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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
Amendment No.: 4
Name of Issuer: ProxyMed Inc.
Title of Class of Securities: Common Stock
CUSIP Number: 744290107
(Name, Address and Telephone Number of Person
Authorized To Receive Notices and Communications)
Mr. Peter J. Cobos c/o Kingdon Capital Management Corporation,
152 West 57th Street, New York, New York 10019
(Date of Event which Requires Filing of this Statement)
July 18, 1997
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 [ ].
Note: Six copies of this statement, including all exhibits,
should be filed with the Commission. See Rule 13d-1(a) for other
parties to whom copies are to be sent.
*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).
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CUSIP No. 744290107
1. Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Kingdon Capital Management Corporation #13-3158796
2. Check the Appropriate Box if a Member of a Group
a.
b. x
3. SEC Use Only
4. Source of Funds
WC
5. Check if Disclosure of Legal Proceedings is Required Pursuant
to Items 2(d) or 2(e)
6. Citizenship or Place of Organization
Delaware
Number of Shares Beneficially Owned by Each Reporting Person
With:
7. Sole Voting Power:
311,300
8. Shared Voting Power:
9. Sole Dispositive Power:
311,300
10. Shared Dispositive Power:
11. Aggregate Amount Beneficially Owned by Each Reporting Person
311,300
12. Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares
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13. Percent of Class Represented by Amount in Row (11)
3.00%
14. Type of Reporting Person
CO
The reason for the filing of this Amendment No. 4 to the
previously filed Schedule 13D is to show that the holdings of
Kingdon Capital Management Corporation ("KCMC") in the common
stock (the "Common Stock") of ProxyMed Inc. ("PILL") have
decreased from 5.44% to 3.00% of the outstanding shares of Common
Stock.
Item 1. Security and Issuer
No change.
Item 2. Identity and Background
No change.
Item 3. Source and Amount of Funds or Other Consideration.
As of the date hereof, KCMC is deemed to be the
beneficial owner of 311,300 shares of Common Stock. All
311,300 shares of Common Stock are held by entities and
managed accounts over which KCMC has investment
discretion. All transactions in the shares of Common
Stock effected by KCMC since the filing of Amendment
No. 3 to Schedule 13D were effected in open market
transactions. The funds for the purchase of the Shares
held in the entities and managed accounts over which
KCMC has investment discretion have come from each
entity's or account's own funds. No leverage was used
to purchase any shares.
Item 4. Purpose of Transactions.
No change.
Item 5. Interest in Securities of Issuer.
As of the date hereof, KCMC is deemed to be the
beneficial owner of 311,300 shares of Common Stock.
Based on information received from PILL, KCMC believes
there to be 10,377,000 shares of Common Stock
outstanding. Therefore, KCMC is deemed to beneficially
own 3.00% of the outstanding shares of Common Stock.
KCMC ceased to be the beneficial owner of more than 5%
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of the outstanding shares of Common Stock on July 18,
1997. KCMC has the sole power to vote, direct the vote,
dispose of or direct the disposition of all the shares
of Common Stock that it is currently deemed to
beneficially own.
Item 6. Contracts, Arrangements, Understandings or
Relationships with Respect to Securities of the Issuer
No change.
Item 7. Material to be Filed as Exhibits.
Attached hereto as Exhibit A is a description of the
transactions in the Common Stock that were effected by
KCMC since its most recent filing on Schedule 13D
relating to PILL's Common Stock.
Signature
The undersigned, after reasonable inquiry and to the
best of its knowledge and belief, certifies that the information
set forth in this statement is true, complete and correct.
July 31, 1997
Kingdon Capital Management Corporation
By: /s/ Peter J. Cobos
__________________________
Peter J. Cobos, Controller
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EXHIBIT A
SCHEDULE OF TRANSACTIONS
Date Shares Acquired Price Per Share
or (Sold) (Not Including Commission)
____ _______________ __________________________
7/18/97 (79,000) $8.79
7/18/97 (6,500) 8.77
7/21/97 (106,000) 8.67
7/22/97 (42,000) 8.56
7/22/97 (10,700) 8.60
7/25/97 (4,100) 8.69
7/28/97 (3,200) 9.13
7/28/97 (1,400) 8.65
48400002.AJ1
