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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
Name of Issuer: Global Pharmaceutical Corporation
Title of Class of Securities: Common Stock, $.01 par value
CUSIP Number: 378922108
(Name, Address and Telephone Number of Person
Authorized To Receive Notices and Communications)
Mr. Peter J. Cobos c/o Kingdon Capital Management, LLC
152 West 57th Street, New York, New York 10019, (212) 333-0100
(Date of Event which Requires Filing of this Statement)
January 6, 1999
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 schedule because of
Rule 13d-1(b)(3) or (4), check the following box [ ].
Note: Six copies of this statement, including all exhibits,
should be filed with the Commission. See Rule 13d-1(a) 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 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).
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CUSIP No. 378922108
1. Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Kingdon Capital Management, LLC
2. Check the Appropriate Box if a Member of a Group
a.
b. x
3. SEC Use Only
4. Source of Funds
WC
5. Check if Disclosure of Legal Proceedings is Required Pursuant
to Items 2(d) or 2(e)
6. Citizenship or Place of Organization
Delaware
Number of Shares Beneficially Owned by Each Reporting Person
With:
7. Sole Voting Power:
1,882,345
8. Shared Voting Power:
9. Sole Dispositive Power:
1,882,345
10. Shared Dispositive Power:
11. Aggregate Amount Beneficially Owned by Each Reporting Person
1,882,345
12. Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares
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13. Percent of Class Represented by Amount in Row (11)
28.5%
14. Type of Reporting Person
CO
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The purpose of this Amendment No. 1 to the previously filed
Schedule 13D is to report that the ownership of Kingdon Capital
Management, LLC (the "Reporting Person") in the Common Stock,
$.01 par value (the "Common Stock"), of Global Pharmaceutical
Corporation ("GLPC") has increased from 25.3% to 28.5%.
Item 1. Security and Issuer.
On January 6, 1999, KCM converted 40,000 shares of
Class B Convertible Preferred into 1,882,345 shares of
Common Stock.
Item 2. Identity and Background.
As of May 28, 1998, Kingdon Capital Management
Corporation became Kingdon Capital Management, LLC
("KCM").
Item 3. Source and Amount of Funds or Other Consideration.
As of the date hereof, KCM is deemed to beneficially own
1,882,345 shares of Common Stock. All 1,882,345 shares
of Common Stock are held by entities and managed
accounts over which KCM has investment discretion. The
1,882,345 shares of Common Stock were purchased at an
aggregate cost of $4,000,000. The funds for the
purchase of the Common Stock held in the entities and
managed accounts over which KCM has investment
discretion have come from each entity's or account's own
funds. No leverage was used to purchase any shares.
Item 4. Purpose of Transactions.
No change.
Item 5. Interest in Securities of Issuer.
As of the date hereof, KCM is deemed to be the
beneficial owner of 1,882,345 shares of Common Stock.
Based on information received from GLPC, as of
January 19, 1999, there were 6,588,450 shares of Common
Stock outstanding. KCM is therefore deemed to
beneficially own 28.5% of the outstanding shares of
Common Stock. KCM has the sole power to vote, direct
the vote, dispose of or direct the disposition of all
the shares of Common Stock that it is currently deemed
to beneficially own.
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Item 6. Contracts, Arrangements, Understandings or
Relationships with Respect to Securities of the Issuer.
No change.
Item 7. Material to be Filed as Exhibits.
Attached hereto as Exhibit A is a description of the
transactions in the Common Stock that were effected by
KCM since the last filing on this Schedule 13D.
Signature
The undersigned, after reasonable inquiry and to the
best of its knowledge and belief, certifies that the
information set forth in this statement is true,
complete and correct.
Date
February 26, 1999
Kingdon Capital Management, LLC
By: /s/ Peter J. Cobos
__________________________
Peter J. Cobos,
Chief Financial Officer
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EXHIBIT A
SCHEDULE OF TRANSACTIONS
Class B Preferred
Date Shares Purchased Price Per Share
or (Sold) (Not Including Commission)
______ _______________ ______________________
1/6/99 1,882,345* $2.125
- -------
* 40,000 Shares of Class B Preferred were converted into
1,882,345 shares of Common Stock at an average price of $2.125
per share.
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48400002.AN8
