SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G*
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES
13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO
13d-2(b)
Healthcore Medical Solutions Inc.
(Name of Issuer)
Common Stock, $.01 par value per share
(Title of Class of Securities)
42220B 10 1
(CUSIP Number)
April 29, 1999
(Date of event which requires filing of this statement)
Check the appropriate box to designate the rules pursuant to
which this Schedule 13G is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
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*The remainder of this cover page shall be filled out for a reporting
person's initial filing of 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 purposes 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).
CUSIP No. 42220B 10 1 13G
NAMES OF REPORTING PERSONS
1 S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Donald G. Drapkin
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP.
(a) | | (b) |_|
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
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5 SOLE VOTING POWER
528,470 (285,810, excluding 242,660
Warrants exercisable at $6.50
per share)
NUMBER OF
SHARES
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY None
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 528,470 (285,810, excluding
WITH 242,660 Warrants exercisable
at $6.50 per share)
8 SHARED DISPOSITIVE POWER
None
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
528,470 (285,810, excluding 242,660 Warrants exercisable at $6.50
per share)
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES |_|
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
15.2% (8.9%, excluding 242,660 Warrants exercisable at $6.50 per
share)
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14 TYPE OF REPORTING PERSON*
IN
** SEE INSTRUCTIONS BEFORE FILLING OUT!
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Item 1(a). Name of Issuer:
The name of the issuer is Healthcore Medical Solutions Inc.
(the "Company").
Item 1(b). Address of Issuer's Principal Executive Offices:
The Company's principal executive offices are located at
11904 Blue Ridge Boulevard Grandview, Missouri 64030
Item 2(a). Name of Person Filing:
This statement is filed by Donald G. Drapkin (the "Reporting
Person").
Item 2(b). Address of Principal Business Office or, if None, Residence:
The address of the business office of the Reporting Person
is 35 East 62nd Street, New York, NY 10021.
Item 2(c). Citizenship:
The Reporting Person is a citizen of the United States of
America.
Item 2(d). Title of Class of Securities:
Common Stock, $.01 par value per share (the "Common Stock")
Item 2(e). CUSIP Number:
42220B 10 1
Item 3. If this statement is filed pursuant to Rules 13d-1(b) or 13d-2(b)
or (c), check whether the person filing is a:
(a) [ ] Broker or dealer registered under Section 15 of the Act,
(b) [ ] Bank as defined in Section 3(a)(6) of the Act,
(c) [ ] Insurance Company as defined in Section 3(a)(19)
of the Act,
(d) [ ] Investment Company registered under Section 8 of the
Investment Company Act of 1940,
(e) [ ] Investment Adviser in accordance with 13d-1(b)(1)(ii)(E),
(f) [ ] Employee Benefit Plan or Endowment Fund in accordance
with 13d-1(b)(1)(ii)(F),
(g) [ ] Parent Holding Company or control person in accordance
with Rule 13d-1(b)(ii)(G),
(h) [ ] Savings Associations as defined in Section 3(b) of the
Federal Deposit Insurance Act,
(i) [ ] Church Plan that is excluded from the definition
of an investment company under Section 3(c)(14) of
the Investment Company Act of 1940,
(j) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
If this statement is filed pursuant to 13d-1(c), check
this box: [x]
Item 4. Ownership.(1)
Provide the following information regarding the aggregate
number and percentage of the class of securities of the issuer
identified in Item 1.
(a) Amount beneficially owned:
528,470 (285,810, excluding 242,660 Warrants exercisable
at $6.50 per share)
(b) Percent of class:
15.2% (8.9%, excluding 242,660 Warrants exercisable at
$6.50 per share)
(c) Number of shares as to which the person has:
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(1) The Reporting Person acquired more than 5% of the shares of
Company Common Stock on April 29, 1999, without giving effect to shares of
Company Common Stock issuable at $6.50 per share upon the exercise of
previously acquired Warrants.
(i) Sole power to vote or to direct the vote
528,470 (285,810, excluding 242,660 Warrants
exercisable at $6.50 per share)
(ii) Shared power to vote or to direct the vote
None
(iii) Sole power to dispose or to direct the disposition
of
528,470 (285,810, excluding 242,660 Warrants
exercisable at $6.50 per share)
(iv) Shared power to dispose or to direct the disposition
of
None
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.
Item 10. Certification.
The Reporting Person hereby makes the following certification:
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.
SIGNATURES
After reasonable inquiry and to the best of my knowledge and
belief, the undersigned certifies that the information set forth in this
statement is true, complete and correct.
Dated: May 10, 1999
By: /s/ Donald G. Drapkin
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Donald G. Drapkin