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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): APRIL 21, 1999
BIRMAN MANAGED CARE, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
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DELAWARE 333-11957 62-1584092
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(STATE OR OTHER JURISDICTION (COMMISSION FILE NUMBER) (IRS EMPLOYER IDENTIFICATION NO.)
OF INCORPORATION)
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1025 HIGHWAY 111 SOUTH, COOKVILLE, TENNESSEE 38501
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(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (931) 372-7800
NOT APPLICABLE
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(FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT
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ITEM 5. OTHER EVENTS.
BIRMAN MANAGED CARE, INC. APPEALS NASDAQ DE-LISTING NOTICE. Birman
Managed Care, Inc. (Nasdaq: "BMAN") received written notice on April 19, 1999
that the Nasdaq Stock Market, Inc. intends to de-list the Company's common stock
from the Nasdaq National Market on April 22, 1999 by reason of the Company's
failure to comply with Nasdaq Quantitative Maintenance Criteria, Maintenance
Standard 1, Nasdaq Marketplace Rule 4450(a)(3) -- minimum tangible net assets of
$5 million. The Company had earlier proposed a correction plan to Nasdaq, which
is now in progress. The Company promptly appealed the de-listing, which will not
take effect until after an oral hearing before Nasdaq estimated to be held
within 45 days.
The Company believes that, at this hearing, it will be able to
demonstrate current and continuing compliance with Nasdaq Quantitative
Maintenance Criteria, Maintenance Standard 1, Nasdaq Marketplace Rule
4450(a)(3). Should Nasdaq de-list the Company's common stock from its National
Market, the Company's stock would still be eligible for trading on Nasdaq's
"small cap" market.
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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.
BIRMAN MANAGED CARE, INC.
April 21, 1999 /s/ DAVID N. BIRMAN
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David N. Birman
Chairman of the Board, President and
Chief Executive Officer
April 21, 1999 /s/ SUE D. BIRMAN
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Sue D. Birman
Executive Vice President
(Principal Accounting Officer)
