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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)*
Adatom.com, Inc.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
42220B101
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(CUSIP Number)
Richard Barton
920 Hillview Court, Suite 160, Milpitas, California 95035
(408) 935-7979
- --------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
March 17, 2000
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(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G
to report the acquisition that is the subject of this Schedule 13D, and is
filing this schedule because of Sections 240.13d-1(e), 240.13d-1(f) or
240.13d-1(g), check the following box. / /
NOTE: Schedules filed in paper format shall include a signed original
and five copies of the schedule, including all exhibits. See Section 240.13d-7
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).
<PAGE>
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CUSIP No. 42220B101
- -------------------
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1) Names of Reporting Persons, I.R.S. Identification Nos. of Above
Persons (entities only)
Richard Barton
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2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a) / /
(b) / /
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3) SEC Use Only
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4) Source of Funds (See Instructions)
OO
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5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items
2(d) or 2(e) / /
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6) Citizenship or Place of Organization
U.S. Citizen
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Number of Shares 7) Sole Voting Power - 7,938,039 shares
----------------------------------------------------
Beneficially Owned 8) Shared Voting Power - None
----------------------------------------------------
by Each Reporting 9) Sole Dispositive Power - 7,938,039 shares
----------------------------------------------------
Person with: 10) Shared Dispositive Power - None
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11) Aggregate Amount Beneficially Owned by Each Reporting Person
7,938,039 shares
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12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares / /
(See Instructions)
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13) Percent of Class Represented by Amount in Row (11)
49.2%
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14) Type of Reporting Person (See Instructions)
IN
- --------------------------------------------------------------------------------
2
<PAGE>
ITEM 1 SECURITY AND ISSUER.
This statement relates to the common stock of Adatom.com, Inc., 920
Hillview Court, Suite 160, Milpitas, California 95035. Adatom.com, Inc.
was formerly known as HealthCore Medical Solutions, Inc.
ITEM 2 IDENTITY AND BACKGROUND.
This statement is filed by Richard Barton, whose business address is
920 Hillview Court, Suite 160, Milpitas, California 95035. Mr. Barton
is the President, CEO and Chairman of the Board of Adatom.com, Inc., an
Internet retailer located at 920 Hillview Court, Suite 160, Milpitas,
California 95035. During the last five years he has not been convicted
in any criminal proceeding, nor has he been a party to a civil
proceeding of a judicial or administrative body as a result of which he
became subject to any judgment, decree or final order enjoining future
violations of, or prohibiting or mandating activities subject to,
federal or state securities laws or finding any violation with respect
to such laws. Mr. Barton is a U.S. citizen.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
On March 17, 2000, Mr. Barton acquired 172,057 shares from the issuer
in consideration of the cancellation of a $500,000 loan made by Mr.
Barton to the issuer. The number of shares issued was equal to the loan
amount divided by the Nasdaq closing price per share on the date of
Board approval of the share issuance.
ITEM 4. PURPOSE OF TRANSACTION.
See response to Item 3.
The Reporting Person has no plans or proposals which relate to or would
result in: (a) the acquisition by any person of additional securities
of the issuer, or the disposition of securities of the issuer; (b) an
extraordinary corporate transaction, such as a merger, reorganization
or liquidation, involving the issuer; (c) a sale or transfer of a
material amount of assets of the issuer; (d) any change in the present
board of directors or management of the issuer; (e) any material change
in the present capitalization or dividend policy of the issuer; (f) any
other material change in the issuer's business or corporate structure;
(g) changes in the issuer's charter, bylaws or instruments
corresponding thereto or other actions which may impede the acquisition
of control of the issuer by any person; (h) causing a class of
securities of the issuer to be delisted form a national securities
exchange or to cease to be authorized to be quoted in an inter-dealer
quotation system of a registered national securities association; (i) a
class of equity securities of the issuer becoming eligible for
termination of registration pursuant to Section 12(g)(4) of the Act; or
(j) any action similar to any of those enumerated above.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) Mr. Barton currently owns 7,938,039 shares of common stock, or
49.2% of the issuer's shares outstanding.
(b) Mr. Barton has sole power to vote or to direct the vote, and
sole power to dispose or to direct the disposition, with
respect to shares of the issuer owned by him.
(c) On March 17, 2000, Mr. Barton acquired 172,057 shares from the
issuer in consideration of the cancellation of a $500,000 loan
made by Mr. Barton to the issuer. The number of shares issued
was equal to the loan amount divided by the Nasdaq closing
price per share on the date of Board approval of the share
issuance.
3
<PAGE>
(d) No other person has the right to receive or the power to
direct the receipt of dividends from, or the proceeds from the
sale of, such securities.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER.
None.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
None.
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.
5/1/00
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(Date)
/s/ Richard Barton
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(Signature)
Richard Barton
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Name/Title
4