SUPPLEMENT NO. 3
TO
PROSPECTUS DATED JUNE 3, 1997
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1,988,140 COMMON SHARES
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SANDATA, INC.
The Prospectus of SANDATA, Inc. (the "Company") dated
June 3, 1997 is supplemented to reflect the assignment by
Private Opportunity Partners II, Ltd., FL Limited Partnership
("POP"), a Selling Stockholder, to Barber & Bronson
Incorporated ("B&B") of its warrant to acquire 23,750 Common
Shares (the "Shares") of the Company (the "Warrant").
As a result of the assignment of the Warrant, the amount
of Shares beneficially owned and offered for sale by POP is
decreased by 23,750 Shares and the amount of Shares
beneficially owned and offered for sale by B&B is increased
by 23,750 Shares. The "Selling Stockholders" table with
respect to POP and B&B is hereby supplemented as follows:
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
Name Common Shares Number of Common Common Shares to be
and Beneficially Shares Offered Beneficially Owned
Address Owned (1) for Sale After Offering (2)
Percent of
Number Outstanding
Private
Opportunity
Partners
II, Ltd. FL
Limited
Partner-
ship 47,500 47,500 -0- -0-
Barber &
Bronson
Incorpo-
rated 23,750(16) 23,750(16) -0- -0-
<FN>
<F16>Includes 23,750 Shares issuable upon the exercise of
currently exercisable warrants.
</TABLE>
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October 22, 1997
