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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)
RAMSAY HEALTH CARE INC.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
75158220
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(CUSIP Number)
With a copy to:
Ellen B. Corenswet, Esq.
James B. Hoover Brobeck, Phleger & Harrison, LLP
1921 W. Joppa Road 1633 Broadway
Baltimore, Maryland 21204 New York, New York 10019
(410) 583-1476 (212) 581-1600
- ------------------- --------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
October 30 , 1998
(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 which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box /_/.
Check the following box if a fee is being paid with this statement /_/.
(Continued on following page(s))
Page 1 of 5 Pages
Exhibit Index Appears on Page 5
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CUSIP No. 75158220 Page 2 of 5 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Dauphin Capital Partners I, LP (# 22-3584555)
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2 CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP (a) //
N/A (b) //
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3 SEC USE ONLY
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4 SOURCE OF FUNDS WC
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5 CHECK BOX 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 Delaware
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NUMBER 7 SOLE VOTING POWER 1,333,334 shares
OF ----------------------------------------------------
SHARES
BENEFICIALLY 8 SHARED VOTING POWER 0 shares
OWNED ----------------------------------------------------
BY
EACH 9 SOLE DISPOSITIVE POWER 1,333,334 shares
REPORTING
PERSON ----------------------------------------------------
WITH 10 SHARED DISPOSITIVE POWER 0 shares
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON 1,333,334 shares
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12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES / /
CERTAIN SHARES
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.9%
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14 TYPE OF REPORTING PERSON PN
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CUSIP No. 75158220 Page 3 of 5 Pages
Item 1. Security and Issuer.
This Statement on Schedule 13D relates to the Common Stock,
$0.01 par value (the "Common Stock"), of Ramsay Health Care, Inc., a Delaware
corporation (the "Issuer"), whose principal executive offices are located at
Columbus Center, One Alhambra Plaza, Suite 750, Coral Gables, Florida 33134.
Item 2. Identity and Background.
This Statement is filed by Dauphin Capital Partners I, LP (the
"Reporting Person"). The following sets forth the Reporting Person's name, state
of organization, principal office, and present principal business.
Name: Dauphin Capital Partners I, LP
State of Organization: Delaware
Principal Office: 1921 W. Joppa Road
Baltimore, Maryland 21204
Principal Business: Venture Capital Partnership.
During the five years prior to the date hereof, the Reporting
Person (i) has not been convicted in a criminal proceeding (excluding traffic
violations or similar misdemeanors) and (ii) has not been a party to a civil
proceeding of a judicial or administrative body of competent jurisdiction, as a
result of which such person was or is subject to a 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.
Citizenship: Delaware
Item 3. Source and Amount of Funds or Other Consideration.
(a) The source for the $1,500,000 purchase is working capital.
Item 4. Purpose of Transaction.
The Reporting Person acquired all the shares of Common Stock
owned by the Reporting Person on October 30, 1998.
Although the Reporting Person has not formulated any
definitive plans, it may from time to time acquire, or dispose of, Common Stock
and/or other securities of the Issuer if and when it deems it appropriate. The
Reporting Person may formulate other purposes, plans or proposals relating to
any of such securities of the Issuer to the extent deemed advisable in light of
market conditions, investment policies and other factors.
Except as indicated in this Schedule 13D, the Reporting Person
currently does not have plans or proposals that relate to or would result in any
of the matters described in subparagraphs (a) through (j) of Item 4 of Schedule
13D.
Item 5. Interest in Securities of the Issuer.
(a) The Reporting Person beneficially owns 1,333,334 shares
representing 6.9% of the Common Stock.
(b) Sole power to vote exists on 1,333,334 shares.
(c) Inapplicable
(d) Inapplicable.
(e) Inapplicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with respect to
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CUSIP No. 75158220 Page 4 of 5 Pages
Securities of the Issuer.
Inapplicable
Item 7. Material to be Filed as Exhibits.
Inapplicable.
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CUSIP No. 75158220 Page 5 of 5 Pages
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.
Date: November 5, 1998
By: /s/ James B. Hoover
By: DCP I, LLC, General Partner
By: James B. Hoover, Member of DCP I
LLC, General Partner of Dauphin
Capital Partners I, LP