-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, BPLK+IRKmY/k/Ju9gq78tMJz0/Qs9xvlWWvoFr592v6SF2NBpxIsLba7D5NMMDqJ l6EM3aznr3+pSVd0c0hQqg== 0000950148-98-002597.txt : 19981120 0000950148-98-002597.hdr.sgml : 19981120 ACCESSION NUMBER: 0000950148-98-002597 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19981119 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ONLINE SYSTEM SERVICES INC CENTRAL INDEX KEY: 0001011901 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 841293864 STATE OF INCORPORATION: CO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-50335 FILM NUMBER: 98755438 BUSINESS ADDRESS: STREET 1: 1800 GLENARM PLACE STREET 2: STE 800 CITY: DENVER STATE: CO ZIP: 80202 BUSINESS PHONE: 3032969200 MAIL ADDRESS: STREET 1: 1800 GLENARM PL STREET 2: SUITE 800 CITY: DENVER STATE: CO ZIP: 80202 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LIVIAKIS FINANCIAL COMMUNICATIONS INC CENTRAL INDEX KEY: 0000930254 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 68031139 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 2420 K ST STE 220 CITY: SACRAMENTO STATE: CA ZIP: 95816 BUSINESS PHONE: 9164486084 MAIL ADDRESS: STREET 1: LIVIAKIS FINANCIAL COMM INC STREET 2: 2420 K ST STE 220 CITY: SACRAMENTO STATE: CA ZIP: 95816 SC 13G 1 SCHEDULE 13G 1 ------------------------------- OMB APPROVAL ------------------------------- OMB Number: 3235-0145 Expires: August 31, 1999 Estimated average burden hours per response........14.90 ------------------------------- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. __________)* ONLINE SYSTEM SERVICES, INC. ----------------------------------------- (Name of Issuer) COMMON STOCK, NO PAR VALUE ----------------------------------------- (Title of Class of Securities) 682731104 ----------------------------------------- (CUSIP Number) NOVEMBER 16, 1998 ------------------------------------------------------- (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [ ] Rule 13e-1(b) [X] Rule 13d-1(c) [ ] Rule 13d-1(d) *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). POTENTIAL PERSONS WHO ARE TO RESPOND TO THE COLLECTION OF INFORMATION CONTAINED IN THIS FORM ARE NOT REQUIRED TO RESPOND UNLESS THE FORM DISPLAYS A CURRENTLY VALID OMB CONTROL NUMBER. 2 CUSIP NO. 682731104 SCHEDULE 13G PAGE 2 OF 8 PAGES --------------------- ----- ----- (1) NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). LIVIAKIS FINANCIAL COMMUNICATIONS, INC. 68-311399 --------------------------------------------------------------------- (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (SEE INSTRUCTIONS) (b) [ X ] --------------------------------------------------------------------- (3) SEC USE ONLY --------------------------------------------------------------------- (4) CITIZENSHIP OR PLACE OF ORGANIZATION CALIFORNIA --------------------------------------------------------------------- (5) SOLE VOTING POWER 318,850 NUMBER OF SHARES -------------------------------------------------------- BENEFICIALLY (6) SHARED VOTING POWER -- OWNED BY EACH -------------------------------------------------------- REPORTING (7) SOLE DISPOSITIVE POWER 318,850 PERSON WITH -------------------------------------------------------- (8) SHARED DISPOSITIVE POWER -- -------------------------------------------------------- (9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 318,850 --------------------------------------------------------------------- (10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) [ X ] --------------------------------------------------------------------- (11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 7.3% --------------------------------------------------------------------- (12) TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) CO --------------------------------------------------------------------- 3 CUSIP NO. 682731104 SCHEDULE 13G PAGE 3 OF 8 PAGES --------------------- ----- ----- (1) NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). ROBERT B. PRAG --------------------------------------------------------------------- (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) [ ] (b) [ X ] --------------------------------------------------------------------- (3) SEC USE ONLY --------------------------------------------------------------------- (4) CITIZENSHIP OR PLACE OF ORGANIZATION UNITED STATES --------------------------------------------------------------------- (5) SOLE VOTING POWER 31,150 NUMBER OF SHARES -------------------------------------------------------- BENEFICIALLY (6) SHARED VOTING POWER 318,850 OWNED BY EACH -------------------------------------------------------- REPORTING (7) SOLE DISPOSITIVE POWER 31,150 PERSON WITH -------------------------------------------------------- (8) SHARED DISPOSITIVE POWER 318,850 -------------------------------------------------------- (9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 350,000 --------------------------------------------------------------------- (10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) [ ] --------------------------------------------------------------------- (11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 