorp is the investment manager  
of Topaz Fund. Fabiani is a principal of Americorp.                             

   Topaz Capital is a Delaware limited liability company involved in
investment activities with a principal address of 153 East 53rd Street, 55th    
Floor, New York, New York 10022. Topaz Capital is the investment advisor of     
Topaz Fund. Parikh is the managing member of Topaz Capital.                     

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      The term "Covered Persons" is hereby supplemented to include each of
Libra Fund, Topaz Fund, Targoff, Libra Advisors, Tandon, Parikh, Fabiani,       
Americorp, Topaz Capital and the persons listed on Schedule A attached hereto.  

ITEM 3.  SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION Item 3 is hereby     
supplemented as follows:                                      

         Libra Fund, Topaz Fund and Targoff acquired shares of Common Stock from
FIBR, as more fully described in Item 4 herein.                                 

ITEM 4.  PURPOSE OF THE TRANSACTION Item 4 is hereby supplemented as follows:   

      Libra Fund, Topaz Fund and Targoff (collectively, the "Members") are
each members of FIBR. On February 18, 2000, the Members executed the First      
Amendment to the Limited Liability Company Operating Agreement of FIBR (the     
"Amended Operating Agreement"). The Amended Operating Agreement provides, among 
other things, that upon its execution, FIBR shall distribute a number of        
Purchase Agreement Shares (as such term is defined in Item 6 herein) to each of 
the Members according to the following:                                         

Member                    Number of shares of Common Stock    
------                    --------------------------------    

Libra Fund                            107,358                 
Topaz Fund                            393,647                 
Targoff                                35,786                 

     All of the shares of Common Stock reported herein were acquired for
investment purposes. Each of the Covered Persons may acquire or dispose of      
securities of the Issuer, including shares of Common Stock, directly or         
indirectly, in open-market or privately negotiated transactions, depending upon 
the evaluation of the performance and prospects of the Issuer by the Covered    
Persons, and upon other developments and circumstances, including, but not      
limited to, general economic and business conditions and stock market           
conditions.                                                                     

      Except for the foregoing, no Covered Person has any present plans or
proposals which relate to or would result in any of the actions or events       
described in paragraphs (a) through (j) of Item 4 of Schedule 13D. However, the 
Covered Persons retain their respective rights to modify their plans with       
respect to the transactions described in this Item 4, to acquire or dispose of  
securities of the Issuer and to formulate plans and proposals which could result
in the occurrence of any such events, subject to applicable laws and            
regulations.                                                                    

ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.  Item 5 is hereby amended and     
supplemented as follows:                                        

      (a) and (b) FIBR is the direct beneficial owner of 142,692 shares of
Common Stock (representing 1.3% of the outstanding shares of Common Stock). FIBR
has shared power with AW, Andersen, Weinroth and Phansalkar to vote and dispose 
of such shares.                                                                 

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AW is the beneficial owner of 142,692 shares of Common Stock  
(representing 1.3% of the outstanding shares of Common Stock). Such shares are  
directly owned by FIBR and may be deemed to be indirectly owned by AW, in its   
capacity as the sole voting member of FIBR. AW has shared power with FIBR,      
Andersen, Weinroth and Phansalkar to vote and dispose of such shares.           

    Andersen is the beneficial owner of 180,992 shares of Common Stock
(representing 1.6% of the outstanding shares of Common Stock), of which (i)     
142,692 shares of Common Stock are owned directly by FIBR and may be deemed to  
be indirectly owned by Andersen, in his capacity as one of the general partners 
of AW and a manager of FIBR, and with respect to such shares, Andersen has      
shared power with FIBR, AW, Weinroth and Phansalkar to vote and dispose of such 
shares and (ii) 38,300 shares of Common Stock are owned directly by Andersen,   
and with respect to such shares, Andersen has sole power to vote and dispose of 
such shares.                                                                    

    Weinroth is the beneficial owner of 142,692 shares of Common Stock
(representing 1.3% of the outstanding shares of Common Stock). Such shares are  
directly owned by FIBR and may be deemed to be indirectly owned by Weinroth in  
his capacity as one of the general partners of AW. Weinroth has shared power    
with FIBR, AW, Andersen, and Phansalkar to vote and dispose of such shares.     

