Option Care Health (OPCH) 10-Q/A 2003 Q1 Quarterly report (amended)

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q/A
(Amendment No. 2)

(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, 2003
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: 0-28740

MIM CORPORATION
(Exact name of registrant as specified in its charter)
Delaware (State or other jurisdiction of incorporation or organization)	05-0489664 (I.R.S. Employer Identification No.)
100 Clearbrook Road, Elmsford, NY 10523 (Address of principal executive offices) (914) 460-1600 (Registrant's telephone number, including area code)

      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       

      Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 120-2 of the Exchange Act).     Yes  X     No       

         On May 9, 2003, there were outstanding 22,188,767 shares of the Company’s common stock, $.0001 par value per share.

EXPLANATORY NOTE

          The paragraph being filed under cover of this Form 10-Q/A supercedes the paragraph set forth under "Other Matters - Regulatory Matters" in Item 2 of Part I - Management's Discussion and Analysis of Financial Condition and Results of Operations.

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          Regulatory Matters

          On April 18, 2003, the U.S. Department of Health and Human Services, Office of Inspector General ("OIG") released Compliance Program Guidance for Pharmaceutical Manufacturers (the "Guidance") designed to provide voluntary, nonbinding guidance to assist companies that develop, manufacture, market and sell pharmaceutical products or biological products, including PBM's in devising effective compliance programs. The Guidance provides the OIG's view of the fundamental elements of pharmaceutical manufacturer's compliance programs and principles that should be considered when creating and implementing an effective compliance program, or as a benchmark for companies with existing compliance programs. The Company currently maintains a compliance program that includes the key compliance program elements described in the Guidance. The Company's management believes that the fundamental elements of its compliance program are consistent with the principles, polices and intent of the Guidance.

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SIGNATURES

           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.

	MIM CORPORATION
Date:      May 21, 2003	/s/  James S. Lusk                                  James S. Lusk Chief Financial Officer

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CERTIFICATION

I, Richard H. Friedman, certify that:

          1.      I have reviewed this quarterly report on Form 10-Q/A of MIM Corporation;

          2.      Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report.

Date:      May 21, 2003



/s/ Richard H. FriedmanChief Executive Officer

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CERTIFICATION

I, James S. Lusk, certify that:

          1.      I have reviewed this quarterly report on Form 10-Q/A of MIM Corporation;

          2.      Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report.

Date:      May 21, 2003



/s/ James S. LuskChief Financial Officer

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EXHIBIT INDEX
Exhibit Number	Description
99.1	Section 906 Certification

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