7.9% --------------------------------------------------------------------- (12) TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) IN --------------------------------------------------------------------- 4 PAGE 4 OF 8 ITEM 1(a). NAME OF ISSUER: Online System Services, Inc., a Colorado corporation ITEM 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: 1800 Glenarm Place, 7th Floor Denver, Colorado 80202-3859 ITEM 2(a). NAME(S) OF PERSON(S) FILING: Liviakis Financial Communications, Inc. ("LFC") Robert B. Prag ("RBP") LFC and RBP are filing this Statement on Schedule 13G jointly pursuant to Rule 13d-1(k)(1). Attached to this Statement as Exhibit A is the Joint Filing Agreement of the members of the group pursuant to Rule 13d-1(k)(1)(iii). ITEM 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE: 2420 "K" Street, Suite 220, Sacramento, California 95816 ITEM 2(c). CITIZENSHIP: LFC is a California corporation. RBP is a citizen of the United States of America. ITEM 2(d). TITLE OF CLASS OF SECURITIES: Common Stock, no par value ITEM 2(e). CUSIP NUMBER: 682731104 ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13d-1(b) OR 13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A: If this statement is filed pursuant to Rule 13d-1(c), check this box [x] 5 PAGE 5 OF 8 ITEM 4. OWNERSHIP. (a) Amount beneficially owned: LFC: 318,850 shares RBP: 350,000 shares RBP reports the 318,500 shares beneficially owned by LFC as beneficially owned by RBP but disclaims beneficial ownership of such shares, except to the extent such beneficial ownership arises out of his service as an officer and director of LFC. (b) Percent of class: LFC: 7.3% RBP: 7.9% In each case, the percent of class is calculated based upon the 4,061,164 shares of Common Stock that the Issuer advised LFC was outstanding on November 13, 1998, as adjusted for the shares which LFC and RBP, respectively, report as beneficially owned based upon their right to acquire such shares within sixty (60) days of the date hereof. (c) Number of shares as to which such person has: (i) Sole power to vote or direct the vote: LFC: 318,850 shares RBP: 31,150 shares (ii) Shared power to vote or direct the vote: LFC: -- RBP: 318,850 shares* *RBP, in his capacity as an officer and director of LFC, shares the power to vote or direct the vote of the shares owned by LFC. 6 PAGE 6 OF 8 (iii) Sole power to dispose or to direct the disposition of: LFC: 318,850 shares RBP: 31,150 shares (iv) Shared power to dispose or direct the disposition of: LFC: -- RBP: 318,850 shares* *RBP, in his capacity as an officer and director of LFC, shares the power to dispose of or direct the disposition of the shares owned by LFC. 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. 7 PAGE 7 OF 8 ITEM 10. CERTIFICATIONS. By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. Dated: November 19, 1998 LIVIAKIS FINANCIAL COMMUNICATIONS, INC. By: /s/ John M. Liviakis ------------------------------------ John M. Liviakis, President /s/ Robert B. Prag ---------------------------------------- Robert B. Prag 8 PAGE 8 OF 8 EXHIBIT "A" JOINT FILING AGREEMENT Liviakis Financial Communications, Inc. and Robert B. Prag (collectively the "Parties" and individually a "Party") hereby agree that they shall file a single statement on Schedule 13G (as amended from time to time, the "Statement") with respect to their beneficial ownership of shares of Common Stock (the "Securities") of Online System Services, Inc., on behalf of and in satisfaction of the obligations of all of the Parties and that they shall amend the Statement from time to time as required by rules promulgated under the Securities Exchange Act of 1934, as amended. Each of the Parties represents and warrants that such Party is eligible to use Schedule 13G with respect to information regarding the Securities and agrees to assume responsibility for the timely filing of the Statement and any amendments thereto. Each of the Parties hereby assumes responsibility for the completeness and accuracy of the information concerning such Party contained in the Statement. No Party shall be responsible for the completeness and accuracy of the information contained in the Statement concerning the other Party, unless such Party knows or has reason to believe that such information is incomplete or inaccurate. The execution of the Statement, including any amendment thereto, by one of the Parties shall constitute a representation by such Party that the information concerning such Party contained therein is complete and accurate and that such Party neither knows nor has any reason to believe that the information concerning the other Party contained therein is either incomplete or inaccurate. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original but which together shall constitute one and the same instrument. In Witness Whereof, the Parties have executed this Joint Filing Agreement this nineteenth day of November, 1998. LIVIAKIS FINANCIAL COMMUNICATIONS, INC. By: /s/ John M. Liviakis ------------------------------------ John M. Liviakis, President /s/ Robert B. Prag ---------------------------------------- Robert B. Prag -----END PRIVACY-ENHANCED MESSAGE-----