SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN THE STATEMENTS FILED PURSUANT TO RULES
13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b)
(Amendment No. __)*
NeoTherapeutics, Inc.
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(Name of Issuer)
Common Stock, $.001 par value per share
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(Title of Class of Securities)
640656-10-4
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(CUSIP Number)
November 22, 1998
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*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 1 of 6
_____________________________________________________________________________
1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (Entities Only)
Strong River Investments, Inc.
_____________________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [X]
(b) [ ] (See Item 6)
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3 SEC USE ONLY
_____________________________________________________________________________
4 CITIZENSHIP OR PLACE OF ORGANIZATION
British Virgin Islands
_____________________________________________________________________________
5 SOLE VOTING POWER
NUMBER OF -0-
SHARES
______________________________________________________________
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 496,916 (See Item 4)
______________________________________________________________
EACH 7 SOLE DISPOSITIVE POWER
REPORTING -0-
______________________________________________________________
PERSON 8 SHARED DISPOSITIVE POWER
WITH 496,916 (See Item 4)
_____________________________________________________________________________
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
496,916 (See Item 4)
_____________________________________________________________________________
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[X]
_____________________________________________________________________________
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.41% (See Item 4)
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12 TYPE OF REPORTING PERSON*
Company
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* SEE INSTRUCTIONS BEFORE FILLING OUT!
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<PAGE>
Item 1(a). Name of Issuer:
NeoTherapeutics, Inc.
Item 1(b). Address of Issuer's Principal Executive Offices:
157 Technology Drive, Irvine, CA 92618
Item 2(a). Name of Person Filing:
Strong River Investments, Inc.
Item 2(b). Address of Principal Business Office or, if None, Residence:
Gonzalez-Ruiz & Aleman (BVI) Limited, Wickhams Cay I, Vanterpool
Plaza, P.O. Box 873, Road Town, Tortolla, BVI
Item 2(c). Citizenship:
British Virgin Islands.
Item 2(d). Title of Class of Securities:
Common Stock, par value $.001 per share
Item 2(e). CUSIP Number: 640656104
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
Exchange Act;
(b) [ ] Bank as defined in Section 3(a)(6) of the Exchange Act;
(c) [ ] Insurance company as defined in Section 3(a)(19) of the
Exchange Act;
(d) [ ] Investment company registered under Section 8 of the
Investment Company Act;
(e) [ ] An investment advisor in accordance with Rule 13d-
1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowment fund in
accordance with Rule 13d-1(b)(1)(ii)(F);
(g) [ ] A parent holding company or control person in
accordance with Rule 13d-1(b)(1)(ii)(G);
(h) [ ] A savings association as defined in Section 3(b) of the
Federal Deposit Insurance Act;
(i) [ ] A church plan that is excluded from the definition of
an investment company under Section 3(c)(14) of the
Investment Company Act;
(j) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
If this statement is filed pursuant to Rule 13d-1(c), check this
box. [X]
Item 4. Ownership.
Provide the following information regarding the aggregate number
and percentages of securities of the issuer identified in Item 1.
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(a) Amount beneficially owned: 496,916 shares of Common Stock(1)
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(b) Percent of class: 5.41% (based on 9,124,576 shares of the
issuer's Common Stock outstanding as December 13, 1999).
(c) Number of shares to which such person has:
(i) Sole power to vote or direct the vote:
-0-
(ii) Shared power to vote or direct the vote:
496,916(1)
(iii) Sole power to dispose or to direct the
disposition of:
-0-
(iv) Shared power to dispose of or direct the
disposition of:
496,916(1)
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:
Pursuant to an investment management agreement between Strong
River Investment, Inc. and Enright Holding Corp. ("Enright"),
Enright has the power to sell or vote on behalf of Strong River
Investments, some or all of the shares of Common Stock to which
this report relates. As such, under Rule 13d-3(a), Enright may
be deemed to be the beneficial owner of the shares.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported By the Parent Holding
Company.
Not applicable.
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(1) Does not include the number of shares issuable upon exercise of
Adjustable Warrants issued to Strong River Investments on November 19, 1999.
the actual number of shares issuable upon exercise of the Adjustable Warrants
will be determined at each of two vesting dates, March 18, 2000 and May 17,
2000, based on certain assumptions as to the price of the issuer's Common
Stock.
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Item 8. Identification and Classification of Members of the Group.
Not applicable.
Item 9. Notice of Dissolution of a Group.
Not applicable.
Item 10. Certification.
By signing below, the undersigned certify that, to the best of
its 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
such purpose or effect.
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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.
STRONG RIVER INVESTMENTS, INC.
By: ENRIGHT HOLDING CORP., Investment Manager
By:/s/ Avi Vigder
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Name: Avi Vigder
Title: Managing Director
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