      Phansalkar is the beneficial owner of 156,760 shares of Common Stock
(representing 1.4% of the outstanding shares of Common Stock), of which (i)     
142,692 shares of Common Stock are owned directly by FIBR and may be deemed to  
be indirectly owned by Phansalkar in his capacity as a manager of FIBR, and with
respect to such shares, Phansalkar has shared power with FIBR, AW, Andersen,    
Weinroth to vote and dispose of such shares and (ii) 14,068 shares of Common    
Stock are owned directly by Phansalkar, and with respect to such shares,        
Phansalkar has sole power to vote and dispose of such shares.                   

       Libra Fund is the direct beneficial owner of 107,358 shares of Common
Stock (representing 1.0% of the outstanding shares of Common Stock). Libra Fund 
has shared power with Libra Advisors and Tandon to vote and dispose of such     
shares.                                                                         

    Libra Advisors is the beneficial owner of 107,358 shares of Common
Stock (representing 1.0% of the outstanding shares of Common Stock). Such shares
are directly owned by Libra Fund and may be deemed to be indirectly owned by    
Libra Advisors, in its capacity as the general partner of Libra Fund. Libra     
Advisors has shared power with Libra Fund and Tandon to vote and dispose of such
shares.                                                                         

  Tandon is the beneficial owner of 107,358 shares of Common Stock
(representing 1.0% of the outstanding shares of Common Stock). Such shares are  
directly owned by Libra Fund and may be deemed to be indirectly owned by Tandon,
in his capacity as the general partner of Libra Fund and sole member of Libra   
Advisors. Tandon has shared power with Libra Fund and Libra Advisors to vote and
dispose of such shares.                                                         

       Topaz Fund is the direct beneficial owner of 393,647 shares of Common
Stock (representing 3.5% of the outstanding shares of Common Stock). Topaz Fund 
has shared power with Parikh, Fabiani, Americorp and Topaz Capital to vote and  
dispose of such shares.                                                         

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  Parikh is the beneficial owner of 393,647 shares of Common Stock
(representing 3.5% of the outstanding shares of Common Stock). Such shares are  
directly owned by Topaz Fund and may be deemed to be indirectly owned by Parikh,
in his capacity as principal of Topaz Fund. Parikh has shared power with Topaz  
Fund, Fabiani, Americorp and Topaz Capital to vote and dispose of such shares.  

   Fabiani is the beneficial owner of 393,647 shares of Common Stock
(representing 3.5% of the outstanding shares of Common Stock). Such shares are  
directly owned by Topaz Fund and may be deemed to be indirectly owned by        
Fabiani, in his capacity as principal of Topaz Fund. Fabiani has shared power   
with Topaz Fund, Parikh, Americorp and Topaz Capital to vote and dispose of such
shares.                                                                         

     Americorp is the beneficial owner of 393,647 shares of Common Stock
(representing 3.5% of the outstanding shares of Common Stock). Such shares are  
directly owned by Topaz Fund and may be deemed to be indirectly owned by        
Americorp, in its capacity as investment manager of Topaz Fund. Americorp has   
shared power with Topaz Fund, Parikh, Fabiani and Topaz Capital to vote and     
dispose of such shares.                                                         

         Topaz Capital is the beneficial owner of 393,647 shares of Common Stock
(representing 3.5% of the outstanding shares of Common Stock). Such shares are  
directly owned by Topaz Fund and may be deemed to be indirectly owned by Topaz  
Capital, in its capacity as investment advisor of Topaz Fund. Topaz Capital has 
shared power with Topaz Fund, Parikh, Fabiani and Americorp to vote and dispose 
of such shares.                                                                 

  Targoff is the beneficial owner of 35,786 shares of Common Stock
(representing 0.3% of the outstanding shares of Common Stock). Targoff has sole 
power to vote and dispose of such shares.                                       

        The number of shares beneficially owned by each of the Covered Persons
and the percentage of outstanding shares represented thereby, have been computed
in accordance with Rule 13d-3 under the Securities Exchange Act of 1934, as     
amended. The ownership of the Covered Persons is based on 11,107,666 outstanding
shares of Common Stock of the Issuer as represented by the Company in its       
Quarterly Report (Form 10-Q) for the quarterly period ended October 31, 1999,   
filed with the Securities and Exchange Commission on December 15, 1999.         

