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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
MIM CORPORATION
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
553044108
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(CUSIP Number)
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 benefical ownership of more than five percent of the class
of securities described in Item 1; and (2) has filed no amendment susequent
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 the Notes).
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CUSIP NO. 553044108 SCHEDULE 13G PAGE 2 OF 8 PAGES
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(1) NAME OF REPORTING PERSON:
SS or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON.
E. David Corvese S.S. ####-##-####
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(2) CHECK THE APPROPRIATE BOX IF A MEMBER (a) / /
OF A GROUP * (b) / /
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(3) SEC USE ONLY
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(4) CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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Number of Shares (5) SOLE VOTING POWER
Beneficially 2,754,056*
Owned by --------------------------------------------------
Each Reporting (6) SHARED VOTING POWER
Person With: 0
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(7) SOLE DISPOSITIVE POWER
2,454,056
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(8) SHARED DISPOSITIVE POWER
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(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,754,056*
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(10) Check box if the Aggregate Amount in Row (9) Excludes Certain Shares *
/x/
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(11) Percent of Class Represented by Amount in Row (9)
15.43%
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(12) Type of Reporting Person *
IN
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*SEE INSTRUCTION BEFORE FILLING OUT!
*See Item 4 below.
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ITEM 1.
(a) Name of Issuer:
MIM Corporation, a Delaware corporation
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(b) Address of Issuer's Principal Executive Offices:
100 Clearbrook Road
Elmsford, NY 10523
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ITEM 2.
(a) Name of Person Filing:
E. David Corvese, an individual
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(b) Address of Principal Business Office or, if none, Residence:
839-C Ministerial Road
Wakefield, RI 02879
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(c) Citizenship:
United States
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(d) Title of Class of Securities:
Common Stock
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(e) CUSIP Number:
553044108
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ITEM 3. Not Applicable.
ITEM 4. Ownership.
Amount Beneficially Owned:
2,754,056*
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* This amount represents the Reporting Person's direct holdings as of
the end of the Issuer's most
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recent fiscal year (December 31, 1998) and includes (i) 2,162,106
shares owned directly by the Reporting Person and (ii) 591,950
shares issuable upon the exercise of stock options. The amount
owned directly by the Reporting Person includes 300,000 shares
subject to the unexercised portion of options granted by the
Reporting Person to Leslie B. Daniels, formerly a member of the
Issuer's Board of Directors.
As of December 31, 1997, the Reporting Person held 7,469,056 shares
which included (i) 6,132,106 shares then owned directly by the
Reporting Person and (ii) 1,336,950 shares then issuable upon the
exercise of stock options. The amount then owned directly by the
Reporting Person also included 300,000 shares subject to options
granted by the Reporting Person to Mr. Daniels, 1,500,000 shares
subject to options granted by the Reporting Person to Richard H.
Friedman, the Issuer's Chief Executive Officer and Chairman of the
Board of Directors and 3,040,000 shares subject to options granted by
the Reporting Person to John H. Klein, formerly the Issuer's Chief
Executive Officer and Chairman of the Board of Directors. In January
1998, Mr. Klein exercised options to purchase 1,800,000 shares from
the Reporting Person. The unexercised portion of Mr. Klein's options
expired in connection with his termination of employment with the
Issuer. In January 1998, Mr. Friedman exercised his option to
purchase 1,500,000 shares from the Reporting Person.
From March 1, 1998 to November 25, 1998, the Reporting Person
exercised options to purchase from the Issuer an aggregate of
745,000 shares and immediately sold such shares in open market
transactions. On August 25, 1998, the Issuer's Registration
Statements on Form S-3 was declared effective by the U.S. Securities
and Exchange Commission which registered the proposed sale by the
Reporting Person (and certain related entities) of up to 2,323,053
shares of common stock (which included 672,106 shares owned directly
by the Reporting Person). From September 1998 to November 1998, the
Reporting Person sold
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an aggregate of 670,000 shares owned directly in open market
transactions pursuant to the Form S-3.
Shares reported by the Reporting Person do not include shares
directly owned by the Reporting Person's spouse or shares held in
trusts of which the Reporting Person is not a beneficiary or
trustee. The Reporting Person disclaims beneficial ownership of all
such shares. During a portion of 1998, the Reporting Person had
entered into an agreement with an investment adviser to assist in
the management of certain of his portfolio assets, including a
portion of his shares of the Issuer's Common Stock. Such agreement
has been terminated.
Percent of Class:
**15.43%
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** Based upon 17,840,749 shares of common stock outstanding as of
October 30, 1998, as represented by the Issuer in its Quarterly
Report pursuant to Section 13 of the Securities Exchange Act of 1934
on Form 10-Q for the fiscal quarter ended September 30, 1998 and as
adjusted to include shares issuable upon exercise of options held by
the Reporting Person as of December 31, 1998. This percentage was
calculated pursuant to Rule 13d-3(d)(1).
Number of shares as to which such person had (as of December 31,
1998):
(i) sole power to vote or to direct the vote:
2,754,056
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(ii) shared power to vote or to direct the vote:
0
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(iii) sole power to dispose or to direct the disposition of:
2,454,056
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(iv) shared power to dispose or to direct the disposition of:
0
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ITEM 5. Ownership of Five Percent or Less of a Class:
Not Applicable
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ITEM 6. Ownership of More than Five Percent on Behalf of Another Person:
Not Applicable
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ITEM 7. Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on by the Parent Holding Company:
Not Applicable
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ITEM 8. Identification and Classification of Members of the Group:
Not Applicable
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ITEM 9. Notice of Dissolution of Group:
Not Applicable
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ITEM 10. Certification:
Not Applicable
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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.
February 10, 1999
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E. DAVID CORVESE