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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
QuadraMed Corporation
---------------------
(Name of Issuer)
Common Stock, $.01 par value
------------------------------
(Title of Class of Securities)
74730W101
--------------
(CUSIP Number)
*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).
<PAGE>
Item 1(a). Name of Issuer: QuadraMed Corporation.
Item 1(b). Address of Issuer's Principal Executive Offices:
80 East Sir Frances Drake Boulevard., Suite 2A, Larkspur, CA 94939
Item 2(a). Names of Persons Filing: New Enterprise Associates V, Limited
Partnership ("NEA V") and The Silverado Fund I, Limited Partnership
("Silverado") (collectively, the "Funds"); NEA Partners V, Limited
Partnership ("NEA Partners V"), which is the sole general partner of
NEA V, and NEA Silverado Partners I, Limited Partnership ("Silverado
Partners"), which is the sole general partner of Silverado
(collectively, the "GPLP's"); and Frank A. Bonsal, Jr. ("Bonsal"),
Nancy L. Dorman ("Dorman"), C. Richard Kramlich ("Kramlich"), Arthur
J. Marks ("Marks"), Thomas C. McConnell ("McConnell") and Charles W.
Newhall III ("Newhall") (collectively, the "General Partners").
Bonsal, Dorman, Kramlich, Marks, McConnell and Newhall are individual
general partners of NEA Partners V. Bonsal, Kramlich, Marks and
Newhall are individual general partners of Silverado Partners. The
persons named in this paragraph are referred to individually herein
as a "Reporting Person" and collectively as the "Reporting Persons."
Item 4. Ownership.
Not applicable.
Item 5. Ownership of Five Percent or Less of a Class.
Each Reporting Person has ceased to be the beneficial owner of more
than five percent of the outstanding Common Stock of QuadraMed
Corporation.
All other items of this Schedule 13G remain the same as reported on
the Schedule 13G dated as of February 10, 1997 and filed on behalf of
the Reporting Persons with respect to the Common Stock of QuadraMed
Corporation, except to reflect that each of the Reporting Persons has
ceased to be the beneficial owner of more than five percent of the
Common Stock of QuadraMed Corporation.
Page 2 of 6 Pages
<PAGE>
SIGNATURE
---------
After reasonable inquiry and to the best of its knowledge and belief, each
of the undersigned certifies that the information set forth in this statement is
true, complete and correct.
Date: February 10, 1998
NEW ENTERPRISE ASSOCIATES V, LIMITED PARTNERSHIP
By: NEA PARTNERS V, LIMITED PARTNERSHIP
By: *
_______________________________________
Charles W. Newhall III
General Partner
NEA PARTNERS V, LIMITED PARTNERSHIP
By: *
___________________________________________
Charles W. Newhall III
General Partner
THE SILVERADO FUND I, LIMITED PARTNERSHIP
By: NEA SILVERADO PARTNERS I, LIMITED PARTNERSHIP
By: *
_______________________________________
Charles W. Newhall III
General Partner
NEA SILVERADO PARTNERS I, LIMITED PARTNERSHIP
By: *
____________________________________________
Charles W. Newhall III
General Partner
Page 3 of 6 Pages
<PAGE>
*
______________________________________________
Frank A. Bonsal, Jr.
*
______________________________________________
C. Richard Kramlich
*
______________________________________________
Arthur J. Marks
*
______________________________________________
Thomas C. McConnell
*
______________________________________________
Charles W. Newhall III
*By: /s/ Nancy L. Dorman
____________________________________
Nancy L. Dorman, in her individual
capacity and as Attorney-in-Fact
________________________________________________________________________________
This Schedule 13G was executed by Nancy L. Dorman pursuant to Powers of Attorney
filed with the Securities and Exchange Commission on February 13, 1992 in
connection with a Schedule 13G for Advanced Interventional Systems Inc. and on
February 13, 1995 in connection with a Schedule 13G for Acuity Imaging, Inc.,
which Powers of Attorney are incorporated herein by reference.
Page 4 of 6 Pages
<PAGE>
Exhibit 1
---------
AGREEMENT
Pursuant to Rule 13d-1(f)(1) under the Securities Exchange Act of 1934,
the undersigned hereby agree that only one statement containing the information
required by Schedule 13G need be filed with respect to the ownership by each of
the undersigned of shares of Common Stock of QuadraMed Corporation.
EXECUTED as a sealed instrument this 10th day of February, 1998.
NEW ENTERPRISE ASSOCIATES V, LIMITED PARTNERSHIP
By: NEA PARTNERS V, LIMITED PARTNERSHIP
By: *
_______________________________________
Charles W. Newhall III
General Partner
NEA PARTNERS V, LIMITED PARTNERSHIP
By: *
___________________________________________
Charles W. Newhall III
General Partner
THE SILVERADO FUND I, LIMITED PARTNERSHIP
By: NEA SILVERADO PARTNERS I, LIMITED PARTNERSHIP
By: *
___________________________________________
Charles W. Newhall III
General Partner
NEA SILVERADO PARTNERS I, LIMITED PARTNERSHIP
By: *
___________________________________________
Charles W. Newhall III
General Partner
Page 5 of 6 Pages
<PAGE>
*
______________________________________________
Frank A. Bonsal, Jr.
*
______________________________________________
C. Richard Kramlich
*
______________________________________________
Arthur J. Marks
*
______________________________________________
Thomas C. McConnell
*
______________________________________________
Charles W. Newhall III
*By: /s/ Nancy L. Dorman
____________________________________________
Nancy L. Dorman, in her individual
capacity and as Attorney-in-Fact
- --------------------------------------------------------------------------------
This Agreement was executed by Nancy L. Dorman pursuant to Powers of Attorney
filed with the Securities and Exchange Commission on February 13, 1992 in
connection with a Schedule 13G for Advanced Interventional Systems Inc. and on
February 13, 1995 in connection with a Schedule 13G for Acuity Imaging, Inc.,
which Powers of Attorney are incorporated herein by reference.
Page 6 of 6 Pages
