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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Amendment No.: *
Name of Issuer: Alyn Corporation
Title of Class of Securities: Common Stock
CUSIP Number: 022611107
Check the following box if a fee is being paid with this
statement [ ]. (A fee is not required only if the filing
person: (1) has a previous statement on file reporting beneficial
ownership of more than five percent of the class of securities
described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of
such class.) (See Rule 13d-7).
*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
Notes).
1. Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Kingdon Capital Management Corporation
Tax ID: 13-3158796
2. Check the Appropriate Box if a Member of a Group
a.
b. x
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3. SEC Use Only
4. Citizenship or Place of Organization
Delaware
Number of Shares Beneficially Owned by Each Reporting Person
With:
5. Sole Voting Power:
2,488,000
6. Shared Voting Power:
7. Sole Dispositive Power:
2,488,000
8. Shared Dispositive Power:
9. Aggregate Amount Beneficially Owned by Each Reporting Person
2,488,000
10. Check Box if the Aggregate Amount in Row (9) Excludes Certain
Shares
11. Percent of Class Represented by Amount in Row (9)
23.14%
12. Type of Reporting Person
CO
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Item 1(a) Name of Issuer: Alyn Corporation
(b) Address of Issuer: 16871 Noyes Ave.
Irvine, California 92606
Item 2(a) - (c). Name, Principal Business Address, and
Citizenship of Persons Filing:
Kingdon Capital Management Corporation, a
Delaware Corporation
152 West 57th Street
New York, New York 10019
(d) Title of Class of Securities: Common Stock
(e) CUSIP Number: 02261107
Item 3. Not Applicable.
Item 4. Ownership.
Kingdon Capital Management Corporation ("KCMC") is
deemed to be the beneficial owner of 2,488,000 of Alyn
Corporation's ("Alyn's") Common Stock. This represents 23.14% of
the outstanding shares of Alyn's Common Stock. KCMC has the sole
power to vote, direct the vote, dispose of and direct the
disposition of all the shares it is deemed to beneficially own.
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 by the Parent Holding
Company.
Not applicable.
Item 8. Identification and Classification of Members of the
Group.
Not Applicable.
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Item 9. Notice of Dissolution of the Group.
Not Applicable.
Item 10.
By signing below I certify that, to the best of my
knowledge and belief, the securities referred to above were
acquired in the ordinary course of business and were not acquired
for the purpose and do not have the effect of changing or
influencing the control of the issuer of such securities and were
not acquired in connection with or as a participant in any
transaction having such purpose or effect.
SIGNATURE
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.
Kingdon Capital Management Corporation
By: /s/ Peter J. Cobos February 13, 1997
_________________________ ___________________
Name: Peter J. Cobos Date
Title: Controller
48400002.AG9
