SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 10-Q/A
(Amendment No. 1)
(Mark One)
/X/ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1997
OR
/ / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ________ to ________
Commission file number 1-12584
SHEFFIELD PHARMACEUTICALS, INC.
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(Exact name of Registrant as Specified in its Charter)
DELAWARE 13-3808303
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(State or Other Jurisdiction (IRS Employer Identification
of Incorporation or Organization) Number)
30 ROCKEFELLER PLAZA, NEW YORK, NEW YORK 10112
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(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, Including Area Code: (212) 957-6600
SHEFFIELD MEDICAL TECHNOLOGIES INC.
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(Former Name, Former Address and Former Fiscal Year, if Changed
Since Last Report)
Indicate by check mark whether the Registrant (1) has filed
all reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such shorter period
that the registrant was required to file such reports), and (2) has been subject
to such filing requirements for the past 90 days. Yes X No
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Indicate the number of shares outstanding of each of the
issuer's classes of common stock, as of the latest practicable date: At March
31, 1997 there were outstanding 11,388,274 shares of Common Stock, $.01 par
value, of the Registrant.
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ITEM 2. CHANGES IN SECURITIES.
The following unregistered securities were issued by the
Company during the quarter ended March 31, 1997:
<TABLE>
<CAPTION>
Number of Shares
Sold/Issued/
Subject to Offering/
Date of Description of Options or Exercise Price
Sale/Issuance Securities Issued Warrants per share ($) Purchaser or Class
- -------------------- ----------------------- --------------------- ------------------- -------------------------
<S> <C> <C> <C> <C>
January 1997 Common Stock 5,000 3.25 - 3.50 Advisor
Options
January - March Common Stock 7,500 2.75 - 3.6875 Advisor
1997 Options
January 1, 1997 Common Stock 45,000 3.25 Issuances to
Options Directors pursuant
to Directors Stock
Option Plan
March 1997 Common Stock 6,000 3.0625 - 3.25 Issuances to
Options employees pursuant
to 1993 Stock
Option Plan
March 1997 Common Stock 15,000 3.1875 Legal Counsel
Options
</TABLE>
The issuance of these securities are claimed to be exempt from registration
pursuant to Section 4(2) of the Securities Act of 1933, as amended, as
transactions by an issuer not involving a public offering. There were no
underwriting discounts or commissions paid in connection with the issuance of
any of these securities.
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<PAGE>
S I G N A T U R E S
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
SHEFFIELD PHARMACEUTICALS, INC.
/S/ GEORGE LOMBARDI
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George Lombardi
(Vice President and Chief
Financial Officer)
Date: July 31, 1997
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