TAUNUS CORPORATION
31 West 52nd Street
New York, New York 10019
Linda Assali
Director
Telephone: (615) 835-2901
February 8, 2000
Securities and Exchange Commission
SEC Document Control
450 Fifth
Street,
N.W.
Washington
, DC
20549
Attn:
Filing
Desk
Dear Sirs:
Re: Filing of Schedule 13G on
Priority Healthcare Corporation
Pursuant to Rule 13d-1 of the General Rules and
Regulations under the Securities Exchange Act of
1934, the following is one copy of the Schedule 13G
with respect to the common stock of the above
referenced corporation.
Please acknowledge your receipt of the Schedule 13G
filing submission through the EDGAR-Link System
software, by E-Mail confirmation.
Sincerely,
Linda Assali
Enclosures
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
20549
SCHEDULE 13G
Under the Securities Exchange
Act of 1934
(Amendment No.3)
Priority Healthcare Corporation
_______________________________________
NAME OF ISSUER:
Common Stock (Par Value $ .01)
_______________________________________
TITLE OF CLASS OF SECURITIES
74264T102
_______________________________________
CUSIP NUMBER
December 31, 1999
_______________________________________
(Date of Event Which Requires Filing of this
Statement)
Check the appropriate box to designate the rule
pursuant to which this Schedule is filed:
[X] Rule 13d-I(b)
[ ] Rule 13d-I(c)
[ ] Rule 13d-I(d)
1.NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Bankers Trust Corporation
2.CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *
(A) [ ]
(B) [ ]
3.SEC USE ONLY
4.CITIZENSHIP OR PLACE OF ORGANIZATION
New York
NUMBER OF 5. SOLE VOTING POWER
SHARES
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY
EACH 7. SOLE DISPOSITIVE POWER
REPORTING
PERSON WITH 8. SHARED DISPOSITIVE POWER
9.AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
10.CHECK BOX IF THE AGGREGATE AMOUNT IN ROW(9)
EXCLUDES CERTAIN SHARES *
[]
11.PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
12.TYPE OF REPORTING PERSON
HC
1.NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF
ABOVE PERSONS
Bankers Trust Company
2.CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP * (A) [ ]
(C) [ ]
3.SEC USE ONLY
4.CITIZENSHIP OR PLACE OF ORGANIZATION
New York
NUMBER OF 5. SOLE VOTING POWER
SHARES
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY
EACH 7. SOLE DISPOSITIVE POWER
REPORTING
PERSON WITH 8. SHARED DISPOSITIVE POWER
9.AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
10.CHECK BOX IF THE AGGREGATE AMOUNT IN ROW(9)
EXCLUDES CERTAIN SHARES *
[]
11.PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
12.TYPE OF REPORTING PERSON
BK
Item 1(a). Name of Issuer:
Priority Healthcare Corporation (the Issuer )
Item 1(b). Address of Issuer's Principal
Executive Offices:
The address of the Issuer's principal
executive offices is 285 West Central
Parkway, Alamonte Springs, FL 32714
Item 2(a). Name of Person Filing:
This statement is filed on behalf of
Bankers Trust Corporation ( BTCorp ) and
Bankers Trust Company ( BTCo ) (BTCorp and
BTCo together, the Reporting Persons ).
Item 2(b). Address of Principal Business Office
or, if none,
Residence:
The principal place of business of BTCorp
and BTCo is 130 Liberty Street, New York, New
York, 10006.
Item 2(c). Citizenship:
The citizenship of each of the Reporting Persons
is set forth on the applicable cover page.
Item 2(d). Title of Class of Securities:
The title of the securities is common stock (the
Common Stock ).
Item 2(e). CUSIP Number:
The CUSIP number of the Common Stock is set
forth on
each cover page.
Item 3. If this statement is filed pursuant to Rules
13d-1(b),
or 13d-2(b) or (c), check whether the person
filing is
a:
A. Bankers Trust Corporation:
(a) [ ] Broker or dealer registered
under
section 15 of the Act;
(b) [ ] Bank as defined in section
3(a)(6) of
the Act;
(c) [ ] Insurance Company as defined
in
section 3(a)(19) of the Act;
(d) [ ] Investment Company registered
under
section 8 of the Investment Company Act
of 1940;
(e) [ ] An investment adviser in
accordance with
Rule 13d-1 (b)(1)(ii)(E);
(f) [ ] An employee benefit plan, or
endowment
fund in accordance with Rule 13d-1
(b)(1)(ii)(F);
(g) [X] A parent holding company or
control
person in accordance with Rule 13d-1
(b)(1)(ii)(G);
(h) [ ] A savings association as
defined in
section 3(b) of the Federal Deposit
Insurance Act;
(i) [ ] A church plan that is excluded
from the
definition of an investment company
under section 3(c)(14) of the
Investment Company Act of 1940;
(j) [ ] Group, in accordance with Rule
13d-1
(b)(1)(ii)(J).
If this statement is filed pursuant to Rule
13d-1 (c), check this box. [ ]
B. Bankers Trust Company:
(a) [ ] Broker or dealer registered
under
section 15 of the Act;
(b) [X] Bank as defined in section 3(a)(6)
of the
Act;
(c) [ ] Insurance Company as defined
in
section 3(a)(19) of the Act;
(d) [ ] Investment Company registered
under
section 8 of the Investment Company Act
of 1940;
(e) [ ] An investment adviser in
accordance with
Rule 13d-1 (b)(1)(ii)(E);
(f) [ ] An employee benefit plan, or
endowment
fund in accordance with Rule 13d-1
(b)(1)(ii)(F);
(g) [ ] A parent holding company or
control
person in accordance with Rule 13d-1
(b)(1)(ii)(G);
(h) [ ] A savings association as
defined in
section 3(b) of the Federal Deposit
Insurance Act;
(i) [ ] A church plan that is excluded
from the
definition of an investment company
under section 3(c)(14) of the
Investment Company Act of 1940;
(j) [ ] Group, in accordance with Rule
13d-1
(b)(1)(ii)(J).
If this statement is filed pursuant to Rule
13d-1 (c), check this box. [ ]
Item 4. Ownership.
(a) Amount beneficially owned:
(b) Percent of class:
(c) Number of shares as to which such person
has:
(i) sole power to vote or to direct the
vote:
(ii) shared power to vote or to direct
the vote: (iii) sole power to
dispose or to direct the
disposition of:
(iv) shared power to dispose or
to direct the
disposition of:
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 [X].
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.
By signing below I certify that, to the
best of my knowledge and belief, the securities
referred to above were acquired and are held in the
ordinary course of business and were not acquired and
are not held for the purpose of or with the effect of
changing or influencing the control of the issuer of
the securities and were not acquired and are not held
in connection with or as a participant in any
transaction having that purpose or effect.
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.
Dated: February 8, 2000
BANKERS TRUST
CORPORATION
By: /s/ James
T. Byrne, Jr.
Name: James T.
Byrne, Jr. Title:
Secretary
Consent of Bankers Trust Company
The undersigned agrees that the Schedule
13G executed by Bankers Trust Corporation to which
this statement is attached as an exhibit is filed on
behalf of Bankers Trust Corporation and Bankers Trust
Company pursuant to Rule 13d-1(k)(1) of the
Securities Exchange Act of 1934.
Dated: February 8, 2000
BANKERS TRUST COMPANY
By: /s/ James T. Byrne, Jr.
Name: James T. Byrne, Jr.
Title: Secretary
