SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
AMENDMENT NO. 6
Under the Securities Exchange Act of 1934
U.S. HOMECARE CORPORATION
(Name of issuer)
COMMON STOCK
(Title of class of securities)
911819100
(CUSIP number)
Don A. Sanders, 3100 Chase Tower
Houston, Texas 77002 (713) 224-3100
(Name, address and telephone number of person
authorized to receive notices and communications)
November 25, 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 the
statement. (A fee is not required only if the reporting person:
(1) has a previous statement on file reporting beneficial
ownership or 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)
SCHEDULE 13D
CUSIP No. 911819100
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
DON A. SANDERS
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) (
(b) (
3 SEC USE ONLY
4 SOURCE OF FUNDS*
PF, 00
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) (
6 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
7 SOLE VOTING POWER
NUMBER OF 316,866
SHARES 8 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 9 SOLE DISPOSITIVE POWER
EACH REPORTING 316,866
PERSON WITH 10 SHARED DISPOSITIVE POWER
302,488
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
619,354
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.7%
14 TYPE OF REPORTING PERSON*
IN
Item 1. Security and Issuer
No material changes.
Item 2. Identity and Background
No material changes.
Item 3. Source and Amount of Funds or Other Consideration
No material changes.
Item 4. Purpose of Transaction
No material changes.
Item 5. Interest in Securities of the Issuer
The Reporting Person directly owns 314,365 shares of Issuer's
Common Stock and 2501 Warrants to purchase 2501 shares
of the Issuer's Common Stock. The Reporting Person has the
shared power to dispose of or direct the disposition of 294,721
shares of Issuer's Common Stock of certain of the Reporting Person's
clients (the "Clients") from whom the Reporting Person has been
granted the right to dispose of or direct the disposition of the
Client's shares. The Reporting Person's Spouse directly owns 7,767
shares of the Issuer's Common Stock ("Spousal Shares"). The
Client Shares together with the Reporting Person's shares and the
Spousal Shares represent an aggregate total of 619,354 shares
or 4.7% of the Common Stock.
The Reporting Person has the sole power to vote or to direct the
vote, and to dispose of or to direct the disposition of the
Reporting Person Shares and the shared power to dispose of or to
direct the disposition of the Client Shares.
The following table represents all the Reporting Person's
Transactions involving common stock during the last 45 days.
DATE ENTITY TRANSACTION # SHARES PRICE
11-25-98 Reporting Person Sold 703,000 .009
(U.S. Homecare)
12-10-98 Reporting Person Rcd. 95,735 .000
(U.S. Homecare)
12-23-98 Reporting Person Sold 27,729 P.S. .220
(U.S. Homecare Pfd. Conv. 6%) 603,254 C.S.
12-23-98 Client Shares Sold 8,500 P.S. .220
(U.S. Homecare Pfd. Conv. 6%) 184,920 C.S.
Note: "P.S." indicates unconverted prfd. shares.
"C.S." indicates converted shares.
The Reporting Person claims no beneficial ownership of
dispositive powers with regard to the Spousal Shares.
The Reporting Person has the right to receive or the power to
direct receipt of dividends from, or the proceeds from the sale
of all the Reporting Person's shares, while the applicable Client
has the right to receive or the power to direct receipt of
dividends from, or the proceeds from the sale of the applicable
Client shares.
The Spouse has the right to receive or the power to direct
receipt of dividends from, or the proceeds from the sale of all
the Spousal shares of Common Stock.
(e) n/a
Item 6. Contracts, Arrangements, Understandings or
Relationships with Respect to Securities of the Issuer
No material changes.
Item 7. Material to be Filed as Exhibits
No material changes.
Signature
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this filing
is true, correct and complete.
Dated December 31, 1998
________________________________
/S/ Don A. Sanders