      (c) Except for the transactions described in Item 4 and in this Item
5(c), none of the Covered Persons has effected any transactions in the Common   
Stock during the past sixty days.                                               

                 (i) The following describes transactions effected by Andersen
during the past sixty days:                 

                          (A) On February 18, 2000, Andersen sold, on the open
                        market, 6,700 shares of Common Stock at a price of
$89.28 per share.         

                      (B) On March 1, 2000, Andersen sold, on the open
                           market, at a price of $24.78 per option, covered call
                           options (the "140 Options") exercisable by the holder
                          thereof to purchase 83,000 shares of Common Stock at
                          a price of $140 per share. The 140 Options expire in
    April 2000. On March 16, 2000,

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                       Andersen repurchased, on the open market, the 140
                         Options on the open market at a price of $14.42 per
option.                   

                       (C) On March 14, 2000, Andersen sold, on the open
                           market, at a price of $22.09 per option, covered call
                    options (the "150 Options") exercisable by the
                       holder thereof to purchase 5,000 shares of Common
                         Stock at a price of $150 per share. The 150 Options
                       expire in April 2000. On March 16, 2000, Andersen
                           repurchased, on the open market, the 150 Options at a
price of $11.04 per share.

                 (ii) The following describes transactions effected by Targoff
during the past sixty days:                                                     

                         (A) On March 16, Targoff sold short 7,500 shares of
                           Common Stock on the open market at a price of $65 per
share.                    

                          (B) On March 16, Targoff sold short 15,000 shares of
                           Common Stock on the open market at a price of $60 per
share.                    

             (iii) Transactions effected by Libra Fund during the past
sixty days are listed on Schedule B attached hereto.                            

(d)      Not Applicable.                                      

(e)      Not Applicable.                                      

ITEM 6.  CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONS WITH RESPECT TO   
SECURITIES OF THE ISSUER                                      

     FIBR and the Company are parties to a Stock Purchase Agreement (the
"Stock Purchase Agreement"), pursuant to which FIBR purchased shares of Common  
Stock (the "Purchase Agreement Shares") from the Company. The Stock Purchase    
Agreement provides that FIBR has the right to designate one member of the Board 
of Directors of the Company to serve until the annual meeting of the            
shareholders of the Company in 2001. The nominee shall be required to complete a
questionnaire in the same form as has been executed by all other directors of   
the Company. Subject to the approval of the existing directors upon review of   
such questionnaire and any other relevant information, such approval not to be  
unreasonably withheld, the existing directors will elect such nominee to the    
Board of Directors, and such individual shall receive the same compensation as  
each other non-employee director of the Company.                                

        Pursuant to the Stock Purchase Agreement, FIBR must use its reasonable
best efforts to cause any of its members to which FIBR transfers the Purchase   
Agreement Shares, to vote the Purchase Agreement Shares at all times prior to   
their sale at any regular or special meeting of the shareholders of the Company 
called for the purpose of filling positions on the Board of Directors of the    
Company, or in any written consent executed in lieu of such a meeting of        
shareholders, in favor of the nominees proposed by the Company's Board of       
Directors. In the event that FIBR or its members do not cast its vote in        
accordance with the previous sentence, the Company's Board of Directors is      
authorized                                                                      

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to do so. As a condition precedent to having the Company's transfer agent effect
a transfer of any Purchase Agreement Shares to a member of FIBR, the Company may
require such transferee(s) to execute a document granting the Board of Directors
authority consistent with this paragraph.                                       

         A copy of the Stock Purchase Agreement is attached hereto as Exhibit 1.

