SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No.1)*
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 2 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
520,000
6 SHARED VOTING POWER
0
7 SOLE DISPOSITIVE POWER
520,000
8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
520,000
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.07%
12 TYPE OF REPORTING PERSON*
BD
<PAGE>
<PAGE>
SCHEDULE 13G
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.
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 /x/.
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.
<PAGE>
<PAGE>
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 Partner
By: /s/ Terry Feeney
-----------------------
Terry Feeney
Chief Administrative Officer
Date: February 12, 1998
