SEC FORM 4

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

BLUHM ANDREW G

(Last)

(First)

(Middle)

900 N. MICHIGAN AVENUE, SUITE 1900

(Street)

CHICAGO

60611

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
OGLEBAY NORTON CO /OHIO/ [ OGBY ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
05/08/2006

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/08/2006		S		100,000	D	$21.75	470,621	D
Common Stock	06/02/2006		C		8,580	A	⁽¹⁾	479,201	D
Common Stock	06/29/2006		C		8,439	A	⁽¹⁾	487,640	D
Common Stock	08/01/2006		C		82,346	A	⁽¹⁾	569,986	D
Common Stock	08/16/2006		S		250,000	D	$19.2	319,986	D
Common Stock	08/18/2006		S		319,986	D	$19.6	0	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Series A Convertible Preferred Stock	$13.52	05/08/2006		S			200,000	⁽⁴⁾	⁽⁴⁾	Common Stock	245,840	$0	$2,366,469	I	See footnotes⁽²⁾⁽³⁾
Series A Convertible Preferred Stock	$13.52	06/02/2006		C			6,981⁽¹⁾	⁽⁴⁾	⁽⁴⁾	Common Stock	8,580	$0	$2,262,958.22	I	See footnotes⁽²⁾⁽³⁾
Series A Convertible Preferred Stock	$13.52	06/29/2006		C			6,866⁽¹⁾	⁽⁴⁾	⁽⁴⁾	Common Stock	8,439	$0	$2,161,152.61	I	See footnotes⁽²⁾⁽³⁾
Series A Convertible Preferred Stock	$13.52	08/01/2006		C			66,992⁽¹⁾	⁽⁴⁾	⁽⁴⁾	Common Stock	82,346	$0	$1,167,828.73	I	See footnotes⁽²⁾⁽³⁾
Series A Convertible Preferred Stock	$13.52	08/18/2006		S			78,761	⁽⁴⁾	⁽⁴⁾	Common Stock	96,813⁽⁵⁾	$0	$0	I	See footnotes⁽²⁾⁽³⁾

1. Name and Address of Reporting Person^*

BLUHM ANDREW G

(Last)

(First)

(Middle)

900 N. MICHIGAN AVENUE, SUITE 1900

(Street)

CHICAGO

60611

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

DSC Advisors, L.P.

(Last)

(First)

(Middle)

900 N. MICHIGAN AVENUE, SUITE 1900

(Street)

CHICAGO

60611

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

Explanation of Responses:

1. On June 2, 2006; June 29, 2006 and August 1, 2006, DSC, as defined below, converted shares of Series A Convertible Preferred Stock into Common Stock of the issuer at a conversion rate of 1 share of Series A Convertible Preferred Stock to 1.2292 shares of the Common Stock.

2. The filing of this Form 4 shall not be construed as an admission that DSC Advisors ("DSC") or Andrew G. Bluhm is or was for the purposes of Section 16(a) of the Securities Exchange act of 1934, as amended, or otherwise the beneficial owner of any of the $0.01 par value shares of common stock ("Common Stock") or Series A Convertible Preferred Stock owned by Delaware Street Capital Master Fund, L.P., Delaware Street Capital, L.P., Delaware Street Capital II, L.P. or Delaware Street Capital Offshore, Ltd. (together the "Funds"). Pursuant to Rule 16a-1, both DSC and Mr. Bluhm disclaim such beneficial ownership.

3. DSC holds indirectly shares of Common Stock and Series A Convertible Preferred Stock ("Preferred Stock") through the accounts of the Funds, of which DSC is the Investment Manager. Mr. Bluhm reports the shares held indirectly by DSC because, as the principal of DSC Advisors, L.L.C., the general partner of DSC, at the time of purchase, Mr. Bluhm controlled the disposition and voting of the securities.

4. These shares are convertible pursuant to their terms at any time so long as they remain outstanding.

5. The total derivative securities owned under section 9 line 4 (78,761) is less than the number of shares sold under section 7 line 5 (98,813) due to a change in the conversion rate of the Series A Convertible Preferred Stock.

	/s/ Andrew G. Bluhm	09/29/2006
	Andrew G. Bluhm, principal of DSC Advisors, L.L.C., the general partner of DSC Advisors, L.P.	09/29/2006
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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