      On February 18, 2000, the Members (as such term is defined in Item 4
hereof) executed the First Amendment to the Limited Liability Company Operating 
Agreement of FIBR (the "Amended Operating Agreement"). The Amended Operating    
Agreement provides, among other things, that upon its execution, FIBR shall     
distribute a number of Purchase Agreement Shares to each of the Members         
according to the following:                                                     

Member                    Number of shares of Common Stock    
------                    --------------------------------    

Libra Fund                             107,358                
Topaz Fund                             393,647                
Targoff                                 35,786                

 A copy of the Amended Operating Agreement is attached hereto as
Exhibit 2.                                                                      

ITEM 7.  MATERIAL TO BE FILED AS EXHIBITS                                       

 Exhibit 1   Stock Purchase Agreement, dated December 1, 1999, between
        Osicom Technologies, Inc. and FIBR Holdings, LLC, is
                 incorporated herein by reference to Exhibit 2 to Schedule 13D
                previously filed by FIBR with the Commission on December 13,
1999.                                       

Exhibit 2   First Amendment to Limited Liability Company Operating  
             Agreement of FIBR Holdings, LLC, dated February 18, 2000.

Exhibit 3   Joint Filing Agreement of the Reporting Persons         

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SIGNATURE                                                                       
---------                                                                       

                 After reasonable inquiry and to the best of our knowledge and
belief, we certify that the information set forth in this statement is true,    
complete and correct.                                                           

        FIBR HOLDINGS, LLC

                   By:      /s/ Rohit Phansalkar
                                      ------------------------------
                               Name:  Rohit Phansalkar
                      Title: Manager

     LIBRA FUND L.P.

             By: Libra Advisors, LLC

          Its: General Partner

                By:      /s/ Ranjan Tandon
                                      ------------------------------
                            Name:  Ranjan Tandon
                     Title: Member

               TOPAZ FUND HOLDINGS, LTD.

                 By:      /s/ Harish Fabiani
                                      ------------------------------
                             Name:  Harish Fabiani
                                     Title: Principal and Director

        MICHAEL B. TARGOFF

            /s/ Michael B. Targoff
                                 -----------------------------------

Dated: April 21, 2000                                                           

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SCHEDULE A

 DIRECTORS OF TOPAZ FUND

        The following sets forth the directors of Topaz Fund. Viraj Parikh and
Lasbart Oseni are citizens of the United States of America. Harish Fabiani and  
Kamal Fabiani are citizens of Spain. Inter Caribbean Services Ltd. is an        
International Business Company existing under the laws of the British Virgin    
Islands with a business address of Citco Fund Services (BVI) Ltd., Citco        
Building, Wickhams Cay, P.O. Box 662, Road Town Tortola, British Virgin Islands.
The business address of the other directors listed in this Schedule A is 153    
East 53rd Street, 55th Floor, New York, New York 10022. To the best of the      
Reporting Persons' knowledge, except as otherwise set forth in this statement on
Schedule 13D, this Schedule A provides all information called for by Items 2-6, 
inclusive, of Schedule 13D with respect to all directors of Topaz Fund.         

NAME                                    POSITION                  
----                                    --------                  

Viraj Parikh                            Principal and Director    

Harish Fabiani                          Principal and Director    

Kamal Fabiani                           Director                  

Lazbart Oseni                           Director                  

Inter Caribbean Services Ltd.           Director 1                

--------                                                                        
1 Inter Caribbean Services Ltd., an International Business Company existing     
under the laws of the British Virgin Islands, is a corporate director of Topaz  
Fund.  The directors of Inter Caribbean Services Ltd. are Kariem Abdellatif,    
Fay Roberts and Anthony J. Stocks.                                              

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Dates Referenced Herein and Documents Incorporated By Reference

		Referenced-On Page
This SC 13D/A Filing	Date	First	Last	Other Filings

	10/31/99	9		10-Q
	12/1/99	11		8-K
	12/13/99	6	11	SC 13D
	12/15/99	9		10-Q, 8-K
	2/18/00	1	11
	3/1/00	9
	3/14/00	10
	3/16/00	9	10
Filed On / Filed As Of	4/21/00	12

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Fibr Holdings LLC · SC 13D/A · Sorrento Networks Corp · On 4/21/00

Filed On 4/21/00 11:21am ET · SEC File 5-47159 · Accession Number 950136-0-568

Amendment to General Statement of Beneficial Ownership · Schedule 13DFiling Table of Contents

SC 13D/A · Amendment to Schedule 13d/ADocument Table of Contents

Dates Referenced Herein and Documents Incorporated By Reference

Amendment to General Statement of Beneficial Ownership · Schedule 13D
Filing Table of Contents

SC 13D/A · Amendment to Schedule 13d/A
Document Table of Contents