MERIT BEHAVIORAL CARE CORP
10-Q/A, 1997-04-08
HEALTH SERVICES
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                               UNITED STATES
                     SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549
                                  FORM 10-Q/A

(Mark One)

[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
            OF THE SECURITIES EXCHANGE ACT OF 1934

               For the quarterly period ended December 31, 1996

                                    OR
[ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
            OF THE SECURITIES EXCHANGE ACT OF 1934

                      Commission File No. 33-80987

                     Merit Behavioral Care Corporation
      (Exact name of registrant as specified in its charter)

Delaware                                                    22-3236927
(State or other jurisdiction of                            (I.R.S. Employer
 incorporation or organization)                         Identification Number)

                            One Maynard Drive
                      Park Ridge, New Jersey 07656
                (Address of principal executive offices)

                               (201) 391-8700
                    (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.......

As of January 31, 1997,  28,477,800 shares of the registrant's common stock, par
value $.01 per share, which is the only class of common stock of the registrant,
were outstanding.


<PAGE>





                                                    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.

The signatory  hereby  acknowledges and adopts the typed form of his name in the
electronic filing of this document with the Securities and Exchange Commission.







Date: April 08, 1997              Merit Behavioral Care Corporation


                                  By: /s/ Arthur H. Halper
                                     ___________________________________
                                     Arthur H. Halper, Executive Vice President
                                     and Chief Financial Officer
                                     (Principal Financial Officer,
                                      Accounting Officer and
                                      Duly Authorized Officer)



<TABLE> <S> <C>


<ARTICLE>                     5
<LEGEND>

THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
THE CONDENSED CONSOLIDATED BALANCE SHEETS AND THE CONDENSED
CONSOLIDATED STATEMENTS OF OPERATIONS ON PAGES 3 THROUGH 4 OF THE
COMPANY'S FORM 10-Q FOR THE QUARTERLY PERIOD ENDED DECEMBER 31, 1996
AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS
</LEGEND>
<CIK>                         0001005530
<NAME>                        MERIT BEHAVIORAL CARE CORPORATION
<MULTIPLIER>                                   1000
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                              SEP-30-1996
<PERIOD-START>                                 OCT-01-1996
<PERIOD-END>                                   DEC-31-1996
<CASH>                                         40,731
<SECURITIES>                                   0
<RECEIVABLES>                                  36,922
<ALLOWANCES>                                   2,047
<INVENTORY>                                    0
<CURRENT-ASSETS>                               81,719
<PP&E>                                         94,182
<DEPRECIATION>                                 24,191
<TOTAL-ASSETS>                                 342,288
<CURRENT-LIABILITIES>                          84,137
<BONDS>                                        258,000
                          0
                                    0
<COMMON>                                       285
<OTHER-SE>                                     (27,885)
<TOTAL-LIABILITY-AND-EQUITY>                   342,288
<SALES>                                        0
<TOTAL-REVENUES>                               128,625
<CGS>                                          0
<TOTAL-COSTS>                                  102,932
<OTHER-EXPENSES>                               6,799
<LOSS-PROVISION>                               0
<INTEREST-EXPENSE>                             6,186
<INCOME-PRETAX>                                (3,091)
<INCOME-TAX>                                   (219)
<INCOME-CONTINUING>                            (2,872)
<DISCONTINUED>                                 0
<EXTRAORDINARY>                                0
<CHANGES>                                      0
<NET-INCOME>                                   (2,872)
<EPS-PRIMARY>                                  0
<EPS-DILUTED>                                  0
        


</TABLE>


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