13G Filing: Venor Capital Management and Bioscrip Inc. (BIOS)

Item 3.

If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:

(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 CompanyAct of 1940;

(e)

[  ] Investment Adviser in accordance with Rule 13d-1(b)(1)(ii)(E);

(f)

[  ] Employee Benefit Plan or Endowment Fund in accordance with 13d-1(b)(1)(ii)(F);

(g)

[  ] Parent Holding Company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);

(h)

[  ] Savings Association as defined in Section 3(b) of the Federal Deposit Insurance Act;

(i)

[  ] 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).

Item 4.

Ownership:

Item 4(a).

Amount Beneficially Owned:

Venor Capital Management serves as investment manager or investment adviser to the Accounts with respect to which it has voting and dispositive authority over the Shares reported in this Schedule 13G.  Venor Capital GP is the general partner of Venor Capital Management, and as such, it may be deemed to control Venor Capital Management and therefor may be deemed to be the indirect beneficial owner of the Shares reported in this Schedule 13G.  Venor Special Situations is one of the Accounts and directly owns certain of the Shares as reported in this Schedule 13G with respect to which it has voting and dispositive authority over those Shares. Venor Special Situations GP is the general partner of Venor Special Situations, and as such, it may be deemed to control Venor Special Situations and therefore may be deemed to be the indirect beneficial owners of certain of the Shares as reported in this Schedule 13G. Mr. Jeffrey A. Bersh is a managing member of Venor Capital GP and Venor Special Situations GP and Co-Chief Investment Officer of Venor Capital Management, and as such, he may be deemed to control Venor Capital GP, Venor Special Situations GP and Venor Capital Management, respectively, and therefore may be deemed to be the indirect beneficial owner of the Shares reported in this Schedule 13G.  Mr. Michael J. Wartell is a managing member of Venor Capital GP and Venor Special Situations GP and Co-Chief Investment Officer of Venor Capital Management, and as such, he may be deemed to control Venor Capital GP, Venor Special Situations GP and Venor Capital Management, respectively, and therefore may be deemed to be the indirect beneficial owner of the Shares reported in this Schedule 13G.

Each of the Reporting Persons hereby disclaims beneficial ownership of any such Shares.