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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_____________
FORM 8-K/A
AMENDMENT NO. 1
_____________
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): DECEMBER 19, 1997
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NATIONAL DATA CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 001-12392 58-977458
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
NATIONAL DATA PLAZA
ATLANTA, GEORGIA 30329-2010
(Address of Principal Executive Offices)
404-728-2000
(Registrant's telephone number, including area code)
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ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a) Financial Statements of the Businesses Acquired.
The following documents filed by Physician Support Systems, Inc.
("PSS") with the Securities and Exchange Commission (PSS File No.
000-20603) under Section 13(a) or 15(d) of the Securities Exchange
Act of 1934, as amended, are hereby incorporated by reference in
Exhibit 99.1:
(1) PSS's Annual Report on Form 10-K, as amended, for the fiscal year
ended December 31, 1996.
(2) PSS's Quarterly Reports on Form 10-Q for the quarters ended March
31, 1997, June 30, 1997 and September 30, 1997.
(b) Pro Forma Financial Information.
(1) The Pro Forma Combined Financial Information in Annex D to the Proxy
Statement/Prospectus filed as part of the Company's Registration
Statement on Form S-4 (Registration No. 333-40153) (hereinafter the
"Proxy Statement/Prospectus") is incorporated by reference in
Exhibit 99.2.
(c) Exhibits.
23.1 Consent of Deloitte & Touche LLP.
99.1 Financial Statements of PSS (incorporated by reference PSS's
Annual Report on Form 10-K, as amended, for the fiscal year ended
December 31, 1996, and PSS's Quarterly Reports on Form 10-Q for
the quarters ended March 31, 1997, June 30, 1997 and September 30,
1997).
99.2 Pro Forma Financial Information (incorporated by reference to
Annex D of the Proxy Statement/Prospectus).
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
National Data Corporation
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(Registrant)
Date: February 5, 1998 By: /s/ E. Michael Ingram
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E. Michael Ingram
Senior Vice President, General
Counsel and Secretary
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
___________
EXHIBITS
TO
CURRENT REPORT
ON
FORM 8-K
DATED: December 19, 1997
NATIONAL DATA CORPORATION
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INDEX TO EXHIBITS
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23.1 Consent of Deloitte & Touche LLP
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EXHIBIT 23.1
Consent of Independent Accountants
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We hereby consent to the incorporation by reference in the Form 8-K of
National Data Corporation of our report dated March 20, 1997, on our audits of
the consolidated financial statements and financial statement schedule of
Physician Support Systems, Inc. as of December 31, 1996 and 1995, and for the
years ended December 31, 1996, 1995 and 1994, which report is included in
Physician Support Systems, Inc.'s Annual Report on Form 10-K and Annual Report
to Stockholders.
We also consent to the incorporation by reference in the Registration
Statements on Form S-8 Nos. 2-81717, 2-86961, 2-92193, 33-25635, 33-43005, 33-
44858, 33-58622, 33-58624, 33-59717, 33-55057, 333-05499, 333-05451, 333-05427
of National Data Corporation of our report dated March 20, 1997, on our audits
of the consolidated financial statements and financial statement schedule of
Physician Support Systems, Inc. as of December 31, 1996 and 1995, and for the
years ended December 31, 1996, 1995 and 1994, which is incorporated by reference
in this Form 8-K of National Data Corporation.
/s/ Deloitte & Touche LLP
New York, New York
February 3, 1998
