ANDRX CORP
SC 13G, 2000-03-01
PHARMACEUTICAL PREPARATIONS
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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                  SCHEDULE 13G

                    UNDER THE SECURITIES EXCHANGE ACT OF 1934

                                ANDRX CORPORATION
- --------------------------------------------------------------------------------
                                (Name of Issuer)

                          COMMON STOCK, $.001 PAR VALUE
- --------------------------------------------------------------------------------
                         (Title of Class of Securities)

                                    034551101
- --------------------------------------------------------------------------------
                                 (CUSIP Number)

Check the following box if a fee is being paid with this statement [ ]. (A fee
is not required only if the filing 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).

                                  Page 1 of 5
                             There are no exhibits
<PAGE>

                               CUSIP NO. 034551101

(1) Names of Reporting Persons             CHIH-MING J. CHEN, PH.D.
                              --------------------------------------------------
    S.S. or I.R.S. Identification Nos. of Above Persons
                                                       -------------------------

(2) Check the Appropriate Box if a Member of a Group

    (See Instructions (a) [ ] (b) [ ]

(3) SEC Use ONLY
                ----------------------------------------------------------------

(4) Citizenship or Place of Organization                 U.S.A.
                                        ----------------------------------------

Number of                      (5) Sole Voting Power                  496,121(1)
Shares Bene-                                        ----------------------------
ficially                       (6) Shared Voting Power              2,877,781(2)
Owned by                                              --------------------------
Each Report-                   (7) Sole Dispositive Power             496,121(1)
ing Person                                               -----------------------
With                           (8) Shared Dispositive Power         2,877,781(2)
                                                           ---------------------

(9) Aggregate Amount Beneficially Owned by Each Reporting Person    3,373,902(2)
                                                                ----------------

(10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares
     (See Instructions) [ ]

(11) Percent of Class Represented by Amount in Row (9)         10.72%(3)
                                                      --------------------------

(12) Type of Reporting Person (See Instructions)               IN
                                                --------------------------------
- ----------------

(1)      Includes 450,000 shares of Common Stock issuable upon the exercise of
         stock options.

(2)      Includes 2,865,386 shares of Common Stock held in a family limited
         partnership, 2,395 shares of Common Stock held by the Chen Family
         Foundation and 10,000 shares of Common Stock issuable upon the exercise
         of stock options granted to Reporting Person's spouse .

(3)      Calculated on the basis of 31,484,617 shares of Common Stock
         outstanding on December 31, 1999.

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                             There are no exhibits
<PAGE>


Item 1(a).   Name of Issuer:

             ANDRX CORPORATION

Item 1(b).   Address of Issuer's Principal Executive Office:

             4001 SW 47th Avenue
             Fort Lauderdale, Florida 33314

Item 2(a).   Name of Person Filing:

             Chih-Ming J. Chen, Ph.D.

Item 2(b).   Address of Principal Business Office:

             4001 SW 47th Avenue
             Fort Lauderdale, Florida 33314

Item 2(c).   Citizenship:

             U.S.A.

Item 2(d).   Title of Class of Securities:

             Common Stock, $.001 Par Value

Item 2(e).   CUSIP Number:

             034551101

Item         3. If this statement is filed pursuant to Rules 13d-1(b), or
             13d-2(b), identify the status of the person filing.

             Not applicable

Item 4.      Ownership:

             (a) Amount beneficially Owned:          3,676,902(1) SHARES
                                           -------------------------------------
             (b) Percent of Class:                      10.72%(2)
                                  ----------------------------------------------

- ---------------

(1)      Includes 2,865,386 shares of Common Stock held in a family limited
         partnership, 2,395 shares of Common Stock held by the Chen Family
         Foundation and 10,000 shares of Common Stock issuable upon the exercise
         of stock options granted to Reporting Person's spouse.

(2)      Calculated on the basis of 31,484,617 shares of Common Stock
         outstanding on December 31, 1999.

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<PAGE>


            (c) Number of shares as to which such person has:

                  (i)   sole power to vote or to direct the vote    496,121(1)
                                                                ----------------

                  (ii)  shared power to vote or to direct the vote  2,877,781(2)
                                                                  --------------

                  (iii) sole power to dispose or to direct the disposition
                        of                       496,121(1)
                          ------------------------------------------------------

                  (iv)  shared power to dispose or to direct the
                        disposition of                  2,877,781(2)
                                      ------------------------------------------

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 the Subsidiary Which Acquired
            the Security 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.

            Not applicable

- ---------------

(1)      Includes 450,000 shares of Common Stock issuable upon the exercise of
         stock options.

(2)      Includes 2,865,386 shares of Common Stock held in a family limited
         partnership, 2,395 shares of Common Stock held by the Chen Family
         Foundation and 10,000 shares of Common Stock issuable upon the exercise
         of stock options granted to Reporting Person's spouse.

                                   Page 4 of 5
                             There are no exhibits
<PAGE>

                                    SIGNATURE

         After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.

January 24, 2000                                 -------------------------------
                                                     CHIH-MING J. CHEN, PH.D.

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                             There are no exhibits



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