SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. ...)*
CASTLE DENTAL CENTERS, INC.
(Name of Issuer)
COMMON STOCK $.001 PAR VALUE PER SHARE
(Title of Class of Securities)
14844P 10 5
(CUSIP Number)
*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which would
alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
Page 1 of 9
<PAGE>
CUSIP NO. 14844P 10 5 13G Page 2 of 9 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
JACK H. CASTLE, JR.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(A)[ ]
NONE
(B)[ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES
NUMBER OF 5 SOLE VOTING POWER
SHARES 714,000
6 SHARED VOTING POWER
BENEFICIALLY
514,000
OWNED BY 7 SOLE DISPOSITIVE POWER
EACH
714,000
REPORTING 8 SHARED DISPOSITIVE POWER
PERSON 514,000
WITH
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,228,000
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
19.7%
12 TYPE OF REPORTING PERSON*
IN
Page 2 of 9
<PAGE>
CUSIP NO. 14844P 10 5 13G Page 3 of 9 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
JACK H. CASTLE, D.D.S.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(A)[ ]
NONE
(B)[ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES
NUMBER OF 5 SOLE VOTING POWER
SHARES 0
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 871,000
7 SOLE DISPOSITIVE POWER
EACH
0
REPORTING 8 SHARED DISPOSITIVE POWER
PERSON 871,000
WITH
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
871,000
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
14.0%
12 TYPE OF REPORTING PERSON*
IN
Page 3 of 9
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CUSIP NO. 14844P 10 5 13G Page 4 of 9 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
LORETTA CASTLE
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(A)[ ]
NONE
(B)[ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES
NUMBER OF 5 SOLE VOTING POWER
SHARES 0
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 871,000
7 SOLE DISPOSITIVE POWER
EACH
0
REPORTING 8 SHARED DISPOSITIVE POWER
PERSON 871,000
WITH
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
871,000
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
14.0%
12 TYPE OF REPORTING PERSON*
IN
Page 4 of 9
<PAGE>
CUSIP NO. 14844P 10 5 13G Page 5 of 9 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
CASTLE INTERESTS, LTD.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(A)[ ]
NONE
(B)[ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
TEXAS
NUMBER OF 5 SOLE VOTING POWER
SHARES 514,000
BENEFICIALLY
6 SHARED VOTING POWER
OWNED BY
0
EACH 7 SOLE DISPOSITIVE POWER
REPORTING 514,000
8 SHARED DISPOSITIVE POWER
PERSON
0
WITH
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
514,000
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.3%
12 TYPE OF REPORTING PERSON*
PN
Page 5 of 9
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ITEM 1(a)
Name of Issuer: The name of the issuer is Castle Dental Centers, Inc.
ITEM 1(b)
Address of Issuer's Principal Executive Offices: The principal executive office
of Castle Dental Centers, Inc. is 1360 Post Oak Boulevard, Suite 1300, Houston,
Texas 77056.
ITEM 2(a)
Name of Person Filing: The reporting persons are Jack H. Castle, Jr.; Jack H.
Castle, D.D.S.; Loretta Castle and Castle Interests, Ltd. (the "Reporting
Persons").
ITEM 2(b)
Address of Principal Business Office: The address of each Reporting Person is
1360 Post Oak Boulevard, Suite 1300, Houston, Texas 77056.
ITEM 2(c)
Citizenship: The citizenship of Jack H. Castle, Jr.; Jack H. Castle, D.D.S. and
Loretta Castle is the United States. The place of organization of Castle
Interests, Ltd. is Texas.
ITEM 2(d)
Title of Class of Securities: The class of securities of Castle Dental Centers,
Inc. owned beneficially by the Reporting Persons is common stock, $.001 par
value (the "Common Stock").
ITEM 2(e)
CUSIP Number: 14844P 10 5
ITEM 3
Not applicable
ITEM 4
Ownership.
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(a) Amount Beneficially Owned: The amount of securities beneficially owned by
Jack H. Castle, Jr.; Jack H. Castle, D.D.S.; Loretta Castle and Castle
Interests, Ltd. is 1,228,000; 871,000; 871,000 and 514,000 shares of
Common Stock, respectively.
(b) Percent of Class: The percent of the class of Common Stock beneficially
owned by Jack H. Castle, Jr.; Jack H. Castle, D.D.S.; Loretta Castle and
Castle Interests, Ltd. is 19.7%; 14.0%; 14.0% and 8.3%, respectively.
(c) Number of Shares and Voting Power: Jack H. Castle, Jr. has the sole power
to vote or direct the vote and to dispose or direct the disposition of
714,000 shares of Common Stock and has the shared power to vote or direct
the vote and to dispose or direct the disposition of 514,000 shares of
Common Stock. Jack H. Castle, D.D.S. and Loretta Castle have the shared
power to vote or direct the vote and to dispose or direct the disposition
of 871,000 shares of Common Stock. Castle Interests, Ltd. has the sole
power to vote or direct the vote and to dispose or direct the disposition
of 514,000 shares of Common Stock.
ITEM 5
Ownership of Five Percent or Less of a Class: Not applicable
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: Not applicable
Page 7 of 9
<PAGE>
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.
Date: February 13, 1998
/s/ JACK H. CASTLE, JR.
Jack H. Castle, Jr.
/s/ JACK H. CASTLE, D.D.S.
Jack H. Castle, D.D.S.
CASTLE INTERESTS, LTD.
By:
/s/ JACK H. CASTLE, JR.
Jack H. Castle, Jr.
General Partner
/s/ JACK H. CASTLE, D.D.S.
Jack H. Castle, D.D.S.
General Partner
/s/ LORETTA CASTLE
Loretta Castle
General Partner
Page 8 of 9
<PAGE>
EXHIBIT 1
AGREEMENT
The undersigned reporting persons hereby agree that the statements filed
pursuant to this Schedule 13 G dated February 13, 1998, to which this Agreement
is filed as an exhibit, is filed on behalf of each of them.
/s/ JACK H. CASTLE, JR.
Jack H. Castle, Jr.
/s/ JACK H. CASTLE, D.D.S.
Jack H. Castle, D.D.S.
CASTLE INTERESTS, LTD.
By:
/s/ JACK H. CASTLE, JR.
Jack H. Castle, Jr.
General Partner
/s/ JACK H. CASTLE, D.D.S.
Jack H. Castle, D.D.S.
General Partner
/s/ LORETTA CASTLE
Loretta Castle
General Partner
Page 9 of 9
