SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
INTERNATIONAL NURSING SERVICES, INC.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
460093404
(CUSIP Number)
Check the following box if a fee is being paid with the statement
/ /. (A fee is not required only if the reporting person: (1) has
a previous statement on file reporting beneficial ownership of more
than five percent of the class of securities described in Item 1;
and (2) has filed no amendment subsequent thereto reporting
beneficial ownership of five percent or less of such class.) (See
Rule 13d-7).
*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 disclosures provided in a
prior cover page.
The information required on 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>
<PAGE>
SCHEDULE 13G
CUSIP No. 460093404 Page of 5 Pages
1 NAME OF REPORTING PERSON
Millenco L.P.
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / /
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
5 SOLE VOTING POWER
640,000
6 SHARED VOTING POWER
0
7 SOLE DISPOSITIVE POWER
640,000
8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
640,000
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
12.18%
12 TYPE OF REPORTING PERSON*
BD
SCHEDULE 13D
Item 1.
(a) Name of Issuer:
International Nursing Services, Inc.
(b) Address of Issuer's Principal Executive Offices:
360 South Garfield Street, Suite 640
Denver, Colorado 80209
Item 2. Name of Person Filing
(a) Name of Person Filing:
Millenco L.P.
(b) Address of Principal Office:
111 Broadway
20th Floor
New York, New York 10006
(c) Citizenship:
Delaware
(d) Title of Class of Securities:
Common Stock
(e) CUSIP Number:
460093404
Item 3. If Statement is filed pursuant to Rules 13(d)-1(b) or
13d-2(b), check whether Person Filing is a
(a) /X/ Broker or Dealer registered under Section 15 of
the Act.
(b) / / Bank as defined in section 3(a)(6) of the Act
(c) / / Insurance Company as defined in section 3(a)(19)
of the Act
(d) / / Investment Company registered under section 8 of
the Investment Company Act
(e) / / Investment Adviser registered under section 203
of the Investment Advisers Act of 1940
(f) / / Employee Benefit Plan, Pension Fund which is
subject to the provisions of the Employee Retirement
Income Security Act of 1974 or Endowment Fund; see
240.13d-1(b)(1)(ii)(F)
(g) / / Parent Holding Company, in accordance with
240.13d-1(b)(1)(ii)(G) (Note: See Item 7)
(h) / / Group, in accordance with 240.13d-1(b)(1)(ii)(H)
Item 4. Ownership.
The information in Items 1 and 5 through 11 in the cover
page (page 2) hereof is hereby incorporated by reference. It
reflects the filing person's holdings as of the time it filed a
Schedule 13D dated August 19,1996. This Schedule 13G amends and
substitutes for that Schedule 13D.
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that
as of the date hereof the reporting person has ceased to be the
beneficial owner of more than five percent of the class of
securities, check the following / /.
Item 6. Ownership of More Than Five Percent on Behalf of Another Person.
Not applicable.
Item 7. Identification and Classification of Members of the
Subsidiary Which Acquired the Securities Being Reported on
by the Parent Holding Company.
Not applicable.
Item 8. Identification and Classification of Members of the Group.
Not applicable.
Item 9. Notice of Dissolution of Group.
Not applicable.
Item 10. Certification.
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired in the
ordinary course of business and were not acquired for the purpose
of and do not have the effect of changing or influencing the
control of the issuer of such securities and were not acquired in
connection with or as a participant in any transaction having such
purposes or effect.
Signature: After reasonable inquiry and to the best of our
knowledge and belief, we certify that the information set forth in
this statement is true, complete and correct.
Millenco L.P.
By: Millennium Management, L.L.C.
General Parner
/s/ Israel A. Englander
By:---------------------------
Israel A. Englander
Managing Member
Date: December 31, 1996
